Common use of Inspections; Appraisals Clause in Contracts

Inspections; Appraisals. (a) Permit the Administrative Agent, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the Borrower or any Subsidiary and to inspect, audit and make extracts from the Borrower’s or any Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants the Borrower’s or such Subsidiary’s business, financial condition, assets, prospects and results of operations. The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with the Borrower. The Borrower acknowledges that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the Borrower nor any Subsidiary will be required to disclose, permit the inspection, examination or making of extracts, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representative) is then prohibited by Applicable Law or any agreement binding on the Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iii) is subject to attorney-client or similar privilege or constitutes attorney work product.

Inspections; Appraisals. (a) Permit the Administrative AgentAgent from time to time, subject (except when unless a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the Borrower or any Subsidiary and to Obligor, inspect, audit and make extracts from the Borrower’s or any SubsidiaryObligor’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants the Borrower’s or such SubsidiaryObligor’s business, financial condition, assets, prospects and results of operations. The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender Secured Parties shall have any no duty to the Borrower any Obligor to make any inspection, nor to share any results of any inspection, appraisal or report with the Borrowerany Obligor. The Borrower acknowledges Obligors acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower Obligors shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the Borrower nor any Subsidiary will no Obligor shall be required to disclose, permit the inspection, examination or making of extractscopies of or taking abstracts from, or discussion of, discuss any document, information information, or other matter that (i) that constitutes non-financial trade secrets or non-financial proprietary informationinformation of the Obligors or any of its Subsidiaries and/or any of its customers and/or suppliers, (ii) in respect of which access or inspection by, or disclosure to the Administrative to, Agent or any Lender (or its designated representativeany of their respective representatives or contractors) is then prohibited by Applicable Law or any agreement binding on Law; provided that, with respect to this clause (ii), Obligors shall (x) make Agent aware that information is being withheld (to the Borrower or any Subsidiary which agreement was not entered into extent permitted by Applicable Law) and (y) use commercially reasonable efforts to communicate the relevant information in contemplation of this Agreement and a way that does not apply to the Collateral or violate such Applicable Law, (iii) that is subject to attorney-client or similar privilege or constitutes attorney work product; provided that, with respect to this clause (iii), Obligors shall (x) make Agent aware that information is being withheld and (y) use commercially reasonable efforts to communicate the relevant information in a way that does not violate such attorney-client or similar privilege or (iv) in respect of which Obligors or any of its Subsidiaries owes confidentiality obligations (to the extent not created in contemplation of such party’s obligations hereunder) to any third party, provided that, with respect to this clause (iv), Obligors shall (x) make Agent aware of such confidentiality obligations (to the extent permitted under the applicable confidentiality obligation) and (y) use commercially reasonable efforts to communicate the relevant information in a way that does not violate such confidentiality obligations.

Inspections; Appraisals. (a) a. Permit the Administrative AgentAgent from time to time, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the any Borrower or any Subsidiary and for the purpose of conducting an annual (or more frequently at Agent's discretion) field audit (which field audit shall include the right to inspect, audit and make extracts from the any Borrower’s 's or any Subsidiary’s 's books and records, and discuss with its officers, employees, agents, advisors and independent accountants the such Borrower’s 's or such Subsidiary’s 's business, financial condition, assets, prospects and results of operations). The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with the any Borrower. The Borrower acknowledges Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower Borrowers shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the no Borrower nor any or Subsidiary will be required to disclose, permit the inspection, examination or making of extracts, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representative) is then prohibited by Applicable Law or any agreement binding on the such Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iii) is subject to attorney-client or similar privilege or constitutes attorney work product.

Inspections; Appraisals. (a) Permit the Administrative AgentAgent from time to time, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the any Borrower or any Subsidiary and to Subsidiary, inspect, audit and make extracts from the any Borrower’s or any Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants the such Borrower’s or such Subsidiary’s business, financial condition, assets, prospects and results of operations. The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with the any Borrower. The Borrower acknowledges Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower Borrowers shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the no Borrower nor any or Subsidiary will shall be required to disclose, permit the inspection, examination or making of extractscopies of, or discussion of, discuss any document, information information, or other matter (A) that (i) constitutes non-financial trade secrets or non-financial proprietary informationinformation of any Borrower or Subsidiary and/or any of its customers and/or suppliers, (iiB) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representativeany of their respective representatives or contractors) is then prohibited by Applicable Law or any agreement binding on the Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or Law, (iiiC) that is subject to attorney-client or similar privilege or constitutes attorney work product.or

