Common use of Access to Records; Discussions With Officers and Accountants Clause in Contracts

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's cost and expense and shall not unreasonably disrupt the business of the Seller or the Servicer. Absent an Event of Default hereunder, any Default or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurer.

Appears in 4 contracts

Sources: Insurance and Indemnity Agreement (Triad Automobile Receivables Trust 2006-B), Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC), Insurance and Indemnity Agreement (Triad Automobile Receivables Trust 2006-A)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of Triad shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the cost and expense of Triad and shall not unreasonably disrupt the business of Depositor's or Issuer's business, as the Seller or the Servicercase may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Depositor and the Issuer shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Depositor and the Issuer, as the case may be, of such a request from the Insurer.

Appears in 4 contracts

Sources: Insurance and Indemnity Agreement (Triad Automobile Receivables Trust 2006-B), Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC), Insurance and Indemnity Agreement (Triad Automobile Receivables Trust 2006-A)

Access to Records; Discussions With Officers and Accountants. As long On an annual basis, or as often as the Note Insurer deems appropriate upon the occurrence of an Insurance Agreement Event of Default, each COAF Company shall, upon the reasonable prior written notice request of the Note Insurer, at any time, it shall permit the Note Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the TransactionNotes, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations of such party under the Transaction Documents, and the Transaction; (ii) to discuss its the affairs, finances and accounts of each COAF Company with its principal executive the chief operating officer and its principal the chief financial officerofficer of such COAF Company, as the case may be; and (iii) with any COAF Company’s consent, which consent shall not be unreasonably withheld, to discuss its the affairs, finances and accounts of such COAF Company with its such company’s independent accountants, provided that one an officer of its officers such COAF Company shall have the right to be present during such discussions; provided, however, that upon the occurrence of an Insurance Agreement Event of Default, no such consent of the COAF Companies will be required but the Note Insurer will provide reasonable notice to such COAF Company prior to such discussions and such discussions may not create an undue burden on such COAF Company’s or the accountants’ business. Such inspections and discussions shall be conducted during normal business hours at Triad's the Note Insurer’s cost and expense and shall not unreasonably disrupt the business of such COAF Company. The books and records of each COAF Company will be maintained at the Seller or the Servicer. Absent an Event address of Default hereunder, any Default or Event such COAF Company designated herein for receipt of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annuallynotices, unless the Servicer shall otherwise mutually agreed by advise the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurerparties hereto in writing.

Appears in 4 contracts

Sources: Insurance Agreement (Capital One Auto Receivables LLC), Insurance Agreement (Capital One Auto Finance Trust 2005-D), Insurance Agreement (Capital One Auto Receivables LLC)

Access to Records; Discussions With Officers and Accountants. As long On an annual basis, or as often as the Note Insurer deems appropriate upon the occurrence of an Insurance Agreement Event of Default, each COAF Company shall, upon the reasonable prior written notice request of the Note Insurer, at any time, it shall permit the Note Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the TransactionClass A Notes, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations of such party under the Transaction Documents, and the Transaction; (ii) to discuss its the affairs, finances and accounts of each COAF Company with its principal executive the chief operating officer and its principal the chief financial officerofficer of such COAF Company, as the case may be; and (iii) with any COAF Company’s consent, which consent shall not be unreasonably withheld, to discuss its the affairs, finances and accounts of such COAF Company with its such company’s independent accountants, provided that one an officer of its officers such COAF Company shall have the right to be present during such discussions; provided, however that upon the occurrence of an Insurance Agreement Event of Default, no such consent of the COAF Companies will be required but the Note Insurer will provide reasonable notice to such COAF Company prior to such discussions and such discussions may not create an undue burden on such COAF Company’s or the accountants’ business. Such inspections and discussions shall be conducted during normal business hours at Triad's the Note Insurer’s cost and expense and shall not unreasonably disrupt the business of such COAF Company. The books and records of each COAF Company will be maintained at the Seller or the Servicer. Absent an Event address of Default hereunder, any Default or Event such COAF Company designated herein for receipt of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annuallynotices, unless the Servicer shall otherwise mutually agreed by advise the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurerparties hereto in writing.

