Field Examinations and Inventory Appraisals Clause Samples

The Field Examinations and Inventory Appraisals clause grants a lender or other authorized party the right to inspect a borrower's business premises, review financial records, and assess inventory. In practice, this means the lender can periodically send representatives to physically examine inventory levels, verify the condition and value of assets, and ensure that records accurately reflect the business's financial position. This clause is essential for monitoring collateral, managing risk, and ensuring that the lender has up-to-date information to support ongoing lending decisions.
Field Examinations and Inventory Appraisals. (a) The Credit Parties will permit the Administrative Agent and any Persons designated by the Administrative Agent (including any consultants, accountants, appraisers and attorneys designated by the Administrative Agent) to conduct (a) field examinations of the books and records of the Borrower and the other Credit Parties relating to the Borrower’s computation of the Borrowing Base or any component thereof and the related practices and reporting and control systems and (b) appraisals of the Inventory included in the Borrowing Base, all upon reasonable notice and at reasonable times during normal business hours and as often as may reasonably be requested by the Administrative Agent; provided that, notwithstanding anything to the contrary in Section 10.2, (i) any such field examinations and appraisals of the Inventory shall be at the expense of the Credit Parties and (ii) in the event that the Borrower shall have consummated any Acquisition, the Borrower may request that the Administrative Agent conduct a field examination and an appraisal with respect to the Accounts and Inventory acquired by the Credit Parties as a result thereof or owned by such Subsidiary, and any such field examinations and appraisals shall be at the expense of the Credit Parties it being understood that until such field examinations or appraisals under this clause (ii) have been complete any Inventory and Accounts so acquired shall not be considered Eligible Inventory or Eligible Accounts. For purposes of this Section 5.13, it is understood and agreed that a single field examination and a single appraisal may be conducted at multiple relevant sites and involve one or more Credit Parties and their assets. All field examinations and appraisals shall be conducted by the Administrative Agent or professionals (including appraisers) reasonably satisfactory to the Administrative Agent and conducted and prepared on a basis reasonably satisfactory to the Administrative Agent. The Credit Parties acknowledge that the Administrative Agent, after exercising its rights under this Section 5.13, may prepare and distribute to the Lenders certain Reports pertaining to the Credit Parties’ assets for internal use by the Administrative Agent and the Lenders. (b) The Credit Parties shall pay to the Administrative Agent promptly at the conclusion of any field examination performed by or for the benefit of the Administrative Agent (whether such examination is performed by the Administrative Agent’s employees...
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Field Examinations and Inventory Appraisals. Upon reasonable prior notice and at any mutually agreeable reasonable time during normal business hours and from time to time, permit the Collateral Agent and/or any representatives designated by the Collateral Agent (including any consultants, accountants and lawyers retained by the Collateral Agent) to visit the properties of the Loan Parties to conduct periodic field examinations and inventory appraisals at the Borrower’s expense; provided, however, (A) subject to clauses (B) and (C) below, only one such field examination and one such appraisal shall be permitted at the Borrower’s expense in any twelve month period; (B) in the event that Excess Availability is less than the greater of (x) fifteen percent (15.0%) of the Borrowing Base (calculated without giving effect to the Term Pushdown Reserve) and (y) $45,000,000, in any such case for five (5) consecutive Business Days in any twelve month period, two such field examinations and two such appraisals shall be permitted at the Borrower’s expense in such twelve month period; and (C) notwithstanding the limitations set forth in the foregoing clauses (A) and (B), (1) additional field examinations and appraisals shall be permitted at the Borrower’s expense if a Specified Event of Default has occurred and is continuing, at the sole discretion of the Collateral Agent, and (2) one additional field examination and one appraisal in any twelve month period shall be permitted at the Lender Parties’ expense as the Collateral Agent in its reasonable discretion deems necessary or appropriate.
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Field Examinations and Inventory Appraisals. Upon reasonable prior notice and at any mutually agreeable reasonable time during normal business hours and from time to time, permit the Collateral Agent and/or any representatives designated by the Collateral Agent (including any consultants, accountants and lawyers retained by the Collateral Agent) to visit the properties of the Loan Parties to conduct periodic field examinations and iInventory appraisals at the Borrower’s expense; provided, however, (A) subject to clause (C) below, until March 5, 2024, only one such field examinations and one such appraisals shall be permitted at the Borrower’s expense during such period; (B) (A) subject to clauses (B) and (C) below, from and after March 5, 2024, only one such field examination and one such appraisal shall be permitted at the Borrower’s expense in any twelve month period;
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Field Examinations and Inventory Appraisals. The Bank, or anyone authorized by the Bank, shall have the right, from time to time, to verify the existence, state and value of the Accounts Receivable, Inventory, and the Borrower's books and records, systems and business in general, in any manner the Bank may consider appropriate, including, without limitation, directly contacting Canada Revenue Agency ("CRA") and any other applicable governmental officials, licensing boards, agencies or similar regulatory bodies, the Borrower's customers, suppliers, insurers and other secured creditors, to conduct reviews of the Borrower, the Borrower's business, the Borrower's books and records, systems, the state and value of the Accounts Receivable, Inventory, and to conduct Inventory counts and appraisals, and the Borrower agrees to furnish all assistance and information and to perform all such acts, and do all such things, as the Bank may reasonably require in connection therewith and for such purpose grant, or cause others to grant, to the Bank or its authorized agents, access to all places where Accounts Receivable, the Borrower's books and records, systems and Inventory may be located and to all premises occupied, or where business may otherwise be conducted, by the Borrower. These provisions shall apply notwithstanding any termination of this Agreement, notice of termination, default, notice of default or demand or any provisional or final winding up, liquidation, monitoring, receivership or bankruptcy of the Borrower or any threatened or pending termination, notice of termination, default, notice of default, demand or any provisional or final winding up, liquidation, monitoring, receivership or bankruptcy.
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Related to Field Examinations and Inventory Appraisals

