Common use of Visitation Clause in Contracts

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other Obligor, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other Obligor, to examine all their respective books of account, records, reports and other papers, to make copies therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested.

Appears in 6 contracts

Sources: Master Note Purchase Agreement (Stepstone Private Credit Fund LLC), Note Purchase Agreement (Blue Owl Technology Income Corp.), Master Note Purchase Agreement (Antares Strategic Credit Fund)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountantsOfficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Appears in 6 contracts

Sources: Note Purchase Agreement, Note Purchase Agreement (Gallagher Arthur J & Co), Note Purchase Agreement (Gallagher Arthur J & Co)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the a Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during presence of representatives of such discussionsCompany) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligorof its Subsidiaries, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing; provided, that such visitation rights set forth but no more than twice in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateany fiscal year; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Constituent Companies and upon at least ten (10) Business Days’ reasonable prior notice to the Companynotice, to visit and inspect any of the offices or properties of the a Constituent Company or any other Obligorof its Subsidiaries, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 5 contracts

Sources: Note Purchase and Guaranty Agreement (Hawaiian Electric Industries Inc), Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc), Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc)

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors their respective Subsidiaries with the Company’s and the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and the Trust and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Trust to visit and inspect any of the offices or properties of the Company and the Trust or any other Obligorof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice Trust and the opportunity to be present during such discussionstheir respective Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 4 contracts

Sources: Note Purchase Agreement (RPT Realty), Note Purchase Agreement (RPT Realty), Note Purchase Agreement (RPT Realty)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, and in any case not more than once in any fiscal year, to visit during normal business hours the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld, and not more than once in any fiscal year) to visit during normal business hours the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and Company, upon at least ten (10) Business Days’ reasonable prior notice to the Companynotice, to visit and inspect during normal business hours any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested. (c) Notwithstanding anything in Section 7.3, neither the Company nor any Subsidiary shall be required to disclose (i) any agreement, technical information or any other item which disclosure is prohibited by law, (ii) any agreement or technical information that is subject to a confidentiality obligation binding upon the Company or such Subsidiary (but provided further that the Company or such Subsidiary, as the case may be, shall, at the request of the Purchaser, use commercially reasonable efforts to obtain permission for such disclosure and, in the event permission cannot be obtained, furnish such information regarding the matters to which such information relates as can reasonably be furnished without violation of such confidentiality obligations) or (iii) any communications protected by attorney-client privilege, the disclosure of which might waive such privilege.

Appears in 4 contracts

Sources: Note Purchase Agreement (Teledyne Technologies Inc), Note Purchase Agreement (Teledyne Technologies Inc), Note Purchase Agreement (Teledyne Technologies Inc)

Visitation. The Parent REIT and the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Parent REIT and the Company, to visit the principal executive office of the Parent REIT and the Company, to discuss the affairs, finances and accounts of the Company Parties with the Parent REIT’s and the other Obligors with the Company’s officers, and (with the consent of the CompanyParent REIT, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and presence of the opportunity to be present during such discussionsParent REIT if requested by the Parent REIT) its independent public accountants, and (with the consent of the CompanyParent REIT, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorParties, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Parent REIT and the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorParties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision each of the Parent REIT and the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsParties), all at such reasonable times and as often as may be reasonably requested.

Appears in 3 contracts

Sources: Note Purchase Agreement (Pebblebrook Hotel Trust), Note Purchase Agreement (Pebblebrook Hotel Trust), Note Purchase Agreement (Pebblebrook Hotel Trust)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional InvestorNote: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) 10 Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, Notes collectively, on a mutually agreed date; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) 10 Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested.

Appears in 3 contracts

Sources: Note Purchase Agreement (Barings Capital Investment Corp), Note Purchase Agreement (Barings BDC, Inc.), Note Purchase Agreement (Barings BDC, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 3 contracts

Sources: Master Note Purchase Agreement (Blackstone Private Credit Fund), Master Note Purchase Agreement (Blackstone Private Credit Fund), Master Note Purchase Agreement (Blackstone Private Credit Fund)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional InvestorNote: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all holders of Notes and that representatives of the Company shall be permitted to be present in any such meeting, and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that only one such visitation rights set forth in this clause (a) may only visit or one such discussion shall be exercised once made per calendar fiscal year for all holders by each holder of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 2 contracts

Sources: Note Purchase Agreement (CION Investment Corp), Note Purchase Agreement (CION Investment Corp)

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, once each calendar year at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company and at a time mutually agreed with the Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and the other Obligors their Subsidiaries with the Company’s Obligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and withheld, but subject to the opportunity to be present during such discussions) its independent public accountants, and (with the consent rights of the Company, which consent will not be unreasonably withheldtenants) to visit the other offices and properties of the Company Obligors and each other ObligorSubsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on writing and at a time mutually agreed datewith the Company; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Obligors and upon at least ten (10) Business Days’ prior notice subject to the Companyrights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies therefromand extracts therefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested.. Lineage Logistics, LLC Note Purchase Agreement

