Common use of Visitation Clause in Contracts

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (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 its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary 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 that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company and the Trust shall permit the representatives of each Purchaser Prudential and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 its 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) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 its the Trust and their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Parent Guarantor and the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and (it being understood and agreed that only one such request for a discussion with the Parent Guarantor’s independent public accountants shall be made per fiscal year by all holders of the Notes and such discussion shall be held on or around the end of a SAS 100 review period, and with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) , to visit the other offices and properties of the Parent Guarantor and the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder of a Note shall only be permitted to make one such visit or have one discussion per fiscal year and shall use commercially reasonable efforts to coordinate and, provided, further, that no such request by any such visit with holder of a Note may be made within the representatives six (6) month period following the date of any all-holders visiting date wherein all holders of the other holders, if applicableNotes are invited by the Parent Guarantor and the Company to its principal executive office; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Parent Guarantor and the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor:: Terreno Realty LLC Agreement Note Purchase (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Parent Guarantor and the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and (it being understood and agreed that only one such request for a discussion with the Parent Guarantor’s independent public accountants shall be made per fiscal year by all Purchasers and holders of the Notes and such discussion shall be held on or around the end of a SAS 100 review period, and with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) , to visit the other offices and properties of the Parent Guarantor and the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder of a Note shall only be permitted to make one such visit or have one discussion per fiscal year and shall use commercially reasonable efforts to coordinate and, provided, further, that no such request by any such visit with holder of a Note may be made within the representatives six (6) month period following the date of any all-holders visiting date wherein all holders of the other holders, if applicableNotes are invited by the Parent Guarantor and the Company to its principal executive office; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit will permit, and will cause ▇▇▇▇▇▇ REIT to permit, the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to ▇▇▇▇▇▇ REIT or the Company Company, as the case may be, but only once for each holder during any fiscal year (which shall in no event be made no less than 5 Business Days in advance), addition to any visit with the independent public accountants described below) to visit the principal executive office of ▇▇▇▇▇▇ REIT or the Company, to discuss the affairs, finances and accounts of ▇▇▇▇▇▇ REIT, the Company and its Subsidiaries each Subsidiary with ▇▇▇▇▇▇ REIT’s or the Company’s officers, and (with the consent of ▇▇▇▇▇▇ REIT or the Company, as the case may be, which consent will not be unreasonably withheld) its independent public accountantsaccountants (it being understood and agreed that only one such request for a discussion with the independent public accountants of ▇▇▇▇▇▇ REIT and the Company may be made per fiscal year by all holders of Notes, such discussion shall be held on or around the end of the SAS 100 review period and that representatives of ▇▇▇▇▇▇ REIT and the Company shall be entitled to be present at any such discussion), and (with the consent of ▇▇▇▇▇▇ REIT or the Company, as the case may be, which consent will not be unreasonably withheld) to visit the other offices and properties of ▇▇▇▇▇▇ REIT, the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of ▇▇▇▇▇▇ REIT, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 and has caused ▇▇▇▇▇▇ REIT to authorize said accountants to discuss the affairs, finances and accounts of ▇▇▇▇▇▇ REIT, the Company and its Subsidiarieseach Subsidiary, provided that representatives of ▇▇▇▇▇▇ REIT and the Company shall be entitled to be present at any such discussion), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal Terreno Realty LLC Note Purchase Agreement executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (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 the Notes and such discussion shall be held on or around the end of a SAS 100 review period, 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder of a Note shall only be permitted to make one such visit or have one discussion per fiscal year and shall use commercially reasonable efforts to coordinate and, provided, further, that no such request by any such visit with holder of a Note may be made within the representatives six (6) month period following the date of any all-holders visiting date wherein all holders of the other holders, if applicableNotes are invited by the Company to its principal executive office; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder of a Note and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such times during regular business hours 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 (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).

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officersofficers and, and (with in the consent presence of the Company, which consent will not be unreasonably withheld) its independent public accountantsaccountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries with each holder of Notes in the presence of the Company), 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular normal business hours and as often as may be reasonably requested in writinghours; provided that such Purchaser or such each holder of Notes shall only be permitted entitled to make one such visit per not more than two visitations during any fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicableyear; and (b) Default — —if a Default or Event of Default then exists, at the expense of the Company and upon reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 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 and its SubsidiariesSubsidiaries with each holder of Notes), all at such times during regular business hours and as often as may be reasonably requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional InvestorInvestor and, on or before September 4, 2012, each Purchaser: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Parent Guarantor and the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.. Essex Portfolio, L.P. Note Purchase Agreement

