Common use of Inspection of Property, Books and Records Clause in Contracts

Inspection of Property, Books and Records. The Guarantor will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. The Guarantor Each Borrower will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account substantially in accordance with GAAP in which entries that are full, true and correct in all material respects entries shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, and will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, during normal business hours at the sole cost of the applicable Borrower or any applicable Subsidiary, representatives of the LC Issuer Agent to visit and inspect any of their respective properties, to examine and make abstracts or copies from any of their respective books and records records, to conduct a collateral audit and analysis of their respective operations and the Collateral, to evaluate and make physical verifications and appraisals of the Inventory and other Collateral in any manner and through any medium that Agent considers advisable, to verify the amount and age of the Accounts, the identity and credit of the respective Account Debtors, to review the billing practices of Borrowers and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall accountants as often as may reasonably be limited to once per fiscal year desired. In the absence of the Guarantor, unless a Default or an Event of Default which is continuing (i) such inspections and audits shall have occurred be conducted no more often than two (2) times every twelve (12) months, and be continuing, in which case (ii) Agent exercising any rights pursuant to this Section 4.6 shall give the applicable Borrower or any applicable Subsidiary commercially reasonable prior notice of such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries exercise. No notice shall be required to disclose during the existence and during the continuance of any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Default or any of its Subsidiaries to be in breach of such obligationstime during which Agent reasonably believes a Default exists.

Inspection of Property, Books and Records. The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party of its Subsidiaries to keep, proper books of record and account in which entries that are full, true and correct entries in all material respects conformity with GAAP shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will (ii) permit, and will cause each Material Subsidiary of the Borrower and Subsidiary Account each Loan Party to permit, representatives with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), which notice shall not be required in the case of an emergency, the Administrative Agent or its designee, at the expense of the LC Issuer Borrower and Loan Parties, to perform periodic field audits and investigations of the Borrower, the Loan Parties and the Collateral, from time to time; and (iii) permit, and will cause each Subsidiary to permit, with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), the Administrative Agent or its designee, at the expense of the Borrower and the Loan Parties, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that the Borrower shall only be required to reimburse the Administrative Agent for only one such inspections shall be limited to once per fiscal year of the Guarantor, inspection each Fiscal Quarter unless an Event of a Default shall have occurred and be continuing. The Loan Parties agree to cooperate and assist in such visits and inspections, in which each case at such inspection rights may be exercised reasonable times and as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Borrower ----------------------------------------- will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party of its Subsidiaries to keep, proper books of record and account in which entries that are full, true and correct entries in all material respects conformity with GAAP shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will and (ii) permit, and will cause each Material Subsidiary and Subsidiary Account Party of its Subsidiaries to permit, representatives of any Lender, after notice to an officer of the LC Issuer Borrower or Subsidiary, at such Lender's expense during any period in which a Default or Event of Default is not in existence and at the Borrower's expense during any period in which a Default or Event of Default is in existence, to visit (which date of visit shall be two (2) Business Days after the date such request is made or any earlier date as may be mutually agreed by the Borrower and such Lender) and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants. The Borrower agrees to cooperate and assist in such visits and inspections, all upon reasonable notice, in each case at such reasonable times and as often as may reasonably be desired. Notwithstanding the foregoing, during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless an any period in which a Default or Event of Default shall have occurred and be continuingis not in existence, no Lender may engage in which case such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor more than two inspections per Fiscal Year or its Subsidiaries, (ii) information subject discussions with the Borrower's independent public accountants, unless the Borrower shall have otherwise consented to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationssame.