Appears in 4 contracts

Sources: Insurance Agreement (Capital One Auto Receivables LLC), Insurance Agreement (Capital One Auto Finance Trust 2005-A), Insurance Agreement (Capital One Auto Finance Trust 2004-A)

Access to Records; Discussions With Officers and Accountants. As long On an annual basis, or as often as the Note Insurer deems appropriate upon the occurrence of an Insurance Agreement Event of Default, each COAF Company shall, upon the reasonable prior written notice request of the Note Insurer, at any time, it shall permit the Note Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the TransactionClass A Notes, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations of such party under the Transaction DocumentsDocuments and the Transaction; (ii) to discuss its the affairs, finances and accounts of each COAF Company with its principal executive the chief operating officer and its principal the chief financial officerofficer of such COAF Company, as the case may be; and (iii) with any COAF Company’s consent, which consent shall not be unreasonably withheld, to discuss its the affairs, finances and accounts of such COAF Company with its such company’s independent accountants, provided that one an officer of its officers such COAF Company shall have the right to be present during such discussions; provided, however that upon the occurrence of an Insurance Agreement Event of Default, no such consent of the COAF Companies will be required but the Note Insurer will provide reasonable notice to such COAF Company prior to such discussions and such discussions may not create an undue burden on such COAF Company’s or the accountants’ business. Such inspections and discussions shall be conducted during normal business hours at Triad's the Note Insurer’s cost and expense and shall not unreasonably disrupt the business of such COAF Company. The books and records of each COAF Company will be maintained at the Seller or the Servicer. Absent an Event address of Default hereunder, any Default or Event such COAF Company designated herein for receipt of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annuallynotices, unless the Servicer shall otherwise mutually agreed by advise the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurerparties hereto in writing.

Appears in 3 contracts

Sources: Insurance Agreement (Capital One Auto Receivables LLC), Insurance Agreement (Capital One Auto Receivables LLC), Insurance Agreement (Capital One Auto Finance Trust 2007-C)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of Triad shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the cost and expense of Triad and shall not unreasonably disrupt the business of Depositor’s or Issuer’s business, as the Seller or the Servicercase may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Depositor and the Issuer shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Depositor and the Issuer, as the case may be, of such a request from the Insurer.

Appears in 2 contracts

Sources: Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC), Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property Property, the Swap Agreement or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's ’s cost and expense and shall not unreasonably disrupt the business of the Seller or the Servicer. Absent an Event of Default hereunder, any Default or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurer.

Appears in 2 contracts

Sources: Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC), Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of AmeriCredit shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the cost and expense of the Insurer and shall not unreasonably disrupt the business of Seller’s or Issuer’s business, as the Seller or the Servicercase may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadAmeriCredit. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate at the cost and expense of the Seller or the Issuer, as applicable. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Seller and the Issuer shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Seller and the Issuer, as the case may be, of such a request from the InsurerInsurer and such discussions shall be conducted at the expense of the Seller or the Issuer, as applicable.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (AmeriCredit Automobile Receivables Trust 2004-C-A)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any timetime and in any event at least annually in each case unless otherwise indicated below, it shall permit the Insurer or its authorized agents: (i) to inspect its the books and its records of IOS Capital as they may relate to the TransactionNotes, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations of IOS Capital under the Transaction DocumentsCompany Documents and the Transaction; (ii) to discuss its the affairs, finances and accounts of IOS Capital with its principal executive officer the Chief Operating Officer and its principal financial officerthe Chief Financial Officer of IOS Capital; and (iii) with IOS Capital's consent, which consent shall not be unreasonably withheld or delayed (and which consent shall not be required after the occurrence of a Default or an event which, with or without notice or lapse of time or both would constitute an Event of Default), to discuss its the affairs, finances and accounts of IOS Capital with its IOS Capital's independent accountants, provided that one an officer of its officers IOS Capital shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at TriadIOS Capital's reasonable cost and expense prior to a Default or Event of Default, and at its cost and expense from and after the occurrence of a Default or Event of Default and shall not unreasonably disrupt the business of the Seller or the ServicerIOS Capital. Absent a Default, or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunderDefault, any Default or Event of Default under it is the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not Insurer's intent to conduct such inspections or discussions not more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, a Default or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunder or under the IndentureDefault, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and or if the Insurer, in its sole discretion, determines that there has occurred or is continuingreasonably likely to occur a deterioration in the assets or financial condition of IOS Capital or the Issuer, or it determines that it is appropriate to verify information being provided by the Insurer Servicer pursuant to the Company Documents, it may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate and IOS Capital shall make its premises and books and records available on two (2) Business Day's notice for such purposes. Without limiting the foregoing, upon the occurrence of a Trigger Event Default or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunder or under the IndentureDefault, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad IOS Capital shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 two (2) days of receipt by Triad IOS Capital of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Ikon Receivables Funding LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the Insurer’s cost and expense and shall not unreasonably disrupt the business of the Seller or the ServicerAmeriCredit. Absent an Event of Default hereunder, any Default or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadAmeriCredit. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate at the cost and expense of AmeriCredit. Without limiting the foregoing, upon the occurrence of a Trigger Event Event, an Event of Default hereunder or under the Indenture, Indenture or a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad AmeriCredit shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad AmeriCredit of such a request from the InsurerInsurer and such discussions shall be conducted at AmeriCredit’s expense.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (AmeriCredit Automobile Receivables Trust 2004-C-A)