  • Field Examinations At the Administrative Agent’s sole option, the Administrative Agent shall have completed its field examinations of the Borrower’s books and records, assets, and operations which examinations will be satisfactory to the Administrative Agent in its sole and absolute discretion.

  • Appraisals An appraisal of the related Mortgaged Property was conducted in connection with the origination of the Mortgage Loan, which appraisal is signed by an appraiser, who, to the Mortgage Loan Seller's knowledge, had no interest, direct or indirect, in the Mortgaged Property or the Borrower or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan; in connection with the origination of the Mortgage Loan, each appraiser has represented in such appraisal or in a supplemental letter that the appraisal satisfies the requirements of the "Uniform Standards of Professional Appraisal Practice" as adopted by the Appraisal Standards Board of the Appraisal Foundation.

  • Field Examination The Administrative Agent or its designee shall have conducted a field examination of the Loan Parties’ Accounts, Inventory and related working capital matters and of the Borrower’s related data processing and other systems, the results of which shall be satisfactory to the Administrative Agent in its sole discretion.

  • As to Equipment and Inventory Grantor hereby agrees that it shall: (a) keep all the Equipment and Inventory (other than Inventory in transit and Inventory sold in the ordinary course of business) at the places therefor specified in Section 3.1.1 or, upon 30 days' prior written notice to Agent, at such other places in a jurisdiction where all representations and warranties set forth in Article III (including Section 3.1.6) shall be true and correct, and all action required pursuant to the first sentence of Section 4.1.7 shall have been taken with respect to the Equipment and Inventory; (b) with respect to any Equipment or Inventory in the possession or control of any Third Party or any of Grantor's agents, notify such Third Party or agent of Agent's security interest in such Equipment or Inventory and, upon Agent's request following the occurrence and during the continuance of an Event of Default, direct such Third Party or agent to hold all such Equipment or Inventory for Agent's account and subject to Agent's instructions; (c) cause the Equipment to be maintained and preserved in the same condition, repair and working order as when new, ordinary wear and tear excepted, and in accordance with any manufacturer's manual; and forthwith, or in the case of any material loss or damage to any of the Equipment, as quickly as practicable after the occurrence thereof, make or cause to be made all repairs, replacements, and other improvements in connection therewith which are necessary or desirable to such end; and promptly furnish to Agent a statement respecting any loss or damage to any of the Equipment within ten (10) business days after Grantor obtains knowledge of any such loss or damage; and (d) pay promptly when due all property and other taxes, assessments and governmental charges or levies imposed upon, and all claims (including claims for labor, materials and supplies) against, the Equipment and Inventory, except to the extent the validity thereof is being contested in good faith by appropriate proceedings and for which adequate reserves in accordance with Generally Accepted Accounting Principles have been set aside.

  • Inspections; Appraisals (a) Permit Agent, or its representatives or designees, from time to time, subject (except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of any Obligor or Subsidiary, inspect, audit and make extracts from any Obligor’s or Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants such Obligor’s or Subsidiary’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Neither Agent nor any Lender shall have any duty to any Obligor to make any inspection, nor to share any results of any inspection, appraisal or report with any Obligor. Obligors acknowledge that all inspections, appraisals and reports are prepared by Agent and Lenders for their purposes, and Obligors shall not be entitled to rely upon them. (b) Reimburse Agent for all charges, costs and expenses of Agent in connection with (i) examinations of any Obligor’s books and records or any other financial or Collateral matters as Agent deems appropriate, up to three times per Loan Year; and (ii) appraisals of Inventory and Equipment up to one time per Loan Year; provided, however, that if an examination or appraisal is initiated during a Default or Event of Default, all charges, costs and expenses therefor shall be reimbursed by Borrowers without regard to such limits. Subject to and without limiting the foregoing, Obligors specifically agree to pay Agent’s then standard charges for each day that an employee of Agent or its Affiliates is engaged in any examination activities, and shall pay the standard charges of Agent’s internal appraisal group. (The current standard per diem charge for an employee of Agent or the third party currently utilized by Agent is $850 per day or part thereof.) This Section shall not be construed to limit Agent’s right to conduct examinations or to obtain appraisals at any time in its discretion, nor to use third parties for such purposes.