Common use of Inspections and Appraisals Clause in Contracts

Inspections and Appraisals. At all times during normal business hours, but not more often than once per fiscal quarter of the Parent to the extent no Event of Default has occurred, Laurus, and/or any agent of Laurus shall have the right to (a) have access to, visit, inspect, review, evaluate and make physical verification and appraisals of each Company's properties and the Collateral, (b) inspect, audit and copy and make extracts from each Company's Books and Records, including management letters prepared by independent certified public accountants of recognized standing selected by the Parent and acceptable to Laurus (the "Accountants"), and (c) discuss with each Company's directors, principal officers, and independent accountants, each Company's business, assets, liabilities, financial condition, results of operations and business prospects. Each Company will deliver to Laurus any instrument necessary for Laurus to obtain records from any service bureau maintaining records for such Company. If any internally prepared financial information, including that required under this Section is unsatisfactory in any manner to Laurus, Laurus may request that the Accountants review the same. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall be required to provide to Laurus any material, non-public information relating to it or any of its Subsidiaries unless the Parent and Laurus have entered into a confidentiality agreement sufficient in scope to permit the Parent to maintain its compliance with Regulation FD.

Appears in 2 contracts

Samples: Security Agreement (RG America, Inc.), Security Agreement (RG America, Inc.)

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Inspections and Appraisals. At all times during normal business hours, but not more often than once per fiscal quarter of the Parent and upon two (2) Business Days' prior notice to the extent no Event of Default has occurredCompany or any Eligible Subsidiary, as applicable, Laurus, and/or any agent of Laurus shall have the right to (a) have access to, visit, inspect, review, evaluate and make physical verification and appraisals of each of Company's and each Eligible Subsidiary's properties and the Collateral, (b) inspect, audit and copy (or take originals if necessary) and make extracts from Company's and each CompanyEligible Subsidiary's Books and Records, including management letters prepared by independent certified public accountants of recognized standing selected by the Parent and acceptable to Laurus (the "Accountants")accountants, and (c) discuss with each Company's directors, and each Eligible Subsidiary's principal officers, and independent accountants, Company's and each CompanyEligible Subsidiary's business, assets, liabilities, financial condition, results of operations and business prospects. Each of Company and each Eligible Subsidiary will deliver to Laurus any instrument necessary for Laurus to obtain records from any service bureau maintaining records for Company and such CompanyEligible Subsidiary. If any internally prepared financial information, including that required under this Section is unsatisfactory in any manner to Laurus, Laurus may request that the Accountants review the same. Notwithstanding the foregoing, neither it the Company nor any of its Subsidiaries shall be required to subsidiaries will provide to Laurus any material, non-public information relating to it or any of its Subsidiaries Laurus unless the Parent and Laurus have entered into signs a confidentiality agreement sufficient in scope to permit the Parent to maintain its compliance and otherwise complies with Regulation FD, under the federal securities laws.

Appears in 1 contract

Samples: Security Agreement (Digital Lifestyles Group Inc)

Inspections and Appraisals. At all times during normal business hours, but not more often than once per fiscal quarter of the Parent and upon two (2) Business Days’ prior notice to the extent no Event of Default has occurredCompany or any Eligible Subsidiary, as applicable, Laurus, and/or any agent of Laurus shall have the right to (a) have access to, visit, inspect, review, evaluate and make physical verification and appraisals of each of Company's ’s and each Eligible Subsidiary’s properties and the Collateral, (b) inspect, audit and copy (or take originals if necessary) and make extracts from Company’s and each Company's Eligible Subsidiary’s Books and Records, including management letters prepared by independent certified public accountants of recognized standing selected by the Parent and acceptable to Laurus (the "Accountants")accountants, and (c) discuss with Company’s and each Company's directors, Eligible Subsidiary’s principal officers, and independent accountants, Company’s and each Company's Eligible Subsidiary’s business, assets, liabilities, financial condition, results of operations and business prospects. Each of Company and each Eligible Subsidiary will deliver to Laurus any instrument necessary for Laurus to obtain records from any service bureau maintaining records for Company and such CompanyEligible Subsidiary. If any internally prepared financial information, including that required under this Section is unsatisfactory in any manner to Laurus, Laurus may request that the Accountants review the same. Notwithstanding the foregoing, neither it the Company nor any of its Subsidiaries shall be required to subsidiaries will provide to Laurus any material, non-public information relating to it or any of its Subsidiaries Laurus unless the Parent and Laurus have entered into signs a confidentiality agreement sufficient in scope to permit the Parent to maintain its compliance and otherwise complies with Regulation FD, under the federal securities laws.

Appears in 1 contract

Samples: Security Agreement (Digital Lifestyles Group Inc)

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Inspections and Appraisals. At all times during normal business hours, but not more often than once per fiscal quarter of the Parent to the extent no Event of Default has occurred, Laurus, and/or any agent or representative of Laurus shall have the right to (a) have access to, visit, inspect, review, evaluate and make physical verification and appraisals of the properties of Parent and each Company's properties of its Subsidiaries and the Collateral, (b) inspect, audit and copy (or take originals if necessary) and make extracts from each Company's the Books and RecordsRecords of Parent and each of its Subsidiaries, including management letters prepared by independent certified public accountants of recognized standing selected by the Parent and acceptable to Laurus (the "Accountants"), and (c) discuss with each Company's the directors, principal officers, and independent accountantsaccountants of Parent and each of its Subsidiaries, each Company's such Person’s business, assets, liabilities, financial condition, results of operations and business prospects; provided that absent the occurrence of a Default or an Event of Default, such inspections shall be limited to three times during each year of term of this Agreement. Each Company and each of its Subsidiaries will deliver to Laurus any instrument necessary for Laurus to obtain records from any service bureau maintaining records for such CompanyCompany and its Subsidiaries. If any internally prepared financial information, including that required under this Section is unsatisfactory in any manner to Laurus, Laurus may request that the Accountants review the same. Notwithstanding the foregoing, neither it no Company nor any of its Subsidiaries shall be required to provide to Laurus any material, non-public information relating to it or any of its Subsidiaries Laurus unless the Parent and Laurus have entered into signs a confidentiality agreement sufficient in scope to permit the Parent to maintain its compliance and otherwise complies with Regulation FD, under the federal securities laws.

Appears in 1 contract

Samples: Security Agreement (Iwt Tesoro Corp)

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