Appears in 2 contracts

Sources: Note Purchase Agreement (Lineage, Inc.), Note Purchase Agreement (Lineage, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Restricted Subsidiaries with the Company’s officers/management, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and withheld) the opportunity to be present during such discussions) its Company’s independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other Obligorits Restricted Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other Obligorand its Restricted Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company Company, on its own behalf and on behalf of its Restricted Subsidiaries, authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Restricted Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 2 contracts

Sources: Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company’s records relating to pending or threatened litigation if (i) the Company determines after consultation with counsel qualified to advise on such matters that, notwithstanding the confidentiality requirements of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Appears in 2 contracts

Sources: Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore Partners Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors Subsidiary Guarantors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary Guarantor, all at such reasonable times and as often as may be reasonably requested in writing; provided, in all cases, without any invasion or intrusive testing, provided that such visitation rights set forth in this clause (a) may only be exercised no holder of Notes is entitled to visit more than once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateyear; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary Guarantor, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsSubsidiary Guarantors), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Agnico Eagle Mines LTD), Note Purchase Agreement (Agnico Eagle Mines LTD)

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, once each calendar year at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company and at a time mutually agreed with the Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and the other Obligors their Subsidiaries with the Company’s Obligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and withheld, but subject to the opportunity to be present during such discussions) its independent public accountants, and (with the consent rights of the Company, which consent will not be unreasonably withheldtenants) to visit the other offices and properties of the Company Obligors and each other ObligorSubsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on writing and at a time mutually agreed datewith the Company; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Obligors and upon at least ten (10) Business Days’ prior notice subject to the Companyrights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies therefromand extracts therefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Lineage, Inc.), Note Purchase Agreement (Lineage, Inc.)

Visitation. The (a) If no Event of Default then exists, the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) , to visit discuss the other offices affairs, finances and properties accounts of the Company and each other Obligor, all at such reasonable times and as often as may be reasonably requested in writingits Subsidiaries with the Company’s independent public accountants; provided, provided that such visitation rights set forth in this clause (a) may only discussions shall be exercised limited to once per calendar year in the aggregate for all the holders of the Notes, collectively, on a mutually agreed date; and. The Company shall be permitted to participate in such discussions and any such discussions shall be subject to any applicable requirements of the Company’s independent public accountants. (b) Default — if If an Event of Default then exists and exists, the Company shall permit the representatives of each holder of a Note that is continuingan Institutional Investor, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other Obligor, to examine all their of the Company’s and its Subsidiaries’ respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested, and at such location as is mutually acceptable to the Company and such holder.

Appears in 2 contracts

Sources: Note Purchase Agreement (MN8 Energy, Inc.), Note Purchase Agreement (New PubCo Renewable Power Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth visits shall be limited to no more than once in this clause (a) may only be exercised once per calendar any fiscal year for all holders of the Notes, collectively, on a mutually agreed dateCompany; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, papers to make copies therefromand extracts therefrom (other than materials which the Company or its Subsidiaries may not disclose without violating a confidentiality obligation binding upon it), and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)officers, all at such reasonable times and as often as may be reasonably requested, provided, however, that in no event shall the Company or a Subsidiary be required to (i) provide or authorize its independent public accountants to provide tax returns to any holder other than the first five pages of the federal tax forms 1120 and 1065, without including any Schedule K-1s attached thereto, or (ii) disclose any information which is the subject of attorney-client privilege or attorney’s work product privilege properly asserted by the Company or any Subsidiary to prevent the loss of such privilege in connection with such information.

Appears in 2 contracts

Sources: Note Purchase Agreement (International Speedway Corp), Note Purchase Agreement (International Speedway Corp)

Visitation. The Company shall permit the representatives of each Purchaser (prior to the Closing) and each holder of a Note that, in each case, (after the Closing) that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and (with the consent of the Company, which consent will not be unreasonably withheld) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)accountants, all at such reasonable times and as often as may be reasonably requested. Each holder of the Notes agrees to keep confidential any Confidential Information received as a result of the rights granted in this Section 7 in the manner provided in Section 20.

Appears in 2 contracts

Sources: Note Purchase Agreement (Unitil Corp), Note Purchase Agreement (Unitil Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested. For the avoidance of doubt, it is understood that Section 20 applies to Confidential Information obtained in connection with the exercise by any holder of Notes of the rights set forth in this Section 7.3.

Appears in 2 contracts

Sources: Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany (which shall in no event be made no less than 5 Business Days in advance), to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth in this clause (a) may Purchaser or such holder shall only be exercised once permitted to make one such visit per calendar fiscal year for all holders and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the Notesother holders, collectively, on a mutually agreed dateif applicable; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times during regular business hours and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Washington Real Estate Investment Trust), Note Purchase Agreement (Washington Real Estate Investment Trust)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised only once per calendar year for all holders each holder of the Notes, collectively, on a mutually agreed dateNote; and (b) Default — if an a Default or Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 2 contracts

Sources: Master Note Purchase Agreement (Crescent Capital BDC, Inc.), Master Note Purchase Agreement (Crescent Capital BDC, Inc.)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Event of Default - if no Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligorof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an Event of Default then exists and is continuingexists, at the expense of the such Constituent Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.), Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during such discussionspresence of representatives of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing; provided, that such visitation rights set forth but no more than twice in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateany fiscal year; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Companynotice, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Hawaiian Electric Co Inc), Note Purchase Agreement (Hawaiian Electric Co Inc)

Visitation. The Company shall permit the representatives of each Purchaser, each Additional Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser, Additional Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such any time during normal business hours and with reasonable times and as often as may advance notice (it being understood that at least one Business Day advance notice shall be reasonably requesteddeemed to constitute reasonable advance notice).

