Common use of Examination of Records; Audits Clause in Contracts

Examination of Records; Audits. (i) From time to time upon ten (10) Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii), (iv) or (v) of the definition of “Triggering Event”, five (5) Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Agent and at the expense of the Agent, if a Potential Event of Termination or Event of Termination does not exist, and otherwise at the expense of the Seller, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of the Seller, or the agents of the Seller, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of the Seller, or the agents of the Seller, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Seller having knowledge of such matters and designated by the Seller to discuss such matters with the Agent or its agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Agent agrees to combine any request for any such examinations and visits with any request being made under Section 5.4(f).

Examination of Records; Audits. (i) From time to time upon ten (10) Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii), (iv) or (v) of the definition of “Triggering Event”, five (5) Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Agent and at the expense of the Agent, if a Potential Event of Termination or Event of Termination does not exist, and otherwise at the expense of the SellerServicer, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of any Originator, the Seller, Servicer or their respective Affiliates or the agents of such Originator, the SellerServicer or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of any Originator, the Servicer, their respective Affiliates (other than the Seller, ) or the agents of such Originator, the SellerServicer or their respective Affiliates, for the purpose of examining such materials described in clause (Aa) above, and to discuss matters relating to Pool Receivables and the Related Security or the SellerServicer’s performance hereunder or under the Contracts with any of the officers or employees of the Seller Servicer having knowledge of such matters and designated by the Seller Servicer to discuss such matters with the Agent or its agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Agent agrees to combine any request for any such examinations and visits with any request being made under Section 5.4(f5.1(f).

Examination of Records; Audits. (i) From time to time upon ten (10) five Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii)Liquidity Threshold Event, (iv) or (v) of the definition of “Triggering Event”, five (5) two Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Agent and at the expense of the Agent, if Seller (provided that Seller shall not be required to pay for more than two examinations and/or visits per year unless a Potential Triggering Event of Termination or Event of Termination does not exist, and otherwise at the expense of the Sellerexists), permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of any Originator, the Seller, Servicer or their respective Affiliates or the agents of such Originator, the SellerServicer or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of any Originator, the Servicer, their respective Affiliates (other than the Seller, ) or the agents of such Originator, the SellerServicer or their respective Affiliates, for the purpose of examining such materials described in clause (Aa) above, and to discuss matters relating to Pool Receivables and the Related Security or the SellerServicer’s performance hereunder or under the Contracts with any of the officers or employees of the Seller Servicer having knowledge of such matters and designated by the Seller Servicer to discuss such matters with the Agent or its agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Agent agrees to combine any request for any such examinations and visits with any request being made under Section 5.4(f5.1(f).

Examination of Records; Audits. (i) From time to time upon ten (10) Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii), (iv) or (v) of the definition of “Triggering Event”, five (5) Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Buyer or the Agent and at the expense of the Agent, if a Potential Event of Termination or Event of Termination does not exist, and otherwise at the expense of the such Seller, permit the Buyer or the Agent, or its their respective agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of the such Seller, its Affiliates or Subsidiaries or the agents of the Sellersuch Seller or its Affiliates or Subsidiaries, relating to Pool Seller Receivables and the Related Securityother Receivable Assets, including, without limitation, the related Contracts, and (B) to visit the offices and properties of the such Seller, its Affiliates or Subsidiaries or the agents of the Sellersuch Seller or its Affiliates or Subsidiaries, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Seller Receivables and the Related Security other Receivable Assets or the such Seller’s performance hereunder or under the Contracts with any of the officers or employees of the such Seller having knowledge of such matters and designated by the such Seller to discuss such matters with the Buyer or the Agent or its their agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Buyer and the Agent agrees agree to combine any request for any such examinations and visits with any request being made under Section Sections 5.1(f) and 5.4(f).) of the Receivables Purchase Agreement

Examination of Records; Audits. (i) From time to time upon ten (10) Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii), (iv) or (v) of the definition of “Triggering Event”, five (5) Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Agent and at the expense of the Agent, if a Potential Event of Termination or Event of Termination does not exist, and otherwise at the expense of the SellerServicer, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of any Originator, the Seller, Servicer or their respective Affiliates or Subsidiaries or the agents of such Originator, the SellerServicer or their respective Affiliates or Subsidiaries, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of any Originator, the Servicer, their respective Affiliates or Subsidiaries (other than the Seller, ) or the agents of such Originator, the SellerServicer or their respective Affiliates or Subsidiaries, for the purpose of examining such materials described in clause (Aa) above, and to discuss matters relating to Pool Receivables and the Related Security or the SellerServicer’s performance hereunder or under the Contracts with any of the officers or employees of the Seller Servicer having knowledge of such matters and designated by the Seller Servicer to discuss such matters with the Agent or its agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Agent agrees to combine any request for any such examinations and visits with any request being made under Section 5.4(f5.1(f).

Examination of Records; Audits. (i) From time to time upon ten (10) five Business Days’ (or, during the continuance of a Triggering Event of the type described in clause (iii)Liquidity Threshold Event, (iv) or (v) of the definition of “Triggering Event”, five (5) two Business Days’) prior notice (except that during the continuance of a Potential Event of Termination or Event of Termination, no such notice shall be required) and during regular business hours as requested by the Agent and at the expense of the Agent, if Seller (provided that Seller shall not be required to pay for more than two examinations and/or visits per year unless a Potential Triggering Event of Termination or Event of Termination does not exist, shall have occurred and otherwise at the expense of the Sellerbe continuing), permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of the Seller, or the agents of the Seller, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of the Seller, or the agents of the Seller, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Seller having knowledge of such matters and designated by the Seller to discuss such matters with the Agent or its agents or representatives. Unless a Potential Event of Termination or Event of Termination is continuing, the Agent agrees to combine any request for any such examinations and visits with any request being made under Section 5.4(f5.4(e).