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

Access to Records; Discussions With Officers and Accountants. To the extent permitted by law and in addition to the applicable requirements of the Security Instruments, each Borrower shall permit the Lender: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (b) to discuss Borrower's affairs, finances and accounts with Senior Management and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (c) to discuss Borrower's affairs, finances and accounts with its independent public accountants, provided that Borrower's Authorized Representative has been given the opportunity by the Lender to be a party to such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event of Default all such inspections shall be conducted with one day prior notice.

Appears in 3 contracts

Sources: Term Loan Agreement (McNeil Real Estate Fund Xxvi Lp), Term Loan Agreement (Goldman Sachs Group Inc), Term Loan Agreement (Goldman Sachs Group Inc)

Access to Records; Discussions With Officers and Accountants. To On an annual basis, or upon the extent permitted by law and in addition to occurrence of (x) an Event of Default, (y) an event that could have a material adverse effect on the applicable requirements ability of the Security InstrumentsServicer to perform its obligations under this Agreement or the Certificates, each Borrower shall or (z) an event that could have a material adverse effect on the validity or enforceability of, this Agreement or the Certificates, the Servicer shall, upon the reasonable request of the Certificate Insurer, permit the LenderCertificate Insurer or its authorized agents: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (bi) to discuss Borrower's the affairs, finances and accounts of the Servicer with Senior Management the chief operating officer and the chief financial officer of the Servicer, in each case, to the extent related to the Receivables, or the duties of the Servicer hereunder; and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (cii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss Borrower's the affairs, finances and accounts of the Servicer with its the Servicer's independent public accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that Borrower's Authorized Representative has been given an officer of the opportunity by Servicer shall have the Lender right to be a party to present during such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete Such inspections and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections discussions shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event shall not unreasonably disrupt the business of Default all the Servicer. The Certificate Insurer, by the issuance of the Certificate Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any matter of which it becomes aware through such inspections or discussions (unless readily available from public sources), except as may be otherwise 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 be conducted not limit the right of the Certificate Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and liquidity 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 one day prior noticethe provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver 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 disclose such information to such tribunal that the Certificate Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such disclosure.

Appears in 2 contracts

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

Access to Records; Discussions With Officers and Accountants. To On an annual basis, or upon the extent permitted by law and in addition to occurrence of an event that could have a material adverse effect on the applicable requirements ability of the Security InstrumentsServicer to perform its obligations under, each Borrower shall or the validity or enforceability of, this Agreement or the Certificates, the Servicer shall, upon the reasonable request of the Certificate Insurer, permit the LenderCertificate Insurer or its authorized agents: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (bi) to discuss Borrower's the affairs, finances and accounts of the Servicer with Senior Management the chief operating officer and the chief financial officer of the Servicer, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder; and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (cii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss Borrower's the affairs, finances and accounts of the Servicer with its the Servicer's independent public accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that Borrower's Authorized Representative has been given an officer of the opportunity by Servicer shall have the Lender right to be a party to present during such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete Such inspections and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections discussions shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event shall not unreasonably disrupt the business of Default all the Servicer. The Certificate Insurer, by the issuance of the Certificate Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any matter of which it becomes aware through such inspections or discussions (unless readily available from public sources), except as may be otherwise 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 be conducted not limit the right of the Certificate Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and liquidity 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 one day prior noticethe provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver 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 disclose such information to such tribunal that the Certificate Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such disclosure.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Chevy Chase Auto Receivables Trust 1996-2)

Access to Records; Discussions With Officers and Accountants. To the extent permitted by law and in addition to the applicable requirements of the Security Instruments, each Borrower shall permit the LenderLender to and shall cause IDOT Guarantor to: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's ’s, IDOT Guarantor’s or Guarantor’s books and records as may relate to the Obligations or any Mortgaged Property; (b) to at any time discuss Borrower's ’s or IDOT Guarantor’s affairs, finances and accounts with Senior Management and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (c) to discuss or Borrower's affairs, finances ’s or IDOT Guarantor’s property managers and accounts with its independent public accountants, provided that Borrower's Authorized Representative a responsible officer of Archstone has been given the opportunity by the Lender to be a party to such discussions; after an Event of Default, discuss Borrower’s or IDOT Guarantor’s affairs, finances and account with Guarantor’s officers, partners and employees; (c) discuss the Mortgaged Properties’ conditions, operations or maintenance with the property managers of such Mortgaged Properties, provided that a responsible officer of Archstone has been given the opportunity to be a party to such discussions, and the officers and employees of Borrower, IDOT Guarantor and Guarantor; and (d) to receive any other information that the Lender reasonably deems necessary or relevant in connection with the Term any Loan, any Loan Document, Document or the Obligations. Each Obligations from the officers of Borrower shall maintain complete or IDOT Guarantor or officers and accurate books and records (i) reflecting all employees of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulationsProperty Manager, (ii) in sufficient detail provided that a responsible officer of Archstone has been given the opportunity to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited be a party to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writingsuch discussions. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of DefaultDefault under such Collateral Pool and in the absence of an emergency, all inspections shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event of Default all such inspections shall be conducted with one day prior noticeupon reasonable notice to the applicable Collateral Pool Borrower.