Inspections; Appraisals. (a) Permit the Administrative AgentAgent from time to time, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the Borrower Parent or any Subsidiary and to of its Restricted Subsidiaries, inspect, audit and make extracts from the Borrowerany of Parent’s or any Subsidiary’s of its Restricted Subsidiaries’ books and recordsrecords (other than privileged correspondence with legal counsel), and discuss with its officers, employees, agents, advisors and independent accountants (with respect to independent accountants, in the Borrowerpresence of representatives of Obligors or otherwise with the consent of Parent) Parent’s or such Subsidiary’s any of its Restricted Subsidiaries’ business, financial condition, assets, prospects and results of operations. The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the Borrower any Obligor to make any inspection, nor to share any results of any inspection, appraisal or report with the Borrowerany Obligor, except that Agent will share Inventory appraisals with Borrower Agents. The Borrower acknowledges Obligors acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower Obligors shall not be entitled to rely upon them. Notwithstanding anything to the contrary hereinin this Section 10.1.1, neither the Borrower none of Parent nor any Restricted Subsidiary will be required to disclose, disclose or permit the inspection, examination or making of extracts, inspection or discussion of, any document, information or other matter that (i) that constitutes non-financial trade secrets or 121 non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representativetheir respective representatives or contractors) is then prohibited by Applicable Law or any binding agreement binding on the Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iii) that is subject to attorney-attorney client or similar privilege or constitutes attorney work product.

Inspections; Appraisals. (a) Permit the Administrative Agent, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the Borrower or any Subsidiary and to inspect, audit and make extracts from the Borrower’s or any Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants the Borrower’s or such Subsidiary’s business, financial condition, assets, prospects and results of operations. 95 The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with the Borrower. The Borrower acknowledges that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the Borrower nor any Subsidiary will be required to disclose, permit the inspection, examination or making of extracts, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representative) is then prohibited by Applicable Law or any agreement binding on the Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iii) is subject to attorney-client or similar privilege or constitutes attorney work product.

Inspections; Appraisals. (a) Permit the Administrative Agent, or any third party used for such purposes, from time to time, subject (except when a Default or an Event of Default exists) to reasonable notice and during normal business hours, to visit and inspect the Properties of the Company, any Borrower or Subsidiary (subject, in the case of any Subsidiary leased Real Estate, to the terms of the applicable lease and to the right of the landlord of such Real Estate), inspect, audit and make extracts from the any Borrower’s or any Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that Borrower Agent shall be given prior notice of, and a reasonable opportunity to be present for, such discussions with the Obligors’ accountants) such Borrower’s or such Subsidiary’s business, financial condition, assets, prospects and results of operations; provided, that Agent shall exercise such rights no more than one time in any Fiscal Year, unless an Event of Default exists and is continuing, and such rights shall be exercised in accordance with Section 10.1.1(b). The Lenders may participate in any such visit or inspection, at their own expense; provided, however, that in no event shall any inspection or audit be exercised by any Lender independently from the Agent. Neither the Administrative Agent nor any Lender shall have any duty to the Borrower Obligor to make any inspection, nor to share any results of any inspection, appraisal inspection or report with the Borrowerany Obligor. The Borrower Company and each Obligor acknowledges that all inspections, appraisals inspections and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower no Obligor shall not be entitled to rely upon them. Notwithstanding anything to the contrary hereinin this Agreement, neither none of the Borrower nor Borrowers or any Subsidiary of their respective Subsidiaries will be required to disclose, permit the inspection, examination or making of extractscopies or abstracts of, or discussion of, any document, information or other matter (x) that (i) constitutes immaterial Intellectual Property that is not registered, applied for, or pending, non-financial trade secrets or non-financial proprietary information, (iiy) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representativeAgent’s representatives or contractors) is then prohibited by Applicable Law or any binding agreement binding on the Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iiiz) is subject to attorney-client or similar privilege or constitutes attorney work product.

Inspections; Appraisals. (a) a. Permit the Administrative AgentAgent from time to time, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of the any Borrower or any Subsidiary and for the purpose of conducting an annual (or more frequently at Agent’s discretion) field audit (which field audit shall include the right to inspect, audit and make extracts from the any Borrower’s or any Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants the such Borrower’s or such Subsidiary’s business, financial condition, assets, prospects and results of operations). The Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to the any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with the any Borrower. The Borrower acknowledges Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and the Lenders for their purposes, and the Borrower Borrowers shall not be entitled to rely upon them. Notwithstanding anything to the contrary herein, neither the no Borrower nor any or Subsidiary will be required to disclose, permit the inspection, examination or making of extracts, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or its designated representative) is then prohibited by Applicable Law or any agreement binding on the such Borrower or any Subsidiary which agreement was not entered into in contemplation of this Agreement and does not apply to the Collateral or (iii) is subject to attorney-client or similar privilege or constitutes attorney work product.