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the Insurer’s cost and expense and shall not unreasonably disrupt the business of the Seller or the ServicerAmeriCredit. Absent an Event of Default hereunder, any Default or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadAmeriCredit. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate at the cost and expense of AmeriCredit. Without limiting the foregoing, upon the occurrence of a Trigger Event Event, an Event of Default hereunder or under the Indenture, Indenture or a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad AmeriCredit shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad AmeriCredit of such a request from the Insurer.Insurer and such discussions shall be conducted at AmeriCredit’s expense. Back to Contents

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Americredit Automobile Receivable Trust 2005-D-A)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, Insurer at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents;; UPFC Auto Receivables Trust 2006-B (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's UACC’s cost and expense and shall not unreasonably disrupt the business of UACC, the Seller or the ServicerIssuing Entity, as the case may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadUACC. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event Event, an Event of Default hereunder or under the Indenture, Indenture or a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad UACC and the Seller shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad UACC or the Seller of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (UPFC Auto Receivables Trust 2006-B)

Access to Records; Discussions With Officers and Accountants. As long On an annual basis, or as often as the Note Insurer deems appropriate upon the occurrence of an Insurance Agreement Event of Default, each COAF Company shall, upon the reasonable prior written notice request of the Note Insurer, at any time, it shall permit the Note Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the TransactionNotes, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations of such party under the Transaction Documents, and the Transaction; (ii) to discuss its the affairs, finances and accounts of each COAF Company with its principal executive the chief operating officer and its principal the chief financial officerofficer of such COAF Company, as the case may be; and (iii) with any COAF Company’s consent, which consent shall not be unreasonably withheld, to discuss its the affairs, finances and accounts of such COAF Company with its such company’s independent accountants, provided that one an officer of its officers such COAF Company shall have the right to be present during such discussions; provided, however, that upon the occurrence of an Insurance Agreement Event of Default, no such consent of the COAF Companies will be required but the Note Insurer will provide reasonable notice to such COAF Company prior to such discussions and such discussions may not create an undue burden on such COAF Company’s or the accountants’ business. Such inspections and discussions shall be conducted during normal business hours at Triad's the Note Issuer’s cost and expense and shall not unreasonably disrupt the business of such COAF Company. The books and records of each COAF Company will be maintained at the Seller or the Servicer. Absent an Event address of Default hereunder, any Default or Event such COAF Company designated herein for receipt of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annuallynotices, unless the Servicer shall otherwise mutually agreed by advise the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurerparties hereto in writing.