Appears in 2 contracts

Sources: Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes that is a Note that, in each case, is an Institutional InvestorSignificant Holder: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligorof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the such Constituent Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Brandywine Operating Partnership Lp /Pa), Note Purchase Agreement (Brandywine Realty Trust)

Visitation. The Parent and the Company shall permit the representatives of each Purchaser and each or holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Parent or the Company, to visit the principal executive office of the Parent or the Company, to discuss the affairs, finances and accounts of the Parent, the Company and their Subsidiaries with the other Obligors with Parent or the Company’s officers, and (with the consent of the CompanyParent, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Parent or the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Parent, the Company or any other ObligorSubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision each of the Parent and the Company authorizes said accountants to discuss the affairs, finances and accounts of the Parent, the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionstheir Subsidiaries), all at such reasonable times during regular business hours and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (SmartStop Self Storage REIT, Inc.), Note Purchase Agreement (SmartStop Self Storage REIT, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants (provided that the Company shall be entitled (but not required) to have an officer or other representative of the Company present during any such discussion with its independent public accountants) and, and (with the consent of the Company, Company (which consent will not be unreasonably withheld) ), to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor:Investor (other than any Sanctioned Holder): (a) No Default — if no Default or Event of Default then exists and is continuing, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ Days prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised only once per calendar year for all holders each holder of the Notes, collectively, on a mutually agreed dateNote; and (b) Default — if an a Default or Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 2 contracts

Sources: Master Note Purchase Agreement (BlackRock Capital Investment Corp), Master Note Purchase Agreement (BlackRock Private Credit Fund)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during such discussionspresence of representatives of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing; provided, that such visitation rights set forth but no more than twice in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateany fiscal year; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Companynotice, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Hawaiian Electric Co Inc), Note Purchase Agreement (Hawaiian Electric Industries Inc)

Visitation. The Following the Closing and for so long as any of the Notes are outstanding, the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during customary business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten to (10i) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies therefrom, and extracts therefrom (it being understood that such copies and extracts are to be held in confidence as provided in Section 20) and (ii) discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)officers, all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Bonds that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (and, with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and Company (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writingduring the Company’s normal business hours; provided, however, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders so long as no Default or Event of Default then exists, the Notesholders, collectively, on a mutually agreed dateshall be permitted to make no more than two such visits during any fiscal year; andLaclede Gas Company Bond Purchase Agreement (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the reasonable expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.; provided that in the case of any discussion or meeting with the independent public accountants, only if the Company has been given the opportunity to participate in such discussion; and

Appears in 2 contracts

Sources: Bond Purchase Agreement (Laclede Group Inc), Bond Purchase Agreement (Laclede Gas Co)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld withheld) and so long as a Senior Financial Officer with an opportunity for one or his or her delegee is given reasonable notice and more Responsible Officers to be present, it being understood that the opportunity failure of such Responsible Officers to be present during shall not preclude the representatives of such discussionsholder from proceeding with such meeting) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries) so long as a Senior Financial Officer one or his or her delegee is given reasonable notice and the more Responsible Officers has an opportunity to be present, it being understood that the failure of such Responsible Officers to be present during shall not preclude the representatives of such discussionsholder from proceeding with such meeting), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (Alliance Holdings GP, L.P.), Note Purchase Agreement (Alliance Resource Partners Lp)

Visitation. The Company and the Trust shall permit the representatives of each Purchaser Prudential and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors their respective Subsidiaries with the Company’s and the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and the Trust and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Trust to visit and inspect any of the offices or properties of the Company and the Trust or any other Obligorof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice Trust and the opportunity to be present during such discussionstheir respective Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase Agreement (RPT Realty), Note Purchase and Private Shelf Agreement (Ramco Gershenson Properties Trust)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the a Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during presence of representatives of such discussionsCompany) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligorof its Subsidiaries, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing; provided, that such visitation rights set forth but no more than twice in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateany fiscal year; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Constituent Companies and upon at least ten (10) Business Days’ reasonable prior notice to the Companynotice, to visit and inspect any of the offices or properties of the a Constituent Company or any other Obligorof its Subsidiaries, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 2 contracts

Sources: Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc), Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each or holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and subject to the opportunity to be present during such discussionsconfidentiality provisions set forth in Section 20) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised visits shall not occur more frequently than once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateyear; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, subject to the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsconfidentiality provisions consistent with Section 20 of this Agreement), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Northwest Natural Gas Co)

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser Purchaser, and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the Graybar Electric Company, Inc.Private Shelf Agreement principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Private Shelf Agreement (Graybar Electric Co Inc)

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, once each calendar year at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the theParent Company and at a time mutually agreed with theParent Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and the other Obligors their Subsidiaries with the Company’s Obligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the theParent Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit the other offices and properties of the Company Obligors Lineage Logistics Note Purchase Agreement and each other ObligorSubsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on writing and at a time mutually agreed datewith theParent Company; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Obligors and upon at least ten (10) Business Days’ prior notice subject to the Companyrights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies therefromand extracts therefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)officers, all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Lineage, Inc.)

