Common use of Field Examinations Clause in Contracts

Field Examinations. No more than once in each one year period, at the request of the Facility Agent (acting on the instructions of the Majority Lenders), the Obligors will permit, upon reasonable notice, the Facility Agent or its designee or representatives of the Lenders (“Lender Representatives”) to conduct a field examination to ensure the adequacy of Collateral included in any Borrowing Base and related reporting and control systems; provided that: (a) if a Specified Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of such field examinations; and (b) if the Available ABL Commitment is less than or equal to the greater of (x) 20% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggered. For purposes of this Subclause, it is understood and agreed that: (a) a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable notice to the relevant Borrower and performed during normal business hours of the relevant Borrower, and all reasonable out-of-pocket costs of such field examinations shall be at the sole expense of the relevant Majority Lender(s).

Field Examinations. No more than once Once in each one year twelve month period, at the request of the Facility Agent (acting on the instructions of the Majority Lenders)Administrative Agent, the Obligors Loan Parties will permit, upon reasonable notice, the Facility Administrative Agent or its designee or representatives of the Lenders (“Lender Representatives”) to conduct a field examination to ensure the adequacy of Collateral included in any the Borrowing Base and related reporting and control systems; provided that: provided, however that (a) if a Specified an Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of such field examinations; and examinations and (b) if the Available ABL Commitment Excess Availability is less than or equal to the greater of (x) 20% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business DaysExcess Availability Threshold Amount, the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) then two times during the twelve month period commencing with any month during which this paragraph clause (b) is triggered, at the request of the Administrative Agent, the Loan Parties will permit the Administrative Agent to conduct such examinations. For purposes of this SubclauseSection 5.11, it is understood and agreed that: (a) that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors Loan Parties and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable notice to the relevant Borrower and performed during normal business hours of the relevant Borrower, and all reasonable out-of-pocket costs of such field examinations shall be at the sole expense of the relevant Majority Lender(sLoan Parties (it being understood and agreed that any Lender may, at its own cost and expense, participate in such appraisals). For the avoidance of doubt, any limitations on field examinations, including with respect to the frequency thereof, set forth in this Section 5.11 shall not limit or otherwise modify the Borrower’s obligations pursuant to Section 5.06. Each Loan Party acknowledges that the Administrative Agent, after conducting any such field examination, will prepare and distribute to the Lenders certain Reports pertaining to such field examination (including, without limitation, copies of the results of such field examination) for internal use by the Administrative Agent and the Lenders.

Field Examinations. No more than once in each one year periodAt any time that the Administrative Agent requests, the Company and the Subsidiaries will allow the Administrative Agent, at the request sole expense of the Facility Agent Loan Parties, to conduct, or engage a third party to conduct, field examinations (acting on the instructions of the Majority Lenders), the Obligors will permit, upon reasonable notice, the Facility Agent or its designee or representatives of the Lenders (“Lender Representatives”updates thereof) to conduct a field examination during normal business hours to ensure the adequacy of Collateral included in any the Borrowing Base and related reporting and control systems; provided that: that the Administrative Agent shall be entitled to conduct only one such field examination in any calendar year, except that (a) at any time when Availability shall have been less than the greater of (i) the lesser of (x) 20% of the total Revolving Commitments then in effect and (y) 20% of the total Borrowing Base then in effect and (ii) $47,500,000 for three consecutive Business Days, the Administrative Agent may conduct a second field examination in the then-current calendar year, (b) if a Specified an Event of Default has shall have occurred and is be continuing, there shall be no limitation on the number or frequency of such field examinations; and examinations that the Administrative Agent may conduct and (bc) if the Available ABL Commitment is less than Company or equal any Subsidiary shall have consummated any Permitted Acquisition, the Administrative Agent may conduct a separate field examination of the Collateral acquired thereby to the greater of (x) 20% of extent the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, Loan Parties desire to include such Collateral in the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggeredBorrowing Base. For purposes of this Subclausethe foregoing, it is understood and agreed that: (a) that a single field examination may consist of examinations of the assets of each Loan Party and may be conducted at multiple relevant sites and involve one or more relevant Obligors and their assets; (b) each relevant Borrower will supply to sites. Notwithstanding the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced foregoing, upon reasonable advance notice to the relevant Borrower and performed during normal business hours of Company, the relevant BorrowerAdministrative Agent may conduct, and all reasonable out-of-pocket costs of such or engage a third party to conduct, field examinations shall in addition to those authorized by the preceding sentences of this Section; provided that the Loan Parties will not be at responsible for the sole expense of the relevant Majority Lender(s)field examinations conducted pursuant to this sentence.

Field Examinations. No more than once in each one year three month period, at the request of the Facility Agent (acting on the instructions of the Majority Lenders), the Obligors will permit, upon reasonable notice, the Facility Agent or its designee or representatives of the Lenders (“Lender Representatives”) to conduct a field examination to ensure the adequacy of Collateral included in any Borrowing Base and related reporting and control systems; provided that: (a) if a Specified Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of such field examinations; and (b) if the Available ABL Commitment is less than or equal to the greater of (x) 20% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggered. For purposes of this Subclause, it is understood and agreed that: (a) a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable notice to the relevant Borrower and performed during normal business hours of the relevant Borrower, and all reasonable out-of-pocket costs of such field examinations shall be at the sole expense of the relevant Majority Lender(s).

