Common use of Supervision; Inspection of Books Clause in Contracts

Supervision; Inspection of Books. 5.3.1 Proper and complete books of account and records of the business of the Company shall be kept under the supervision of the Managing Member at the principal office of the Company in New York, New York, or such other place as designated by the Managing Member. Subject to Section 11.14: (i) this Agreement and all amendments thereto; (ii) the Certificate of Formation; (iii) all effective waivers of the Company executed by the Members and the Managing Member; and (iv) capital account statements of the Member requesting such information shall be open to inspection and copying by any Member or, subject to the prior approval of the Managing Member, such Member’s designated representative, in each case at such Member’s own expense, for any purpose reasonably related to such Member’s interest as a Member in the Company, upon 20 Business Days’ written notice to the Company, at any time during normal business hours. Any such inspection or copying of the books and records of the Company shall take place at the principal office of the Company, unless, in the discretion of the Managing Member, it is impracticable to perform such inspection in such place, in which case the Member requesting such records shall pay the expenses incurred by the Company in providing another place for such inspection or copying. Subject to and in accordance with the second sentence of Section 11.14.1, Members shall only be entitled to receive the documentation specified in this Section 5.3, and shall not be entitled, as of right, to receive any other information regarding the state of the business and financial condition of the Company. Any information so obtained or copied shall be kept and maintained in strictest confidence, and the Managing Member may require the Member requesting access to the books and records of the Company to execute an affirmation and acknowledgement of the confidentiality provisions of this Agreement. The Members hereby acknowledge and agree that to the fullest extent permitted by Section 18-305(g) of the Act, as amended, the rights of a Member to obtain information from the Managing Member and the Company shall be restricted, in the Managing Member’s discretion, to only those rights provided for in this Agreement, and that any other rights provided under Section 18-305 of the Act shall not be available to the Members or applicable to the Company, except as otherwise provided by the Managing Member.

Supervision; Inspection of Books. 5.3.1 Proper and complete books of account and records of the business of the Company shall be kept under the supervision of the Managing Member at the principal office of the Company in New York, New York, or such other place as designated by the Managing Member. Subject to Section 11.14: (i) this Agreement and all amendments thereto; (ii) the Certificate of Formation; (iii) all effective waivers of the Company executed by the Members and the Managing Member; and (iv) capital account statements of the Member requesting such information shall be open to inspection and copying by any Member or, subject to the prior approval of the Managing Member, such Member’s designated representative, in each case at such Member’s own expense, for any purpose reasonably related to such Member’s interest as a Member in the Company, upon 20 Business Days’ written notice to the Company, at any time during normal business hours. Any such inspection or copying of the books and records of the Company shall take place at the principal office of the Company, unless, in the discretion of the Managing Member, it is impracticable to perform such inspection in such place, in which case the Member requesting such records shall pay the expenses incurred by the Company in providing another place for such inspection or copying. Subject to and in accordance with the second sentence of Section 11.14.1, Members shall only be entitled to receive the documentation CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. SECTION 200.83 specified in this Section 5.3, and shall not be entitled, as of right, to receive any other information regarding the state of the business and financial condition of the Company. Any information so obtained or copied shall be kept and maintained in strictest confidence, and the Managing Member may require the Member requesting access to the books and records of the Company to execute an affirmation and acknowledgement of the confidentiality provisions of this Agreement. The Members hereby acknowledge and agree that to the fullest extent permitted by Section 18-305(g) of the Act, as amended, the rights of a Member to obtain information from the Managing Member and the Company shall be restricted, in the Managing Member’s discretion, to only those rights provided for in this Agreement, and that any other rights provided under Section 18-305 of the Act shall not be available to the Members or applicable to the Company, except as otherwise provided by the Managing Member.

Supervision; Inspection of Books. 5.3.1 4.5.1 Proper and complete books of account and records of the business of the Company shall be kept under the supervision of the Managing Member Board of Directors at the principal office of the Company in New York, New York, or such other place as designated by the Managing MemberBoard of Directors. Subject to Section 11.14: (i) this Agreement and all amendments thereto; (ii) the Certificate of Formation; (iii) all effective waivers of the Company executed by the Members and the Managing MemberMembers; and (iv) capital account statements of the Member requesting such information information; and (v) the Company’s audited financial statements, shall be open to inspection and copying by any Member or, subject to the prior approval of the Managing MemberBoard of Directors, such Member’s designated representative, in each case at such Member’s own expense, for any purpose reasonably related to such Member’s interest as a Member in the Company, upon 20 Business Days’ written notice to the Company, at any time during normal business hours. Any such inspection or copying of the books and records of the Company shall take place at the principal office of the Company, unless, in the discretion of the Managing MemberBoard of Directors, it is impracticable to perform such inspection in such place, in which case the Member requesting such records shall pay the expenses incurred by the Company in providing another place for such inspection or copying. Subject to and in accordance with the second sentence of Section 11.14.1, Members shall only be entitled to receive the documentation specified in this Section 5.34.5, and shall not be entitled, as of right, to receive any other information regarding the state of the business and financial condition of the Company. Any information so obtained or copied shall be kept and maintained in strictest confidence, and the Managing Member Board of Directors may require the Member requesting access to the books and records of the Company to execute an affirmation and acknowledgement of the confidentiality provisions of this Agreement. The Members hereby acknowledge and agree that to the fullest extent permitted by Section 188-305(g) of the Act, as amended, the rights of a Member to obtain information from the Managing Member Board of Directors and the Company shall be restricted, in the Managing Member’s Board of Directors’ discretion, to only those rights provided for in this Agreement, and that any other rights provided under Section 188-305 of the Act shall not be available to the Members or applicable to the Company, except as otherwise provided by the Managing MemberBoard of Directors.