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser Purchaser, and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Private Shelf Agreement (Graybar Electric Co Inc)

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors their respective Subsidiaries with the Company’s and the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and the Trust and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Trust to visit and inspect any of the offices or properties of the Company and the Trust or any other Obligorof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice Trust and the opportunity to be present during such discussionstheir respective Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Ramco Gershenson Properties Trust)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors its Restricted Subsidiaries with the Company’s or the Trust’s officers/management, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and withheld) the opportunity to be present during such discussions) its Trust’s independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Company, the Trust and each other Obligorits Restricted Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorCompany, the Trust and its Restricted Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company Company, on its own behalf and on behalf of the Trust and its Restricted Subsidiaries, authorizes said accountants to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Restricted Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 1 contract

Sources: Note Purchase Agreement (Penn West Energy Trust)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee withheld) its independent public accountants (provided that the Company is given reasonable notice and the opportunity to be present during for such discussions) its independent public accountants), and (with the consent of the Trust or the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times during normal business hours and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may provided that, so long as no Event of Default exists, the Company shall only be exercised once per required to pay the reasonable and documented expenses for one such visit during any calendar year for all holders of the Notes, collectively, on a mutually agreed dateyear); and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries provided that the other Obligors so long as a Senior Financial Officer or his or her delegee Company is given reasonable notice and the opportunity to be present during for such discussions), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Dividend Capital Trust Inc)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Companysuch Constituent Company and no more than once in any calendar year, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligor, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateSubsidiary; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and and, in the presence of the Constituent Companies if the Constituent Companies shall so request, their independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 1 contract

Sources: Note and Guaranty Agreement (Americold Realty Trust)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Bonds that is an Institutional InvestorInvestor and, if after the Execution Date but prior to the Closing, each Purchaser: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder or such Purchaser and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Bond Purchase Agreement (Northwestern Corp)

Visitation. The Commencing on the date of the Initial Closing and for so long as any Notes are outstanding, the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Restricted Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times and as often as may be reasonably requested but in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised any event not more than once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateeach such holder; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorRestricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Restricted Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested by each such holder.

Appears in 1 contract

Sources: Uncommitted Master Shelf Agreement (Eagle Materials Inc)

Visitation. The Company shall permit the representatives of each Purchaser (prior to the Closing) and each holder of a Note that, in each case, (after the Closing) that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and (with the consent of the Company, which consent will not be unreasonably withheld) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)accountants, all at such reasonable times and as often as may be reasonably requested.. Each holder of the Notes agrees to keep confidential any Confidential Information received as a result of the rights granted in this Section 7 in the manner provided in Section 20. Northern Utilities, Inc. Note Purchase Agreement

Appears in 1 contract

Sources: Note Purchase Agreement (Unitil Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s 's officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all in each case no more than once per calendar year and at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company's records relating to pending or threatened litigation if any such disclosure by the Company would reasonably requestedbe expected (i) to give rise to a waiver of any attorney/client privilege of the Company or any of its Subsidiaries relating to such information or (ii) to be otherwise materially disadvantageous to the Company or any of its Subsidiaries in the defense of such litigation; and provided, further, that in the case of Cleco Power LLC Note Purchase Agreement any discussion with the accountants, only if the Company has been given the opportunity to participate in the discussion.

Appears in 1 contract

Sources: Note Purchase Agreement (Cleco Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s 's officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all in each case no more than once per calendar year and at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company's records relating to pending or threatened litigation if any such disclosure by the Company would reasonably requested.be expected (i) to give rise to a waiver of any attorney/client privilege of the Company or any of its Subsidiaries relating to such information or (ii) to be otherwise materially disadvantageous to the Company or any of its Subsidiaries in the defense of such litigation; and provided, further, that in the case of any discussion with the accountants, only if the Company has been given the opportunity to participate in the discussion. Cleco Power LLC Note Purchase Agreement

Appears in 1 contract

Sources: Note Purchase Agreement (Cleco Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all Purchasers and holders of Notes and such discussion shall be held on or around the end of the SAS 100 review period and that representatives of the Company shall be permitted to be present at any such meeting), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that only one such visitation rights set forth in this clause (a) may only visit or one such discussion shall be exercised once made per calendar fiscal year for all holders by each Purchaser or holder of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries (provided that the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable Company shall receive written notice of such meeting and representatives of the opportunity Company shall be entitled (but not required) to be present during at any such discussionsmeeting)), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Kilroy Realty, L.P.)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during presence of the such discussionsConstituent Company) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and during normal business hours and not more often than once during any calendar year, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries, if any, with the Company’s officers, and (and, with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and Company (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders visit will not unduly interfere with the operation or management of the Notes, collectively, on a mutually agreed dateCompany’s business; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the reasonable expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary upon reasonable prior notice to the Company and during normal business hours, to examine all their respective relevant books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants in each case, while accompanied by personnel of the Company (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries, if any), all at such reasonable times and as often as may be reasonably requested, provided that such inspection shall not unduly interfere with the operations or management of the Company’s business.