Visitation. The Company So long as any Note is outstanding and unpaid, the Guarantor shall permit the representatives Prudential and any Significant Holder or any Person designated in writing by Prudential or a Significant Holder as a representative of each Purchaser and each holder of a Note that is an Institutional InvestorPrudential or such Significant Holder: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser Prudential or such holder Significant Holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Guarantor, to visit the principal executive office of the CompanyGuarantor, to discuss the affairs, finances and accounts of the Company Guarantor and its Subsidiaries with the CompanyGuarantor’s officers, and (with the consent of the CompanyGuarantor, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyGuarantor, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company Guarantor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Company Guarantor and its Subsidiaries), all at such times during regular business hours and as often as may be requested. Any visitation and inspection pursuant to this Section 6.3(b) shall be at the expense of Prudential or the Significant Holders, provided that the Guarantor agrees to reimburse the reasonable visitation and inspection expenses of three representatives designated by the Required Holders following the occurrence of a Default or Event of Default.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) : No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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 in the presence of the such Constituent 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holdersMid-America Apartments, if applicable; andL.P. Note Purchase Agreement (b) Default — if a Default or an Event of Default then exists, at the expense of the Parent Guarantor and the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to the terms and conditions of any lease agreement in the case of properties under lease to third partiesthis Section 7.3(a)), all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such times during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its their independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company and the Parent Guarantor shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once per calendar year, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)or the Parent Guarantor, as applicable, to visit the principal executive office of the CompanyCompany or the Parent Guarantor, as the case may be, at a time reasonably acceptable to the Company or the Parent Guarantor, as applicable, to discuss the affairs, finances and accounts of the Company Company, the Parent Guarantor and its their respective Subsidiaries with the Company’s and the Parent Guarantor’s officers, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheldwithheld and subject to the rights of tenants) to visit the other offices and properties of the Company Company, the Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and the Parent Guarantor, and upon reasonable prior notice to the Company or the Parent Guarantor, as applicable, and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to Company, the terms Parent Guarantor and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision the Company authorizes and the Parent Guarantor authorize said accountants to discuss the affairs, finances and accounts of the Company Company, the Parent Guarantor and its their respective Subsidiaries), all at such times during regular business hours and as often as may be reasonably requested.. Gladstone Commercial Limited Partnership Note Purchase Agreement

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit or one such discussion shall be made per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives by each Purchaser or holder of the other holders, if applicableNotes; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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, ▇▇▇▇▇▇ REALTY, L.P. NOTE PURCHASE AGREEMENT finances and accounts of the Company and its SubsidiariesSubsidiaries (provided that the Company shall receive written notice of such meeting and representatives of the Company shall be entitled (but not required) to be present at any such meeting)), all at such times during regular business hours and as often as may be reasonably requested.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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) its independent public accountantsaccountants (and the Company shall promptly organize any such discussions with such accountants and have the right to be present thereat), and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit the other offices and, to the extent that any such right to visit is within the control of such Person and subject to the rights of tenants in possession, properties of the such Constituent Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, all during normal business hours and at such reasonable times during regular business hours and as often intervals as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the such Constituent Company to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits 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 each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times during regular business hours and as often as may be requested; provided, that neither Constituent Company nor any of its Subsidiaries will be required hereby to provide any information or disclose any materials (1) constituting attorney work product or the disclosure of which would result in the loss of attorney-client or similar privilege, (2) to the extent that such Person has determined after consultation with counsel qualified to advise on such matters that, notwithstanding the confidentiality requirements of Section 21, it would be prohibited from disclosing by applicable law without making public disclosure thereof, or (3) that would result in the breach of any binding contractual obligation with a non-Affiliate and not entered into in contemplation of this clause (3), provided that such Person 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.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor's and the Company’s 's officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Parent Guarantor and the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.. Agree Limited Partnership Note Purchase Agreement