Inspection of Property, Books and Records. The Guarantor will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless such inspection is required by a regulator or other governmental authority or unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as required by such governmental authority or, in the case of an Event of Default, as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. (a) The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party of its Subsidiaries to keep, proper its books of record and account records in which entries that are full, true and correct in all material respects shall be made of conformity with GAAP for all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09(ii) permit, will cause each Subsidiary of the Borrower and each Loan Party to permit, and will direct the Adviser to permit, at reasonable times with at least five (5) Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), which notice shall not be required in the case of an emergency, the Administrative Agent or its designee, at the expense of the Borrower and Loan Parties, to perform periodic field audits and investigations of the Borrower, the Loan Parties and the Collateral, from time to time; and (iii) permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives with at least five (5) Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), the Administrative Agent or its designee, at the expense of the LC Issuer Borrower and the Loan Parties, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that the Borrower shall only be required to reimburse the Administrative Agent for only one such inspections shall be limited to once per fiscal year of the Guarantor, inspection each Fiscal Quarter unless an Event of a Default shall have occurred and be continuing. The Loan Parties agree, and the Borrower shall direct the Adviser, to cooperate and assist in such visits and inspections, in which each case at such inspection rights may be exercised reasonable times and as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary of its Subsidiaries to keep its books and Subsidiary Account Party to keep, proper books of record and account records in which entries that are full, true and correct in all material respects shall be made of conformity with GAAP for all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will (ii) permit, and will cause each Material Subsidiary of the Borrower and Subsidiary Account each Loan Party to permit, representatives at reasonable times with at least five (5) Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), which notice shall not be required in the case of an emergency, the Administrative Agent or its designee, at the expense of the LC Issuer Borrower and Loan Parties, to perform periodic field audits and investigations of the Borrower, the Loan Parties and the Collateral, from time to time; and (iii) permit, and will cause each Subsidiary to permit, with at least five (5) Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), the Administrative Agent or its designee, at the expense of the Borrower and the Loan Parties, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that the Borrower shall only be required to reimburse the Administrative Agent for only one such inspections shall be limited to once per fiscal year of the Guarantor, inspection each Fiscal Quarter unless an Event of a Default shall have occurred and be continuing. The Loan Parties agree to cooperate and assist in such visits and inspections, in which each case at such inspection rights may be exercised reasonable times and as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.0910.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent (and if a Default shall have occurred and be continuing, representatives reasonably designated by any Bank) to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.0910.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent (and if a Default shall have occurred and be continuing, representatives reasonably designated by any Bank) to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary of its Subsidiaries to keep its books and Subsidiary Account Party to keep, proper books of record and account records in which entries that are full, true and correct in all material respects shall be made of conformity with GAAP for all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will (ii) permit, and will cause each Material Subsidiary of the Borrower and Subsidiary Account each Loan Party to permit, representatives at reasonable times with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), which notice shall not be required in the case of an emergency, the Administrative Agent or its designee, at the expense of the LC Issuer Borrower and Loan Parties, to perform periodic field audits and investigations of the Borrower, the Loan Parties and the Collateral, from time to time; and (iii) permit, and will cause each Subsidiary to permit, with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), the Administrative Agent or its designee, at the expense of the Borrower and the Loan Parties, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that the Borrower shall only be required to reimburse the Administrative Agent for only one such inspections shall be limited to once per fiscal year of the Guarantor, inspection each Fiscal Quarter unless an Event of a Default shall have occurred and be continuing. The Loan Parties agree to cooperate and assist in such visits and inspections, in which each case at such inspection rights may be exercised reasonable times and as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party of its Applicable Subsidiaries to keep, proper books of record and account in which entries that are full, true and correct entries in all material respects conformity with GAAP shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will (ii) permit, and will cause each Material Applicable Subsidiary of the Borrower and each Loan Party to permit, with reasonable prior notice which notice shall not be required in the case of an emergency or during the existence of a Default or Event of Default, the Administrative Agent or its designees, at the expense of the Borrower and the Loan Parties, to perform periodic appraisals (including real estate, machinery and equipment and trademark appraisals), inspections and investigations of the Borrower, the Loan Parties and the Collateral (including, without limitation, verification of the Accounts and Inventory of the Borrower) and the records pertaining thereto, from time to time; and (iii) permit, and will cause each Subsidiary Account Party to permit, representatives of any Lender at the LC Issuer Borrower’s expense to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants. The Loan Parties agree to cooperate and assist in such visits and inspections, all upon reasonable notice, in each case at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.0910.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent (and if a Default shall have occurred and be continuing, representatives reasonably designated by any Bank) to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.. 4868-9081-7618 v.9

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.099.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. The Guarantor Each Credit Party will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account substantially in accordance with GAAP in which entries that are full, true and correct in all material respects entries shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, and will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, at the sole cost of the applicable Credit Party or any applicable Subsidiary, representatives of the LC Issuer Agent and of any Lender to visit and inspect any of their respective properties, to examine and make abstracts or copies from any of their respective books and records records, to conduct a collateral audit and analysis of their respective operations and the Collateral, evaluate and make physical verifications and appraisals of the Inventory and other Collateral in any manner and through any medium that Agent considers advisable, to verify the amount and age of the Accounts, the identity and credit of the respective Account Debtors, to review the billing practices of Credit Parties and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountantsaccountants as often as may reasonably be desired. Notwithstanding the foregoing, all upon reasonable noticeunless a Default or Event of Default has occurred and is continuing, at such reasonable collateral audits shall not occur more than two (2) times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless twelve-month period. Notwithstanding a Default or an Event of Default Default, Agent or any Lender exercising any rights pursuant to this Section 4.6 shall have occurred and be continuing, in which case give the applicable Credit Party or any applicable Subsidiary commercially reasonable prior notice of such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries exercise. No notice shall be required to disclose during the existence and continuance of any (i) trade secrets Event of the Guarantor or its SubsidiariesDefault. Avenue / Rubicon / Credit, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligations.Security and Guaranty Agreement

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.099.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, provided further that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.