Field Examinations. No more than once Once in each one year twelve month period, so long as Adjusted Excess Availability is not less than 40% of the Revolving Credit Line Cap, or no Specified Event of Default exists, at the request of the Facility Administrative Agent or a Co-Collateral Agent, the Loan Parties will permit the Administrative Agent, the Co-Collateral Agents or professionals engaged by Administrative Agent or the Co-Collateral Agents to conduct, and the Administrative Agent, Co-Collateral Agents or such professionals shall conduct, one field examination of (acting on a) the instructions books and records relating to the accounts of the Majority Lenders), Loan Parties and (b) the Obligors will permit, upon reasonable notice, the Facility Agent or its designee or representatives inventory of the Lenders (“Lender Representatives”) to conduct a field examination Loan Parties, in each case to ensure the adequacy of the Collateral included in any the Borrowing Base and related reporting and control systems; provided that: that (ai) if a Specified Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of field examinations that the Administrative Agent, Co-Collateral Agents or such field examinations; and professionals may conduct at the expense of Borrowers, (bii) if the Available ABL Commitment Adjusted Excess Availability is less than or equal to the greater of (x) 2040% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business DaysRevolving Credit Line Cap during such twelve month period, Administrative Agent, the Obligors will permit the Lender Representatives to Co-Collateral Agents or professionals engaged by them may conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) 2 field examinations during the such twelve month period commencing with at the expense of Borrowers, and (iii) Administrative Agent, the Co-Collateral Agents or professionals engaged by them may conduct such other field examinations any month during which this paragraph (b) is triggeredtime at their own expense. For purposes of this SubclauseSection 5.15, it is understood and agreed that: (a) that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors Loan Parties and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable advance notice to the relevant Parent Borrower and performed during normal business hours of the relevant Parent Borrower, and all reasonable out-of-pocket costs of such field examinations shall be at the sole expense of the relevant Majority Lender(s)Parent Borrower except for field examinations conducted pursuant to clause (iii) of this Section 5.15.

Field Examinations. No more than once in each one year periodAt any time that the Administrative Agent requests, the Company and the Restricted Subsidiaries will allow the Administrative Agent, at the request sole expense of the Facility Agent Loan Parties, to conduct, or engage a third party to conduct, field examinations (acting on the instructions of the Majority Lenders), the Obligors will permit, upon reasonable notice, the Facility Agent or its designee or representatives of the Lenders (“Lender Representatives”updates thereof) to conduct a field examination during normal business hours to ensure the adequacy of Collateral included in any the Borrowing Base and related reporting and control systems; provided that: that the Administrative Agent shall conduct only two such field examinations in any twelve-month period ending on or before the second anniversary of the Effective Date (excluding the initial field examination referred to in Section 4.01(r)), and one such field examination in any twelve-month period commencing thereafter, except that (a) at any time when Availability shall have been less than the greater of (i) 25% of the Line Cap then in effect and (ii) $31,250,000, the Administrative Agent may conduct a third field examination in the then-current twelve-month period (if ending on or before the second anniversary of the Effective Date), or a Specified second field examination in the then-current twelve-month period (if commencing thereafter), (b) if an Event of Default has shall have occurred and is be continuing, there shall be no limitation on the number or frequency of such field examinations; and examinations that the Administrative Agent may conduct and (bc) if the Available ABL Commitment is less than Company or equal any Restricted Subsidiary shall have consummated any Permitted Acquisition, the Administrative Agent may conduct a separate field examination of the Collateral acquired thereby to the greater of (x) 20% of extent the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, Loan Parties desire to include such Collateral in the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggeredBorrowing Base. For purposes of this Subclausethe foregoing, it is understood and agreed that: (a) that a single field examination may consist of examinations of the assets of each Loan Party and may be conducted at multiple relevant sites and involve one or more relevant Obligors and their assets; (b) each relevant Borrower will supply to sites. Notwithstanding the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced foregoing, upon reasonable advance notice to the relevant Borrower and performed during normal business hours of Company, the relevant BorrowerAdministrative Agent may conduct, and all reasonable out-of-pocket costs of such or engage a third party to conduct, field examinations shall in addition to those authorized by the preceding sentences of this Section; provided that the Loan Parties will not be at responsible for the sole expense of the relevant Majority Lender(s)field examinations conducted pursuant to this sentence.

