Common use of Field Examinations Clause in Contracts

Field Examinations. At any time that the Administrative Agent requests, the Loan Parties will permit, upon reasonable notice and during normal business hours, the Administrative Agent to conduct a field examination to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems. Only one (1) such field examination per calendar year shall be at the sole expense of the Borrowers; provided that (i) two (2) such field examinations per calendar year shall be at the sole expense of the Borrowers if the Availability is less than the Examination Threshold Amount at the time such field examination is initiated, and (ii) after the occurrence and during the continuance of an Event of Default, there shall be no limitation on the number or frequency of field examinations that shall be at the sole expense of the Borrowers (and it is understood and agreed that any Lender may, at its own cost and expense, participate in any such examinations). For purposes of this Section 5.13, it is understood and agreed that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Loan Parties and their assets. For the avoidance of doubt, any limitations on field examinations, including with respect to the frequency thereof, set forth in this Section 5.13 shall not limit or otherwise modify the Borrowers’ obligations pursuant to Section 5.06.

Appears in 2 contracts

Samples: Credit Agreement (Rti Surgical, Inc.), Credit Agreement (Sagent Pharmaceuticals, Inc.)

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Field Examinations. At any time that the Administrative Agent requests, the Loan Parties will permit, upon reasonable notice and during normal business hours, the Administrative Agent to conduct a field examination to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems. Only one (1) such field examination per calendar year per location shall be at the sole expense of the Borrowers; provided that (i) two (2) such field examinations per calendar year per location shall be at the sole expense of the Borrowers if the Aggregate Availability is less than the Examination Threshold Amount at the time such field examination is initiated, and (ii) after the occurrence and during the continuance of an Event of Default, there shall be no limitation on the number or frequency of field examinations that shall be at the sole expense of the Borrowers (and it is understood and agreed that any Lender may, at its own cost and expense, participate in any such examinations). For purposes of this Section 5.13, it is understood and agreed that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Loan Parties and their assets. For the avoidance of doubt, any limitations on field examinations, including with respect to the frequency thereof, set forth in this Section 5.13 shall not limit or otherwise modify the Borrowers’ obligations pursuant to Section 5.06.

Appears in 1 contract

Samples: Credit Agreement (Sagent Pharmaceuticals, Inc.)

Field Examinations. At any time that intervals and frequency as reasonably specified by the Administrative Agent requestsor the Collateral Agent, the Loan Parties Borrowers and the Subsidiaries will permit, upon reasonable notice allow the Administrative Agent and the Collateral Agent to conduct field examinations or updates thereof during normal business hours, the Administrative Agent to conduct a field examination hours to ensure the adequacy of Collateral included in the any Borrowing Base and related reporting and control systems. Only one (1) such field examination per calendar year shall be at the sole expense of the Borrowers; provided that (i) two (2) Two such field examinations per calendar year shall be at the sole expense of the Borrowers if Loan Parties; provided that following the Availability is less first anniversary of the Effective Date, the Administrative Agent and the Collateral Agent agree not to conduct (or cause to be conducted) more than the Examination Threshold Amount at the time one such field examination is initiatedevery six months; and provided, further, that (a) notwithstanding the 105 limitation in the preceding proviso, an additional field examination (and, for the avoidance of doubt, three such field examinations during such calendar year) shall be at the sole expense of the Loan Parties if a Minimum Availability Period has been in effect for a period of at least 30 consecutive days during such calendar year; and (iib) after the occurrence and during the continuance of if an Event of DefaultDefault has occurred and is continuing, then there shall be no limitation on the as to number or and frequency of such field examinations that shall be at the sole expense of the Borrowers (and it is understood and agreed that any Lender may, at its own cost and expense, participate in any such examinations)Loan Parties. For purposes of this Section 5.135.12, it is understood and agreed that a (i) single field examination may be consist of examinations conducted at multiple relevant sites and involve one or more relevant Loan Parties and their assets. For ; and (ii) only the avoidance of doubtreasonable and documented out-of-pocket charges, any limitations on costs and expenses in connection with such field examinations, including with respect examinations shall be required to be reimbursed by the frequency thereof, set forth in this Section 5.13 shall not limit or otherwise modify the Borrowers’ obligations Loan Parties pursuant to Section 5.06this Section.

Appears in 1 contract

Samples: Credit Agreement (Pilgrims Pride Corp)

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Field Examinations. At any time that Once in each twelve month period, at the request of the Administrative Agent requestsAgent, the Loan Parties will permit, upon reasonable notice and during normal business hoursnotice, the Administrative Agent to conduct a field examination to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems. Only one (1) such field examination per calendar year shall be at the sole expense of the Borrowers; provided provided, however that (ia) two (2) such field examinations per calendar year shall be at the sole expense of the Borrowers if the Availability is less than the Examination Threshold Amount at the time such field examination is initiated, and (ii) after the occurrence and during the continuance of an Event of DefaultDefault has occurred and is continuing, there shall be no limitation on the number or frequency of field examinations that shall be and (b) if Excess Availability is less than the Excess Availability Threshold Amount, then two times during the twelve month period commencing with any month during which clause (b) is triggered, at the sole expense request of the Borrowers (and it is understood and agreed that any Lender mayAdministrative Agent, at its own cost and expense, participate in any the Loan Parties will permit the Administrative Agent to conduct such examinations). For purposes of this Section 5.135.11, it is understood and agreed that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Loan Parties and their assets. All such field examinations shall be at the sole expense of the Loan Parties (it being understood and agreed that any Lender may, at its own cost and expense, participate in such appraisals). For the avoidance of doubt, any limitations on field examinations, including with respect to the frequency thereof, set forth in this Section 5.13 5.11 shall not limit or otherwise modify the Borrowers’ Borrower’s obligations pursuant to Section 5.06. Each Loan Party acknowledges that the Administrative Agent, after conducting any such field examination, will prepare and distribute to the Lenders certain Reports pertaining to such field examination (including, without limitation, copies of the results of such field examination) for internal use by the Administrative Agent and the Lenders.

Appears in 1 contract

Samples: Credit Agreement (Akorn Inc)

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