Inspection of Property, Books and Records. (a) The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party of its Subsidiaries to keep, proper its books of record and account records in which entries that are full, true and correct in all material respects shall be made of conformity with GAAP for all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09(ii) permit, will cause each Subsidiary of the Borrower and each Loan Party to permit, and will direct the Adviser to permit, at reasonable times with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), which notice shall not be required in the case of an emergency, the Administrative Agent or its designee, at the expense of the Borrower and Loan Parties, to perform periodic field audits and investigations of the Borrower, the Loan Parties and the Collateral, from time to time; and (iii) permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives with at least five (5) Domestic Business Days’ prior notice (or such lesser time period agreed upon by the Administrative Agent and the Borrower), the Administrative Agent or its designee, at the expense of the LC Issuer Borrower and the Loan Parties, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that the Borrower shall only be required to reimburse the Administrative Agent for only one such inspections shall be limited to once per fiscal year of the Guarantor, inspection each Fiscal Quarter unless an Event of a Default shall have occurred and be continuing. The Loan Parties agree, and the Borrower shall direct the Adviser, to cooperate and assist in such visits and inspections, in which each case at such inspection rights may be exercised reasonable times and as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.0910.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent (on behalf of the Banks) to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided provided, that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer Administrative Agent desires and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets of the Guarantor Company or its Subsidiaries, (ii) any information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations; provided, further that, in the event that the Company does not provide information in reliance on the exclusions in the preceding clauses (i) – (iii), it shall use its commercially reasonable efforts to communicate, to the extent permitted, the applicable information in a way that would not violate such restrictions.

Inspection of Property, Books and Records. The Guarantor Borrower will (i) keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct entries in all material respects conformity with GAAP shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.09, will (ii) permit, and will cause each Material Subsidiary of the Borrower to permit, with reasonable prior notice which notice shall not be required in the case a Default or an Event of Default shall have occurred, the Administrative Agent or its designee, at the expense of the Borrower, to perform periodic field audits and investigations of the Borrower and the Available Non-Pledged Assets, from time to time, provided that the field examinations at the Borrower's headquarters in Bethesda, Maryland shall be no more frequent than once each Fiscal Year unless an Event of Default has occurred and is continuing, in which case there shall be no such limitation on the number of field examinations; and (iii) permit, and will cause each Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent and any Lender at the expense of the Administrative Agent or such Lender, as applicable, prior to the occurrence of an Event of Default and at the Borrower's expense after the occurrence of an Event of Default, to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records (including computer tapes and disks) and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries employees and independent public accountants. The Borrower agrees to cooperate and assist in such visits and inspections, all upon reasonable notice, in each case at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the Guarantor, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires and at the expense of the Guarantor; provided, further, that neither the Guarantor nor any of its Subsidiaries shall may reasonably be required to disclose any (i) trade secrets of the Guarantor or its Subsidiaries, (ii) information subject to attorney-client privilege to the extent disclosure thereof would impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would cause the Guarantor or any of its Subsidiaries to be in breach of such obligationsdesired.

Inspection of Property, Books and Records. The Guarantor Company will keep, and will cause each Material Subsidiary and Subsidiary Account Party to keep, proper books of record and account in which entries that are full, true and correct in all material respects shall be made of all dealings and transactions in relation to its business and activities; and, subject in all cases to Section 8.099.11, will permit, and will cause each Material Subsidiary and Subsidiary Account Party to permit, representatives of the LC Issuer Administrative Agent to visit and inspect any of their respective properties, to examine and make abstracts from any of their respective books and records and to discuss their respective affairs, finances and accounts with their respective officers, employees, actuaries and independent public accountants, all upon reasonable notice, at such reasonable times during ordinary business hours; provided that such inspections shall be limited to once per fiscal year of the GuarantorCompany, unless an Event of Default shall have occurred and be continuing, in which case such inspection rights may be exercised as often as the LC Issuer desires Banks desire and at the expense of the GuarantorCompany; provided, further, that neither the Guarantor Company nor any of its Subsidiaries shall be required to disclose any (i) trade secrets or proprietary information of the Guarantor Company or its Subsidiaries, (ii) information subject to attorney-client or similar privilege or constitutes attorney work product to the extent disclosure thereof would be reasonably likely to impair such privilege or (iii) information subject to confidentiality obligations to third parties the disclosure of which would be reasonably likely to cause the Guarantor Company or any of its Subsidiaries to be in breach of such obligations.