Appears in 1 contract

Sources: Note Purchase Agreement (Questar Gas Co)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants (it being understood that representatives of the Company may be present at any such discussion with its independent public accountants, if requested by such accountants), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, and subject to Section 20, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, it being understood that representatives of the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to Company may be present during at any such discussionsdiscussion with its independent public accountants, if required by such accountants), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Resmed Inc)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) : No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during presence of the such discussionsConstituent Company) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) and Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld withheld, and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during presence of the such discussionsConstituent Company) its independent public accountants, and (with the consent of the such ​ ​ ​ Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional InvestorInvestor : (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all holders of Notes and that representatives of the Company shall be permitted to be present in any such meeting), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that only one such visitation rights set forth in this clause (a) may only visit or one such discussion shall be exercised once made per calendar fiscal year for all holders by each holder of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 1 contract

Sources: Note Purchase Agreement (CION Investment Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (with the understanding that only one discussion with the Company’s independent public accountants each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), and (with ▇▇▇▇▇▇ ▇▇▇▇▇ Resources, Inc. Note Purchase Agreement the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Global Water Resources, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; , provided, that such the visitation rights set forth in this clause (aSection 7.3(a) may only be exercised once twice per calendar year for all holders by a holder of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.. WhiteHorse Finance, Inc. Note Purchase Agreement

Appears in 1 contract

Sources: Note Purchase Agreement (WhiteHorse Finance, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder Holder of a Note that, in each case, Bonds that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder Holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officersSenior Financial Officers, and (with the prior written consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorCompany, all at such reasonable times and as often during business hours as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at to visit the expense principal executive office of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other Obligor, to examine all their respective of its books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective officers the Senior Financial Officers of the Company and its independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsCompany), all at such reasonable times during business hours and as often as may reasonably be reasonably requestedrequested in writing. The Company will reimburse any Holder that is an Institutional Investor for any reasonable out‑of‑pocket expenses which it may incur pursuant to this Section 7.3(b) within thirty days of being presented with appropriate documentation with respect thereto.

Appears in 1 contract

Sources: Bond Purchase Agreement (Black Hills Power Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that no such visitation holder (including for such purpose all Affiliates of such holder) may exercise its rights set forth in under this clause (a) may only be exercised more than once per in any calendar year for all holders of the Notes, collectively, on a mutually agreed dateyear; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary during normal business hours, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Signet Group PLC)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company’s records relating to pending or threatened litigation if (i) the Company determines after consultation with counsel qualified to advise on such matters that, notwithstanding the confidentiality requirements of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Appears in 1 contract

Sources: Note Purchase Agreement (Evercore Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder of a Note and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company’s records relating to pending or threatened litigation if (i) the Company determines after consultation with counsel qualified to advise on such matters that, notwithstanding the confidentiality requirements of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders of Notes with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Appears in 1 contract

Sources: Note Purchase Agreement (Evercore Inc.)

Visitation. The Company shall permit the Trustee, the Collateral Agent, and/or representatives and independent contractors of each Purchaser and each holder of a Note Holder that, in each casetogether with its Affiliates, is an Institutional Investorowns at least 25% of the outstanding principal amount of the Notes: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder Holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to examine and audit the Notes Collateral, to discuss the affairs, finances and accounts of the Company and the other Obligors Note Parties with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Note Parties), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorNote Parties, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth but not in this clause (a) may only be exercised any case more than once per calendar year for all holders of the Notes, collectively, on a mutually agreed datein any fiscal year; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorNote Parties, to examine and audit the Notes Collateral, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsNote Parties), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Indenture (ProFrac Holding Corp.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorCompany, all at such reasonable times (during normal business hours) and as often as may be reasonably requested in writing; provided, provided that each such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders Purchaser and holder making such visits shall use their best efforts to minimize disruption of the Notes, collectively, on a mutually agreed datenormal business operations of the Company; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Company, which shall in no event be more than five Business Days, to visit and inspect any of the offices or properties of the Company or any other ObligorCompany, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsCompany), all at such reasonable times during normal business hours and as often as may be reasonably requested; provided that each such Purchaser and holder making such visits shall use their best efforts to minimize disruption of the normal business operations of the Company.

Appears in 1 contract

Sources: Note Purchase Agreement (Northwest Natural Gas Co)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, but not more than two times during any calendar year, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth the first visit in this clause (a) may only be exercised once per any calendar year for all holders shall be at the expense of the Notes, collectively, on a mutually agreed dateCompany; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Barnes Group Inc)

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors their respective Subsidiaries with the Company’s and the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and the Trust and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Trust to visit and inspect any of the offices or properties of the Company and the Trust or any other Obligorof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice Trust and the opportunity to be present during such discussionstheir respective Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (RPT Realty)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this -17- provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all during normal business hours or at such reasonable other times reasonably agreed to by the Company and as often as may be reasonably requested. Any visitation or inspection pursuant to this Section 7.3 shall be subject to the Company’s written security policies and, in the case of customer information, written privacy policies, in each case as then in effect.