Appears in 1 contract

Sources: Master Credit Facility Agreement (Archstone Inc.)

Access to Records; Discussions With Officers and Accountants. To The Transferor, the extent permitted by law Seller, the Collateral Agent and in addition to the applicable requirements Reserve Account Agent shall, upon the request of the Security InstrumentsSurety, each Borrower shall permit the LenderSurety, or its authorized agent, at reasonable times and upon reasonable notice: (ai) to inspect, make copies and abstracts of, and have reviewed or audited, inspect such of Borrower's books and records of the Transferor, the Seller and the Collateral Agent as the case may be, as they may relate to the Obligations or any Mortgaged PropertyReceivables, the obligations of the Transferor, the Seller and the Collateral Agent, as the case may be, under the Transaction Documents and the transactions consummated in connection herewith and to inspect the books and records of the Reserve Account Agent as they may relate to the Reserve Account; (bii) to discuss Borrower's the affairs, finances and accounts of the Transferor, the Seller and the Collateral Agent as such relate to the performance by it of its obligations under the Transaction Documents with Senior Management andan appropriate officer of the Transferor, solely with respect to any information specific to any Mortgaged Propertythe Seller and the Collateral Agent, any site manager of such Mortgaged Property; (c) as the case may be; and to discuss Borrower's the affairs, finances and accounts of the Reserve Account Agent as such may relate to the Reserve Account with an appropriate officer of the Reserve Account Agent. (iii) to discuss the affairs, finances and accounts of the Transferor, the Seller and the Collateral Agent as such relate to the performance by it of its obligations under the Transaction Documents with the Transferor's, the Seller's and the Collateral Agent's independent public accountants, as the case may be, provided that Borrower's Authorized Representative has been given an appropriate officer of the opportunity by Transferor, the Lender Seller and the Collateral Agent, as the case may be, shall have the right to be a party to present during such discussions; and (d) to receive any other information that . Such inspections and discussions shall be conducted upon the Lender deems necessary or relevant in connection with request of the Term LoanSurety and during normal business hours and shall not unreasonably disrupt the business of the Transferor, any Loan Documentthe Seller, the Collateral Agent or the Obligations. Each Borrower shall maintain complete and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan DocumentsReserve Account Agent. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall Transferor will be maintained at the address of the Borrowing Agent set forth in Section 16.08 Transferor designated herein for receipt of this Agreementnotices, unless any Borrower the Transferor shall otherwise advise Lender the parties hereto in writing, the books and records of the Collateral Agent will be maintained at the address of the Collateral Agent designated herein for receipt of notices, unless the Collateral Agent shall otherwise advise the parties hereto in writing, the books and records of the Reserve Account Agent will be maintained at the address of the Reserve Account Agent designated herein for receipt of notices, unless the Reserve Account Agent shall otherwise advise the parties hereto in writing and the books and records of the Seller will be maintained at the Seller's address designated herein for receipt of notices, unless the Seller shall otherwise advise the parties hereto in writing. Notwithstanding The Surety shall keep confidential all financial statements and reports delivered to it, the foregoing, prior to an Event Credit Guidelines and any matter of Default or Potential Event of Default, all inspections shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event of Default all which it becomes aware through such inspections or discussions, except as may be otherwise required, by regulation, law or court order or requested by appropriate governmental authorities or as necessary to enforce any of the provisions of the Transaction Documents, provided that the foregoing shall be conducted not limit the right of the Surety to make such information available on a confidential basis, to its regulators, securities rating agencies, reinsurers, credit and liquidity providers, counsel and accountants. If the Surety 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 Surety will promptly notify the Seller of such request(s) so that the Seller may seek an appropriate protective order and/or waive the Surety's compliance with one day prior noticethe provisions of this Insurance Agreement. If, in the absence of a protective order or the receipt of a waiver hereunder, the Surety 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 Surety may disclose such information to such tribunal that the Surety is compelled to disclose, provided that a copy of all information disclosed is provided to the Seller promptly upon such disclosure.