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser AIG and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser AIG or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Parent and the Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor:, subject to (x) rights of tenants, (y) applicable health and safety laws, and (z) except to the extent disclosure would reasonably be expected to contravene attorney client privilege or similar protection or violate any confidentiality or privacy obligation or otherwise contravene applicable law): (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent, to visit the principal executive office of the CompanyParent, to discuss the affairs, finances and accounts of the Company Parent and its Subsidiaries with officers of the Company’s officersParent, and (with the consent of the CompanyParent, which consent will not be unreasonably withheld) its the Parent’s independent public accountantsaccountants (provided that the Parent, and (with the consent of the Company, which consent will not be unreasonably withheldCare GP and any such Subsidiaries shall have the right to participate in any such discussions) to visit the other offices and properties of the Company Parent and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms Parent and conditions of any lease agreement in the case of properties under lease to third partiesits 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 (provided that the Parent, the Company and Care GP shall have the right to participate in any such discussions) (and by this provision the Company Parent authorizes said accountants to discuss the affairs, finances and accounts of the Company Parent and its Subsidiaries), all at such times during regular normal business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.. Agree Limited Partnership Note Purchase Agreement

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Parent Guarantor and the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and (it being understood and agreed that only one such request for a discussion with the Parent Guarantor’s independent public accountants shall be made per fiscal year by all Purchasers and holders of the Notes and such discussion shall be held on or around the end of a SAS 100 review period, and with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) , to visit the Terreno Realty LLC Agreement Note Purchase other offices and properties of the Parent Guarantor and the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder of a Note shall only be permitted to make one such visit or have one discussion per fiscal year and shall use commercially reasonable efforts to coordinate and, provided, further, that no such request by any such visit with holder of a Note may be made within the representatives six (6) month period following the date of any all-holders visiting date wherein all holders of the other holders, if applicableNotes are invited by the Parent Guarantor and the Company to its principal executive office; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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) its the 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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) 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 and, subject to the rights of tenants, properties of the such Constituent Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Constituent Companies, to visit and inspect any of the offices or or, subject to the rights of tenants, properties of the such Constituent Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits 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 each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company Issuer shall, and shall cause each Issuer Subsidary to, permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Issuer, to visit the principal executive office of each of the CompanyIssuer and any Issuer Subsidiary, to discuss consultant reports and the affairs, finances and accounts of the Company and its Subsidiaries Issuer or such Issuer Subsidiary with the CompanyIssuer or such Issuer Subsidiary’s officers, and (with the consent of the CompanyIssuer, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyIssuer, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesIssuer or such Issuer Subsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Issuer to visit and inspect any of the offices or properties of each of the Company or Issuer and any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesIssuer Subsidiary, 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 consultant reports and its affairs, finances and accounts with their respective the Issuer or such Issuer Subsidiary’s officers and independent public accountants (and by this provision the Company Issuer authorizes said accountants to discuss the affairs, finances and accounts of the Company Issuer and its Subsidiariessuch Issuer Subsidiary), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesCompany, all at such reasonable times (during regular normal business hours hours) and as often as may be reasonably requested in writing; provided that each such Purchaser or and holder making such holder shall only be permitted to make one such visit per fiscal year and visits shall use commercially reasonable their best efforts to coordinate any such visit with the representatives minimize disruption of the other holders, if applicablenormal business operations of the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and upon 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesCompany, 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 SubsidiariesCompany), all at such times during regular normal business hours and as often as may be 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.

Visitation. The Company Issuer shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or and such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Issuer, to visit the principal executive office of the CompanyIssuer, to discuss the affairs, finances and accounts of the Company Issuer and its Subsidiaries with the CompanyIssuer’s officers, and (with the consent of the CompanyIssuer, which consent will not be unreasonably withheld) its independent public accountantsaccountants (it being understood and agreed that only one such request for a discussion with the Issuer’s independent public accountants shall be made per fiscal year by all Purchasers and such discussion shall be held on or around the end of the SAS 100 review period), and (with the consent of the CompanyIssuer, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Issuer and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit or have one such discussion per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holdersPurchasers, if applicable, and, provided, further, that no such request by any Purchaser may be made within the six (6) month period following the date of any all Purchasers’ visiting date wherein all Purchasers are invited by Issuer to its principal executive office; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Issuer to visit and inspect any of the offices or properties of the Company Issuer or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Issuer authorizes said accountants to discuss the affairs, finances and accounts of the Company Issuer and its Subsidiaries), all at such times during regular business hours and as often as may be requested).