Appears in 1 contract

Sources: Note Purchase Agreement (Connecticut Water Service Inc / Ct)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours and no more than one (1) time per calendar year for each holder, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and in the opportunity to be present during such discussionspresence of an officer of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such subject to reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights requirements of confidentiality set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateSection 20; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary during normal business hours, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants in the presence of an officer of the Company (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing, subject to reasonable requirements of confidentiality set forth in Section 20.

Appears in 1 contract

Sources: Note Purchase Agreement (Equity One, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors Subsidiary Guarantors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary Guarantor, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Company, and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary Guarantor, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiary Guarantors), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Master Note Purchase Agreement (Runway Growth Finance Corp.)

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, once each calendar year at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the theParent Company and at a time mutually agreed with theParent Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and the other Obligors their Subsidiaries with the Company’s Obligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the theParent Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit the other offices and properties of the Company Obligors and each other ObligorSubsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on writing and at a time mutually agreed datewith theParent Company; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Obligors and upon at least ten (10) Business Days’ prior notice subject to the Companyrights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies therefromand extracts therefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)officers, all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Lineage, Inc.)

Visitation. The Whitestone REIT and the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to Whitestone REIT and the CompanyCompany and during normal business hours, to visit the principal executive office of Whitestone REIT and the Company, to discuss the affairs, finances and accounts of Whitestone REIT, the Company and the other Obligors its Subsidiaries with Whitestone REIT’s and the Company’s officers, and (with the consent of Whitestone REIT and the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of Whitestone REIT and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of Whitestone REIT, the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of Whitestone REIT, the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision Whitestone REIT and the Company each authorizes said accountants to discuss the affairs, finances and accounts of Whitestone REIT, the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase and Guaranty Agreement (Whitestone REIT)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheldwithheld and subject to any safety procedures/training requested by the Company) to visit the other offices and properties of the Company and each other ObligorVessel, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth Purchasers and holders shall use their commercially reasonable efforts to coordinate any such discussions or inspection, provided further that there shall be no more than two visits to the Vessel in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateany fiscal year; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice subject to any safety procedures/training requested by the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorVessel, to examine all their respective the Company’s books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective its officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsCompany), all at such reasonable times and as often as may be reasonably requested, provided that such Purchasers and holders shall use their commercially reasonable efforts to coordinate any such activities so as to the minimize the cost to the Company thereof.

Appears in 1 contract

Sources: Note Purchase Agreement (Teekay LNG Partners L.P.)

Visitation. The Subject to any applicable confidentiality restrictions, the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders each holder of the Notes, collectively, on a mutually agreed dateNote (aggregating its Affiliates as one holder for this purpose); and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Master Note Purchase Agreement (Bain Capital Specialty Finance, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each or holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Lafayette Square USA, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary to the extent any such right to visit is within the control of such Person, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary to the extent any such right to visit is within the control of such Person, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Epr Properties)

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if at any time other than the period specified in clause (b) below and so long as no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder (except for the work of the Financial Advisor) and upon at least ten (10) Business Days’ reasonable prior notice to the Companyany Obligor, to visit the principal executive office of the Companyany Obligor, to discuss the affairs, finances and accounts of the Company Obligors and the other Obligors their Subsidiaries with the Companyeach Obligor’s officers, and (with the consent of the Companysuch Obligor, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Companysuch Obligor, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Parent Guarantor and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — at any time during the period from the Fifth Amendment Effective Date through the date, if an any, on which the Tech Business Sale is consummated or at any time thereafter if a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Obligors to visit and inspect any of the offices or properties of the Company any Obligor or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and (with the consent of an Obligor, which consent shall not be unreasonably withheld or delayed) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions)accountants, all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase and Guarantee Agreement (Chicago Bridge & Iron Co N V)

Visitation. The Company Each Obligor shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default -- if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Companysuch Obligor, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s such Obligor's officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company such Obligor and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default -- if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and Obligors (which shall not exceed the reasonable expenses incurred by such holder), upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company any Obligor or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company each Obligor authorizes said accountants to discuss the affairs, finances and accounts of the Company such Obligor and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Efunds Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Event of Default — if no Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s senior officers, and (and, with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and Company (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Event of Default — if an Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective senior officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, it being understood that this provision shall not preclude an officer or representative of the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be Company from being present during at any such discussionsdiscussion with such accountants), all at such reasonable times and as often as may be reasonably requested. Materials and other information provided to any such holder of Notes pursuant to the provisions of this Section 7.3 shall be subject to the confidentiality provisions of Section 20. Notwithstanding anything in this Section 7.3 to the contrary (i) all visits, inspections, discussions and information requests shall relate to the compliance by the Company with the terms of this Agreement or generally to the administration of the investment represented by a Note and (ii) neither the Company nor any Subsidiary shall be required to disclose any information that is subject to its attorney-client privilege.