Appears in 1 contract

Sources: Insurance Agreement (First Investors Financial Services Group Inc)

Access to Records; Discussions With Officers and Accountants. To On an annual basis, or upon the extent permitted by law and in addition to occurrence of an event that could have a material adverse effect on the applicable requirements ability of the Security InstrumentsServicer to perform its obligations under, each Borrower shall or the validity or enforceability of, this Agreement or the Certificates, the Servicer shall, upon the reasonable request of the Certificate Insurer, permit the LenderCertificate Insurer or its authorized agents: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (bi) to discuss Borrower's the affairs, finances and accounts of the Servicer with Senior Management the chief operating officer and the chief financial officer of the Servicer, in each case, to the extent related to the Receivables, or the duties of the Servicer hereunder; and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (cii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss Borrower's the affairs, finances and accounts of the Servicer with its the Servicer's independent public accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that Borrower's Authorized Representative has been given an officer of the opportunity by Servicer shall have the Lender right to be a party to present during such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete Such inspections and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections discussions shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event shall not unreasonably disrupt the business of Default all the Servicer. The Certificate Insurer, by the issuance of the Certificate Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any matter of which it becomes aware through such inspections or discussions (unless readily available from public sources), except as may be otherwise 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 be conducted not limit the right of the Certificate Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and liquidity 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 one day prior noticethe provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver 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 disclose such information to such tribunal that the Certificate Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such disclosure.

Appears in 1 contract

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

Access to Records; Discussions With Officers and Accountants. To On an annual basis, or upon the extent permitted by law and in addition to occurrence of (x) a Servicer Default, (y) an event that could have a material adverse effect on the applicable requirements ability of the Security InstrumentsServicer to perform its obligations under this Agreement or the Certificates, each Borrower shall or (z) an event that could have a material adverse effect on the validity or enforceability of, this Agreement or the Certificates, the Servicer shall, upon the reasonable request of the Certificate Insurer, permit the LenderCertificate Insurer or its authorized agents: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (bi) to discuss Borrower's the affairs, finances and accounts of the Servicer with Senior Management the chief operating officer and the chief financial officer of the Servicer, in each case, to the extent related to the Receivables, or the duties of the Servicer hereunder; and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (cii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss Borrower's the affairs, finances and accounts of the Servicer with its the Servicer's independent public accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that Borrower's Authorized Representative has been given an officer of the opportunity by Servicer shall have the Lender right to be a party to present during such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete Such inspections and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections discussions shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event shall not unreasonably disrupt the business of Default all the Servicer. The Certificate Insurer, by the issuance of the Certificate Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any matter of which it becomes aware through such inspections or discussions (unless readily available from public sources), except as may be otherwise 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 be conducted not limit the right of the Certificate Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and liquidity 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 one day prior noticethe provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver 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 disclose such information to such tribunal that the Certificate Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such disclosure.

Appears in 1 contract

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

Access to Records; Discussions With Officers and Accountants. To the extent permitted by law and in addition to the applicable requirements of the Security Instruments, each Borrower shall permit the LenderLender to: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's ’s or Guarantor’s books and records as may relate to the Obligations or any Mortgaged Property; (b) to discuss Borrower's ’s affairs, finances and accounts with Senior Management and, solely with respect to any information specific to Proper Officer of Borrower or Guarantor or any Mortgaged Property, any site manager other person performing the functions of such Mortgaged Propertythe Proper Officers; (c) to discuss Borrower's ’s affairs, finances and accounts with its independent public accountants, provided that Borrower's Authorized Representative a Proper Officer has been given the opportunity by Lender to be a party to such discussions; (d) discuss the Mortgaged Properties’ conditions, operations or maintenance with the Property Managers and/or asset manager of such Mortgaged Properties and the officers and employees of Borrower and Guarantor, provided that a Proper Officer or his/her designee has been given the opportunity by Lender to be a party to such discussions; and (de) to receive any other information that the Lender deems reasonably necessary or relevant in connection with the Term Loanany Advance, any Loan Document, Document or the Obligations. Each Obligations from the officers of Borrower shall maintain complete or Guarantor or officers and accurate books and records (i) reflecting all employees of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulationsProperty Manager, (ii) in sufficient detail provided that a Proper Officer or his/her designee has been given the opportunity by Lender to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited be a party to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writingsuch discussions. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of DefaultDefault and in the absence of an emergency, all inspections and communications shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event of Default all such inspections shall be conducted with one day prior noticeupon reasonable advance notice to Borrower or Guarantor, as appropriate.