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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 in the presence of the such Constituent 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such Purchaser or such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided provided, that such Purchaser or such holder shall visitation rights set forth in this clause (a) may only be permitted to make one such visit exercised once per fiscal calendar year for each holder of a Note; and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holdersHercules Capital, if applicable; andInc. Note Purchase Agreement (b) Default — if a Default or an Event of Default then existsexists 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such reasonable times during regular business hours and as often as may be reasonably requested.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 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 in the presence of the such Constituent 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesits Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Whitestone REIT and the Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to Whitestone REIT and the Company (which shall in no event be made no less than 5 Business Days in advance)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 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) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of Whitestone REIT, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser TIAA and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser TIAA or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor:: DB1/ 158720770.14 (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior written notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor or the Company, to visit the principal executive office of the Parent Guarantor and/or the Company, to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries with the Parent Guarantor’s or the Company’s officers, and (with the consent of the Parent Guarantor or the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Companyas applicable, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular normal business hours and as often as may be reasonably requested in writinghours; provided that such Purchaser or Purchasers and holders of Notes shall be limited to conduct such holder shall only be permitted to make one such visit visits once per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicablecalendar year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company Parent Guarantor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Obligors, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Company’s Obligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyObligors, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company each Obligor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided provided, however, that such Purchaser or such holder the Obligors shall only not be permitted required to make one hold such visit per fiscal year or meeting with any holder more than once every twelve (12) months and that the Obligors shall use commercially reasonable efforts to coordinate notify other holders of Notes of such request for a meeting or visit by any such visit with the representatives of the other holders, if applicableholder; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Obligors to visit and inspect any of the offices or properties of the Company any Obligor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Obligors authorize said accountants to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries), all at such reasonable times during regular business hours and as often as may be reasonably requested.. Notwithstanding the foregoing, an Institutional Investor (other than an original purchaser of a Note or its investment manager acting solely on its behalf) that is a Competitor of the Obligors will not have the inspection rights contained in this Section 7.3 unless and until the occurrence of a Default or an Event of Default. Oaktree Capital Management, L.P. Note and Guaranty Agreement

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 its 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) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 its the Trust and their respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company CompanyEach Obligor shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Companysuch Obligor, to visit the principal executive office of the CompanyCompanysuch Obligor, to discuss the affairs, finances and accounts of the Company CompanyObligors and its Restrictedtheir Subsidiaries with the CompanyCompanysuch Obligor’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyCompanysuch Obligor, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Companysuch Obligor and each Subsidiary subject to the terms and conditions of any lease agreement Restricted Subsidiary, in the each case of properties under lease to third partiesno more than once per calendar year, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company CompanyObligors, to visit and inspect any of the offices or properties of the Company CompanyObligors or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesRestricted Subsidiary, to examine all their respective books of account, records, reports and other paperspapers (except with respect to information which disclosure thereof is prohibited pursuant to any arrangementsrelating to communications with any Governmental Authority or regulatory authoritySelf-Regulatory Organization with jurisdiction over any Regulated Subsidiary or which are confidential with respect to members or users of such Regulated Subsidiaries), 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 authorizesObligors authorize said accountants to discuss the affairs, finances and accounts of the Company CompanyObligors and its Restrictedtheir Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company Parent Guarantor shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — -- if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor, to visit the principal executive office of the CompanyParent Guarantor, to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries with the CompanyParent Guarantor’s officers, and (with the consent of the CompanyParent Guarantor, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyParent Guarantor, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — -- if a Default or Event of Default then exists, at the expense of the Company Parent Guarantor to visit and inspect any of the offices or properties of the Company Parent Guarantor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor authorizes said accountants to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and at reasonable intervals and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor or the Company, as applicable, to visit the principal executive office offices of the Parent Guarantor or the Company, as applicable, to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries with the Parent Guarantor’s or the Company’s officers, and (with the consent of the Parent Guarantor or the Company, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and subject to any safety procedures requested by the Parent Guarantor, the Company or the relevant Subsidiary (with the consent of the Parent Guarantor or the Company, as applicable, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such visits or inspections do not unreasonably interfere with the operation of any Obligor or any Subsidiary and such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and of a Note shall use its commercially reasonable efforts to coordinate any such discussions or inspection; provided, further, that each Purchaser and each holder of a Note shall only be entitled to one such visit with the representatives of the other holders, if applicableper calendar year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the principal executive offices or properties of any of the Company Obligors or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision the Company authorizes Obligors authorize said accountants to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to the terms and conditions of any lease agreement in the case of properties under lease to third partiesthis Section 7.3(a)), all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such times during regular business hours and as often as may be requested.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor:: ACTIVE 58093961v3 Colliers International EMEA ▇▇▇▇▇ PLCColliers International Group Inc.Fifth Amendment to 2018 Note Agreement (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Obligors, to visit the principal executive office of the Parent Guarantor or the Company, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their Subsidiaries with the Parent Guarantor’s or the Company’s officers, as the case may be, and (with the consent of the Parent Guarantor or the Company, as the case may be, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor or the Company, as the case may be, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Obligors to visit and inspect any of the offices or properties of the Company any Obligor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor or the Company each authorizes said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its respective Subsidiaries), all at such times during regular business hours and as often as may be requested.