Appears in 1 contract

Sources: Note Purchase Agreement (Ecolab Inc)

Visitation. The Company and the Trust shall permit the representatives of each Purchaser Prudential and each holder of a Note that, in each case, that is an Institutional Investor: (a) a. No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and the other Obligors their respective Subsidiaries with the Company’s and the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and the Trust and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) a. Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, Trust to visit and inspect any of the offices or properties of the Company and the Trust or any other Obligorof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice Trust and the opportunity to be present during such discussionstheir respective Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (RPT Realty)

Visitation. The Company shall permit the representatives of each Purchaser Prudential (only during the Issuance Period) and each holder of a Note that, in each case, that is an Institutional InvestorInvestor or their representatives, including, without limitation, their investment advisors: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of Prudential or such holder holder, as the case may be, and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Restricted Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorRestricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase and Private Shelf Agreement (MSC Industrial Direct Co Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default Default— if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times during normal business hours and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default Default— if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorRestricted Subsidiary, to examine (other than information governed by a written confidentiality agreement which prohibits such access) all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times during normal business hours and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Hain Celestial Group Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Restricted Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld withheld) and so long as a Senior Financial Officer with an opportunity for one or his or her delegee is given reasonable notice and more Responsible Officers to be present, it being understood that the opportunity failure of such Responsible Officers to be present during shall not preclude the representatives of such discussionsholder from proceeding with such meeting) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorRestricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors its Restricted Subsidiaries) so long as a Senior Financial Officer one or his or her delegee is given reasonable notice and the more Responsible Officers has an opportunity to be present, it being understood that the failure of such Responsible Officers to be present during shall not preclude the representatives of such discussionsholder from proceeding with such meeting), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Alliance Resource Partners Lp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to Global Water Resources, Inc. Note Purchase Agreement visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (with the understanding that only one discussion with the Company’s independent public accountants each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Global Water Resources, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (and, with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and Company (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writingduring the Company’s normal business hours ; provided, however, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders so long as no Default or Event of Default then exists, the Notesholders, collectively, on a mutually agreed date; andshall be permitted to make no more than two such visits during any fiscal year; (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the reasonable expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.; provided that in the case of any discussion or meeting with the independent public accountants, only if the Company has been given the opportunity to participate in such discussion; and

Appears in 1 contract

Sources: Note Purchase Agreement (Laclede Group Inc)

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Event of Default — if no Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors its Subsidiaries with the such Constituent Company’s officers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the such Constituent Company and each other Obligorof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an Event of Default then exists and is continuingexists, at the expense of the such Constituent Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the such Constituent Company or any other Obligorof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders each holder of the Notes, collectively, on a mutually agreed dateNote; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Hercules Capital, Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuing, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised only once per calendar year for all holders each holder of the Notes, collectively, on a mutually agreed dateNote; and (b) Default — if an a Default or Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.. TriplePoint Venture Growth BDC Corp. Note Purchase Agreement

Appears in 1 contract

Sources: Note Purchase Agreement (TriplePoint Venture Growth BDC Corp.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Covered Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorCovered Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, but no more than once in any year, provided that the Company may, upon reasonable prior notice to each such visitation rights set forth representative, arrange for multiple such visits to take place simultaneously in this clause (a) may only be exercised once per calendar year for all holders order to facilitate group visits and, in such case, will use its best efforts to accommodate the scheduling requests of the Notes, collectively, on a mutually agreed dateeach such visiting representative; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorCovered Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Covered Subsidiaries), all at such reasonable times and as often as may be reasonably requestedrequested in writing.

Appears in 1 contract

Sources: Note Purchase Agreement (Hamilton Lane INC)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Holder that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder Holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officersSenior Financial Officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent registered public accountantsaccounting firm, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent registered public accountants accounting firm (and by this provision the Company authorizes said accountants accounting firm to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested. (c) Confidentiality — notwithstanding the foregoing provisions of this Section 7.3, the Company shall not be obligated to permit any such Holder to so visit, discuss, inspect, examine or make copies and extracts unless such Holder shall have executed a confidentiality agreement in form and substance reasonably satisfactory to the Company (it being understood that the provisions of Section 15 shall constitute provisions reasonably satisfactory for this purpose).

Appears in 1 contract

Sources: Bond Purchase Agreement (CMS Energy Corp)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, is an Institutional InvestorInvestor and not a Competitor: (a) No Default — if no Event of Default then exists and is continuing, at the expense of such holder and upon at least ten (10) 10 Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an Event of Default then exists and is continuing, at the expense of the Company and upon at least ten (10) 10 Business Days’ prior notice to the Company, which notice shall specify that this Section 7.3(b) applies to such visit, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the North Haven Private Income Fund LLC Note Purchase Agreement Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Master Note Purchase Agreement (North Haven Private Income Fund LLC)

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser Purchaser, and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; providedand Graybar Electric Company, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; andInc. (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Private Shelf Agreement (Graybar Electric Co Inc)

Visitation. The Company shall permit the representatives of each Purchaser MetLife (only during the Issuance Period) and each holder of a Note that, in each case, that is an Institutional InvestorInvestor or their representatives, including, without limitation, their investment advisors: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of MetLife or such holder holder, as the case may be, and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the MSC Industrial Direct Co., Inc. Note Purchase and Private Shelf Agreement Company and the other Obligors its Restricted Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorRestricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorRestricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Private Shelf Agreement (MSC Industrial Direct Co Inc)

Visitation. The Company shall permit the representatives of each Purchaser Purchaser, holder and each holder Beneficial Holder of a Note that, in each case, is an Institutional InvestorNotes: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser, holder or Beneficial Holder of Notes and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested. In connection with the exercise by a Purchaser, holder or Beneficial Holder of Notes of any rights under this Section 7.3, the Company may require such Purchaser, holder or Beneficial Holder of Notes to execute a confidentiality agreement containing customary terms.