Appears in 1 contract

Sources: Master Credit Facility Agreement (Bre Properties Inc /Md/)

Access to Records; Discussions With Officers and Accountants. To On an annual basis, or upon the extent permitted by law and in addition occurrence of an event that could have a material adverse effect on the ability of the Servicer to perform its obligations under, or the applicable requirements validity or enforceability of, this Agreement or the Securities, the Servicer shall, upon the reasonable request of the Security InstrumentsInsurer, each Borrower shall permit the LenderSecurity Insurer or its authorized agents: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's books and records as may relate to the Obligations or any Mortgaged Property; (bi) to discuss Borrower's the affairs, finances and accounts of the Servicer with Senior Management the chief operating officer and the chief financial officer of the Servicer, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder; and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (cii) with the Servicer's consent, which consent shall not be unreasonably withheld, to discuss Borrower's the affairs, finances and accounts of the Servicer with its the Servicer's independent public accountants, in each case, to the extent related to the Receivables, or the duty of the Servicer hereunder, provided that Borrower's Authorized Representative has been given an officer of the opportunity by Servicer shall have the Lender right to be a party to present during such discussions; and (d) to receive any other information that the Lender deems necessary or relevant in connection with the Term Loan, any Loan Document, or the Obligations. Each Borrower shall maintain complete Such inspections and accurate books and records (i) reflecting all of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulations, (ii) in sufficient detail to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writing. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of Default, all inspections discussions shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event shall not unreasonably disrupt the business of Default all the Servicer. The Security Insurer, by the issuance of the Security Insurance Policy, agrees that it and its shareholders, directors, agents, accountants and attorneys shall keep confidential any matter of which it becomes aware through such inspections or discussions (unless readily available from public sources), except as may be otherwise 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 be conducted not limit the right of the Security Insurer to make such information available to its regulators, securities rating agencies, reinsurers, credit and liquidity providers, counsel and accountants. If the Security 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 Security Insurer will promptly notify the Servicer of such request(s) so that the Servicer may seek an appropriate protective order and/or waive the Security Insurer's compliance with one day prior noticethe provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver hereunder, the Security 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 Security Insurer may disclose such information to such tribunal that the Security Insurer is compelled to disclose, provided that a copy of all information disclosed is provided to the Servicer promptly upon such disclosure.

Appears in 1 contract

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

Access to Records; Discussions With Officers and Accountants. To the extent permitted by law and in addition to the applicable requirements of the Security Instruments, each Borrower shall permit the LenderLender to and shall cause IDOT Guarantor to: (a) to inspect, make copies and abstracts of, and have reviewed or audited, such of Borrower's ’s, IDOT Guarantor’s or Guarantor’s books and records as may relate to the Obligations or any Mortgaged Property; (b) to at any time discuss Borrower's ’s or IDOT Guarantor’s affairs, finances and accounts with Senior Management and, solely with respect to any information specific to any Mortgaged Property, any site manager of such Mortgaged Property; (c) to discuss or Borrower's affairs, finances ’s or IDOT Guarantor’s property managers and accounts with its independent public accountants, provided that Borrower's Authorized Representative a responsible officer of ASOT has been given the opportunity by the Lender to be a party to such discussions; after an Event of Default, discuss Borrower’s or IDOT Guarantor’s affairs, finances and account with Guarantor’s officers, partners and employees; (c) discuss the Mortgaged Properties’ conditions, operations or maintenance with the property managers of such Mortgaged Properties, provided that a responsible officer of ASOT has been given the opportunity to be a party to such discussions, and the officers and employees of Borrower, IDOT Guarantor and Guarantor; and (d) to receive any other information that the Lender reasonably deems necessary or relevant in connection with the Term any Loan, any Loan Document, Document or the Obligations. Each Obligations from the officers of Borrower shall maintain complete or IDOT Guarantor or officers and accurate books and records (i) reflecting all employees of its business affairs and transactions in accordance with GAAP consistently applied and any applicable regulationsProperty Manager, (ii) in sufficient detail provided that a responsible officer of ASOT has been given the opportunity to correctly reflect the results of the operation of each Mortgaged Property, and (iii) of all written contracts, leases and other instruments which affect any Mortgaged Property (including but not limited be a party to all bills, invoices and contracts for electrical service, gas service, water and sewer service, waste management service, telephone service and management services). Lender shall have reasonable access to each Borrower's books and records and the books and records relating to the transactions contemplated by the Loan Documents. The books and records of each Borrower and the books and records relating to the transactions contemplated by the provisions of the Loan Documents shall be maintained at the address of the Borrowing Agent set forth in Section 16.08 of this Agreement, unless any Borrower shall otherwise advise Lender in writingsuch discussions. Notwithstanding the foregoing, prior to an Event of Default or Potential Event of DefaultDefault under such Collateral Pool and in the absence of an emergency, all inspections shall be conducted with prior notice at reasonable times during normal business hours and during a Potential Event of Default all such inspections shall be conducted with one day prior noticeupon reasonable notice to the applicable Collateral Pool Borrower.

Appears in 1 contract

Sources: Master Credit Facility Agreement (Archstone Smith Operating Trust)