Field Examinations. No (a) On no more than once in each one year period, at occasion per every consecutive 24 month period following the request of the Facility Agent (acting on the instructions of the Majority Lenders)most recent field examination date, the Obligors Loan Parties will permit, upon reasonable notice, the Facility Administrative Agent or its designee or representatives of the Lenders (“Lender Representatives”) to conduct a field examination to ensure the adequacy of Collateral included in any Borrowing Base and related reporting and control systemssystems (with the time of such engagement determined at the discretion of the Administrative Agent, or as requested by the Required Lenders); provided that: that (I) the Company shall be permitted to instruct the Administrative Agent to conduct a field examination if as of any date the most recently completed field examination (or the most recently completed update thereof, if applicable) is more than one year old and (II) the Administrative Agent may conduct a field examination at the discretion of the Administrative Agent, or shall conduct a field examination at the request of the Required Lenders if (a) the date of the most recently completed field examination (or the most recently completed update thereof, if a Specified applicable) is more than one year old and (b) either (i) Loans have been outstanding within the three months preceding such date or (ii) LC Exposure within the three months preceding such date has been greater than $200,000,000 at any time. Notwithstanding the foregoing, in addition to the field examinations permitted above (A) during any calendar year when Aggregate Availability is at any time less than the greater of (x) an amount equal to 20% of the Loan Cap Minimum then in effect and (y) an amount equal to 20% of the Loan Cap then in effect, one additional field examination shall be permitted at the discretion of the Administrative Agent or the Required Lenders per calendar year and (B) if an Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of such field examinations; and (b) if the Available ABL Commitment is less than or equal to the greater of (x) 20% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggered. For purposes of this SubclauseSection 5.12, it is understood and agreed that: (a) that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors Loan Parties and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day . All of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable notice to the relevant Borrower and performed during normal business hours of the relevant Borrower, and all reasonable out-of-pocket costs of such foregoing field examinations shall be at the sole expense of the relevant Majority Lender(s)Loan Parties. Notwithstanding the foregoing, the Lenders shall be permitted to conduct one additional field examination per calendar year at their own cost and expense. (b) To the extent a field examination is not completed between the Fourth Restatement Date and December 31, 2024, the Administrative Agent shall, and the Loan Parties will permit, upon reasonable notice, the Administrative Agent to, conduct one field examination, such field examination to be limited in scope to the Captive Insurance Subsidiary and the Sold A/R, but for the avoidance of doubt, include (x) eligibility of the Accounts constituting Sold A/R and (y) the flow of funds among the Company’s and its Subsidiaries’ collection accounts, the Captive Insurance Subsidiary Collection Account to the Captive Insurance Subsidiary.

Field Examinations. No On no more than once in each one year period, at occasion per every consecutive 24 month period following the request of the Facility Agent (acting on the instructions of the Majority Lenders)most recent field examination date, the Obligors Loan Parties will permit, upon reasonable notice, the Facility Administrative Agent or its designee or representatives of the Lenders (“Lender Representatives”) to conduct a field examination to ensure the adequacy of Collateral included in any Borrowing Base and related reporting and control systemssystems (with the time of such engagement determined at the discretion of the Administrative Agent, or as requested by either Collateral Agent or the Required Lenders); provided that: that (I) the Company shall be permitted to instruct the Administrative Agent to conduct a field examination if as of any date the most recently completed field examination (or the most recently completed update thereof, if applicable) is more than one year old and (II) the Administrative Agent may conduct a field examination at the discretion of the Administrative Agent, or shall conduct a field examination at the request of either Collateral Agent or the Required Lenders if (a) the date of the most recently completed field examination (or the most recently completed update thereof, if a Specified applicable) is more than one year old and (b) either (i) Loans have been outstanding within the three months preceding such date or (ii) LC Exposure within the three months preceding such date has been greater than $200,000,000 at any time. Notwithstanding the foregoing, in addition to the field examinations permitted above (A) during any calendar year when Aggregate Availability is at any time less than the greater of (x) an amount equal to 20% of the Loan Cap Minimum then in effect and (y) an amount equal to 20% of the Loan Cap then in effect, one additional field examination shall be permitted at the discretion of the Administrative Agent, either Collateral Agent or the Required Lenders per calendar year and (B) if an Event of Default has occurred and is continuing, there shall be no limitation on the number or frequency of such field examinations; and (b) if the Available ABL Commitment is less than or equal to the greater of (x) 20% of the ABL Commitments and (y) US$30,000,000 for a period of five consecutive Business Days, the Obligors will permit the Lender Representatives to conduct an additional examination (at the request of the Facility Agent (acting on the instructions of all Lenders)) during the twelve month period commencing with any month during which this paragraph (b) is triggered. For purposes of this SubclauseSection 5.12, it is understood and agreed that: (a) that a single field examination may be conducted at multiple relevant sites and involve one or more relevant Obligors Loan Parties and their assets; (b) each relevant Borrower will supply to the Facility Agent (for the Lenders) before each single field examination its Associated Reports prepared as at the last day . All of the last fiscal month; and (c) the Lender Representatives shall use commercially reasonable efforts to coordinate any such field exams. All such field examinations shall be commenced upon reasonable notice to the relevant Borrower and performed during normal business hours of the relevant Borrower, and all reasonable out-of-pocket costs of such foregoing field examinations shall be at the sole expense of the relevant Majority Lender(s)Loan Parties. Notwithstanding the foregoing, the Lenders shall be permitted to conduct one additional field examination per calendar year at their own cost and expense.