Visitation. The Company and the Parent Guarantor shall permit the representatives of each Purchaser and each holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once per calendar year, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)or the Parent Guarantor, as applicable, to visit the principal executive office of the CompanyCompany or the Parent Guarantor, as the case may be, at a time reasonably acceptable to the Company or the Parent Guarantor, as applicable, to discuss the affairs, finances and accounts of the Company Company, the Parent Guarantor and its their respective Subsidiaries with the Company’s and the Parent Guarantor’s officers, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyCompany or the Parent Guarantor, as applicable, which consent will not be unreasonably withheldwithheld and subject to the rights of tenants) to visit the other offices and properties of the Company Company, the Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; andGladstone Commercial Limited Partnership Note Purchase Agreement (b) Default — if a Default or Event of Default then exists, at the expense of the Company and the Parent Guarantor, and upon reasonable prior notice to the Company or the Parent Guarantor, as applicable, and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to Company, the terms Parent Guarantor and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision the Company authorizes and the Parent Guarantor authorize said accountants to discuss the affairs, finances and accounts of the Company Company, the Parent Guarantor and its their respective Subsidiaries), all at such times during regular business hours and as often as may be reasonably requested.

Visitation. The Company Parent Guarantor shall permit the representatives of each Purchaser and each holder of a Note (other than any Competitor) that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor, to visit the principal executive office of the Parent Guarantor or the Company, to discuss the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries with the CompanyParent Guarantor’s officers, and (with the consent of the CompanyParent Guarantor, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the CompanyParent Guarantor, which consent will not be unreasonably withheld) to visit the other offices and properties of the Company Parent Guarantor and each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Parent Guarantor and upon reasonable prior notice to the Parent Guarantor, to visit and inspect any the principal executive office of the offices or properties of the Company Parent Guarantor or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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 Parent Guarantor, which consent will not be unreasonably withheld) independent public accountants at the Parent Guarantor’s offices (and by this provision the Company Parent Guarantor authorizes said accountants to discuss with each holder of the Notes or a representative thereof the affairs, finances and accounts of the Company Parent Guarantor and its Subsidiaries), all at such reasonable times during regular business hours and as often as may be requestedreasonably requested in writing.

Visitation. The Parent Guarantor and the Company shall permit the representatives of each Purchaser and each holder of a Note Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Parent Guarantor and the Company, to visit the principal executive office of the Parent Guarantor or the Company, as the case may be, to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries with the Parent Guarantor’s and the Company’s officers, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent Guarantor and the Company, which consent will not be unreasonably withheld) to visit the other offices and properties of the Parent Guarantor, the Company and or each Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir respective Subsidiaries, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; andAgree Limited Partnership Note Purchase Agreement (b) Default — if a Default or an Event of Default then exists, at the expense of the Company Parent Guarantor and the Company, to visit and inspect any of the offices or properties of the Parent Guarantor, the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiestheir 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 accountants (and by this provision each of the Parent Guarantor and the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Parent Guarantor, the Company and its their respective Subsidiaries), all at such times and as often during regular business hours and as often as may be requested.

Visitation. The Company shall permit the Trustee, the Collateral Agent, and/or representatives and independent contractors of each Purchaser and each holder Holder that, together with its Affiliates, owns at least 25% of a Note that is an Institutional Investorthe outstanding principal amount of the Notes: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder Holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)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 its Subsidiaries Note Parties with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesNote Parties, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per , but not in any case more than once in any fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicableyear; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary subject Note Parties, to examine and audit the terms and conditions of any lease agreement in the case of properties under lease to third partiesNotes 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 its SubsidiariesNote Parties), all at such times during regular business hours and as often as may be requested.

Visitation. The Company shall permit the representatives of each Purchaser and each or holder of a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company (which shall in no event be made no less than 5 Business Days in advance)Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld) 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 Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided provided, that such Purchaser or such holder shall visitation rights set forth in this clause (a) may only be permitted to make one such visit exercised once per fiscal calendar year and shall use commercially reasonable efforts to coordinate any such visit with the representatives for all holders of the other holdersNotes, if applicablecollectively, on a mutually agreed date; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third partiesSubsidiary, 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), all at such reasonable times during regular business hours and as often as may be reasonably requested.