Appears in 1 contract

Sources: Insurance Agreement (Capital One Auto Receivables LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents, including without limitation, the Insurer's independent public accountants: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's cost and expense and shall not unreasonably disrupt the business of the Seller Originator or the Servicer. Absent an Insurance Event of Default hereunder, any Default hereunder or an Event of Default under the Indenture, Indenture or a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase EventDefault, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadNew South. If, however, an Insurance Event of Default hereunder or an Event of Default under the Indenture, a Servicer Termination Event, Default or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Reserve Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Insurance Event of Default hereunder or an Event of Default under the Indenture, a Servicer Termination Default or a Reserve Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad New South shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad New South of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Bond Securitization LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, Insurer at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's UACC’s cost and expense and shall not unreasonably disrupt the business of UACC, the Seller or the ServicerIssuing Entity, as the case may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadUACC. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event Event, an Event of Default hereunder or under the Indenture, Indenture or a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad UACC and the Seller shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad UACC or the Seller of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (UPFC Auto Receivables Trust 2007-B)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, Insurer at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's UACC’s cost and expense and shall not unreasonably disrupt the business of UACC, the Seller Transferor or the ServicerIssuer, as the case may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadUACC. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event Event, an Event of Default hereunder or under the Indenture, Indenture or a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad UACC and the Transferor shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad UACC or the Transferor of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (United Pan Am Financial Corp)

Access to Records; Discussions With Officers and Accountants. As long as On an annual basis, or upon reasonable prior written notice the occurrence of (x) an Event of Default, (y) an event that could have a material adverse effect on the ability of the Servicer to perform its obligations under, or (z) the validity or enforceability of, this Agreement or the Certificates, the Servicer shall, upon the reasonable request of the Certificate Insurer, at any time, it shall permit the Certificate Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to discuss the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts of the Servicer with its principal executive the chief operating officer and its principal the chief financial officerofficer of the Servicer, in each case, to the extent related to the Receivables, or the duties of the Servicer hereunder; and (iiiii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss its the affairs, finances and accounts of the Servicer with its the Servicer's independent accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that one an officer of its officers the Servicer shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's cost and expense and shall not unreasonably disrupt the business of the Seller or the Servicer. Absent an Event The Certificate Insurer, by the issuance of Default hereunderthe Certificate Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any Default or Event matter of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct which it becomes aware through such inspections or discussions more often than annually(unless readily available from public sources), unless except as may be otherwise mutually agreed required by regulation, law or court order or requested by appropriate governmental authorities or as necessary to preserve its rights or security under or to enforce this Agreement, provided that the foregoing shall not limit the right of the Certificate Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and Triadliquidity providers, counsel and accountants. If the Certificate Insurer is requested or required (by oral questions, interrogatories, requests for information or documents subpoena, civil investigative demand or similar process) to disclose any information of which it becomes aware through such inspections or discussions, the Certificate Insurer will promptly notify the Servicer of such request(s) so that the Servicer may seek an appropriate protective order and/or waive the Certificate Insurer's compliance with the provisions of this Agreement. If, however, an Event in the absence of Default hereunder a protective order or under the Indenture, receipt of a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuingwaiver hereunder, the Certificate Insurer is, nonetheless, in the opinion of its counsel, compelled to disclose such information to any tribunal or else stand liable for contempt or suffer other censure or significant penalty, the Certificate Insurer may increase disclose such information to such tribunal that the frequency Certificate Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such audits disclosure. Nothing in this Section shall be construed to semi-annualapply to such information delivered by the Certificate Insurer to any reinsurer or potential reinsurer, quarterly, rating agency or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives regulator of the Insurer within 15 days of receipt by Triad of such a request from the Certificate Insurer.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Chevy Chase Bank FSB)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of New South shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's cost and expense and shall not unreasonably disrupt the business of Depositor's or Issuer's business, as the Seller or the Servicercase may be. Absent an Insurance Event of Default hereunder, any Default hereunder or an Event of Default under the Indenture, Indenture or a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase EventDefault, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadNew South. If, however, an Insurance Event of Default hereunder or an Event of Default under the Indenture, Indenture or a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event Default has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Insurance Event of Default hereunder or an Event of Default under the Indenture, a Servicer Termination Default or a Reserve Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Depositor and the Issuer shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Depositor and the Issuer, as the case may be, of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Bond Securitization LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of AmeriCredit shall have the right to be present during such discussions. Back to Contents Such inspections and discussions shall be conducted during normal business hours at Triad's the cost and expense of the Insurer and shall not unreasonably disrupt the business of Seller’s or Issuer’s business, as the Seller or the Servicercase may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, Event or a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and TriadAmeriCredit. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate at the cost and expense of the Seller or the Issuer, as applicable. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event or a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Seller and the Issuer shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Seller and the Issuer, as the case may be, of such a request from the InsurerInsurer and such discussions shall be conducted at the expense of the Seller or the Issuer, as applicable.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Americredit Automobile Receivable Trust 2005-D-A)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documentsrecords; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers and an officer of Triad shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's the cost and expense of Triad and shall not unreasonably disrupt the business of Depositor’s or Issuing Entity’s business, as the Seller or the Servicercase may be. Absent an Event of Default hereunder, any Default hereunder or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad the Depositor and the Issuing Entity shall make its their respective principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad the Depositor and the Issuing Entity, as the case may be, of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon Upon reasonable prior written notice of the Insurer, at any timetime and in any event at least annually in each case unless otherwise indicated below, it shall permit the Insurer or its authorized agents: (i) to inspect its the books and its records of the Issuer as they may relate to the Notes, the obligations of the Issuer under the Company Documents and the Transaction, the Receivables, the Other Conveyed Property or any other assets in indebtedness of the Trust Estate, as the case may be, or its obligations under the Transaction DocumentsIssuer; (ii) to discuss its the affairs, finances and accounts of the Issuer with its principal executive officer and its principal financial officerIOS Capital on behalf of the Issuer; and (iii) with the Issuer's consent, which consent shall not be unreasonably withheld or delayed (and which consent shall not be required after the occurrence of a Default or an event which, with or without notice or lapse of time or both would constitute an Event of Default), to discuss its the affairs, finances and accounts of the Issuer with its the Issuer's independent accountants, provided that one an officer of its officers the Issuer and IOS Capital shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triadthe Issuer's reasonable cost and expense prior to a Default or Event of Default, and at its cost and expense from and after the occurrence of a Default or Event of Default and shall not unreasonably disrupt the business of the Seller or the ServicerIssuer. Absent a Default, or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunderDefault, any Default or Event of Default under it is the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not Insurer's intent to conduct such inspections or discussions not more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, a Default or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunder or under the IndentureDefault, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and or if the Insurer, in its sole discretion, determines that there has occurred or is continuingreasonably likely to occur a deterioration in the assets or financial condition of IOS Capital or the Issuer, or it determines that it is appropriate to verify information being provided by the Insurer Issuer pursuant to the Company Documents, it may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriateappropriate and the Issuer shall make its premises and books and records available on two (2) Business Day's notice for such purposes. Without limiting the foregoing, upon the occurrence of a Trigger Event Default, or an event which, with or without notice or lapse of time or both would constitute an Event of Default hereunder or under Default, the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad Issuer shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 two (2) days of receipt by Triad the Issuer of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Ikon Receivables Funding LLC)