Appears in 1 contract

Sources: Note Purchase Agreement (Piper Jaffray Companies)

Visitation. The Company and each other Note Party shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such Purchaser or such holder and upon at least ten (10) Business Days’ reasonable prior notice in writing to the CompanyCompany (but not with less than forty‑eight (48) hours advance notice), to visit the principal executive office of the CompanyCompany not more than twice in any fiscal year, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times during normal business hours; and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; andAtlantica Yield plc Note Purchase Agreement (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times during normal business hours and as often as may be reasonably requestedrequested in writing.

Appears in 1 contract

Sources: Note Purchase Agreement (Atlantica Yield PLC)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts (and all such information shall be deemed Confidential Information hereunder) of the Company and the other Obligors its Active Restricted Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorActive Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) 3 Business Days’ Days prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts (and all such information shall be deemed Confidential Information hereunder) with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Worthington Industries Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, the other Credit Parties or the MDA Pledgors to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s ’s, the other Credit Parties’ or the MDA Pledgors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and withheld) the opportunity to be present during such discussions) its Company’s independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Company, the other Credit Parties or the MDA Pledgors and each other Obligortheir respective Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company Company, the other Credit Parties or the MDA Pledgors and any other Obligorof their respective Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public chartered accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Macdonald Dettwiler & Associates LTD)

Visitation. The Company shall permit the representatives a representative of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company, the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other Obligor, all at such reasonable times and as often as may be reasonably requested in writing; provided, provided that such each holder shall not be entitled to more than one visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateduring any fiscal year; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective the books of account, records, reports and other papers, to make copies therefrom, papers of the Company and its Subsidiaries and to discuss their respective the affairs, finances finances, prospects and accounts of the Company and its Subsidiaries with their respective the Company’s officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company, the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Master Note Purchase Agreement (Ims Health Inc)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants so long as an officer of the Company is permitted to participate, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and during normal business hours as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ reasonable prior notice to the Company, Company to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and its independent public accountants so long as an officer of the Company is permitted to participate (and by this provision and subject to the preceding language in this clause (b) the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Invitation Homes Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Accredited Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, but no more than two times during any 12 month period, to visit visit, during normal business hours, the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other Obligor, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed dateSubsidiaries; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company Company, and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit and inspect inspect, during normal business hours, any of the offices or properties of the Company or any other Obligorits Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (El Paso Electric Co /Tx/)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal The Brink's Company Note Purchase Agreement executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountantsaccountants (provided that one or more Responsible Officers may, if it so chooses, be present at or participate in any such discussions), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said such accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested.

Appears in 1 contract

Sources: Note Purchase Agreement (Brinks Co)

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, 19 finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested; provided that no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company’s records relating to pending or threatened litigation if (i) the Company determines after consultation with counsel qualified to advise on such matters that, notwithstanding the confidentiality requirements of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Appears in 1 contract

Sources: Note Purchase Agreement (Evercore Inc.)

Visitation. The Company shall permit the representatives of each Purchaser and each holder Holder of a Note that, in each case, Bonds that is an Institutional Investor: (a) No Default - if no Default or Event of Default then exists and is continuingexists, at the expense of such holder Holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors with the Company’s officersSenior Financial Officers, and (with the prior written consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorCompany, all at such reasonable times and as often during business hours as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default - if an a Default or Event of Default then exists and is continuingexists, at to visit the expense principal executive office of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other Obligor, to examine all their respective of its books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective officers the Senior Financial Officers of the Company and its independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsCompany), all at such reasonable times during business hours and as often as may reasonably be reasonably requestedrequested in writing. The Company will reimburse any Holder that is an Institutional Investor for any reasonable out-of-pocket expenses which it may incur pursuant to this Section 7.3(b) within thirty days of being presented with appropriate documentation with respect thereto.

Appears in 1 contract

Sources: Bond Purchase Agreement (Black Hills Power Inc)

Visitation. The Solely for purposes of assessing and administering a holder’s investment in any Notes (or any conditional capital contributions into which all or any part of any Notes shall have been converted in accordance with Section 9) and the exercise of rights and remedies relating thereto, the Company shall permit the representatives of each Purchaser and each holder of a Note that, in each case, Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists and is continuingexists, at the expense of such holder and upon at least ten (10) Business Days’ reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and the other Obligors its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionswithheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each other ObligorSubsidiary, all at such reasonable times and as often as may be reasonably requested by such holder not more than once in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders any period of the Notes, collectively, on a mutually agreed datetwelve consecutive months; and (b) Default — if an a Default or Event of Default then exists and is continuingexists, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any other ObligorSubsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and the other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussionsits Subsidiaries), all at such reasonable times and as often as may be reasonably requested. Information and other materials provided to any holder pursuant to this Section 7.3 shall be subject to the provisions of Section 23, and the Company’s obligation to provide such information and other materials shall be subject to the provisions of Section 7.4.

Appears in 1 contract

Sources: Note Purchase Agreement