Access to Records; Discussions With Officers and Accountants. As long as upon reasonable prior written notice of the Insurer, at any time, it shall permit the Insurer or its authorized agents: (i) to inspect its books and its records as they may relate to the Transaction, the Receivables, the Other Conveyed Property or any other assets in the Trust Estate, as the case may be, or its obligations under the Transaction Documents; (ii) to discuss its affairs, finances and accounts with its principal executive officer and its principal financial officer; and (iii) to discuss its affairs, finances and accounts with its independent accountants, provided that one of its officers shall have the right to be present during such discussions. Such inspections and discussions shall be conducted during normal business hours at Triad's ’s cost and expense and shall not unreasonably disrupt the business of the Seller Sponsor or the Servicer. Absent an Event of Default hereunder, any Default or Event of Default under the Indenture, a Servicer Termination Event, a Trigger Event or an Insurance Agreement Repurchase Event, the Insurer shall not conduct such inspections or discussions more often than annually, unless otherwise mutually agreed by the Insurer and Triad. If, however, an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Trigger Event, a Spread Cap Event or an Insurance Agreement Repurchase Event has occurred and is continuing, the Insurer may increase the frequency of such audits to semi-annual, quarterly, or otherwise as it deems appropriate. Without limiting the foregoing, upon the occurrence of a Trigger Event an Event of Default hereunder or under the Indenture, a Servicer Termination Event, a Spread Cap Event or an Insurance Agreement Repurchase Event, Triad shall make its principal officers available to discuss the Transaction with representatives of the Insurer within 15 days of receipt by Triad of such a request from the Insurer.

Appears in 1 contract

Sources: Insurance and Indemnity Agreement (Triad Financial Special Purpose LLC)