Common use of Field Examinations Clause in Contracts

Field Examinations. At any time that the Administrative Agent requests, the Borrowers and the Subsidiaries will allow the Administrative Agent, at the sole expense of the Borrowers, to conduct, or engage a third party to conduct, field examinations (or updates thereof) during normal business hours to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems; provided, 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 any Revolving Loan is outstanding or the LC Exposure is equal to or greater than $75,000,000, the Administrative Agent may conduct a second field examination in the then-current calendar year, (b) at any time when Availability shall have been less than 20% of the aggregate Revolving Commitments then in effect for three consecutive Business Days, the Administrative Agent may conduct a second or a third field examination in the then-current calendar year and (c) if an Event of Default shall have occurred and be continuing, there shall be no limitation on the number of field examinations that the Administrative Agent may conduct. For purposes of the foregoing, it is understood that a single field examination may consist of examinations of the assets of each Borrower and may be conducted at multiple sites. Notwithstanding the foregoing, upon reasonable advance notice to the Borrower, the Administrative Agent may conduct, or engage a third party to conduct, field examinations in addition to those authorized by the preceding sentences of this Section; provided that the Borrowers will not be responsible for the expense of field examinations conducted pursuant to this sentence.

Field Examinations. At any time that the Administrative Agent requests, the Borrowers Company and the Subsidiaries will allow the Administrative Agent, at the sole expense of the BorrowersLoan Parties, to conduct, or engage a third party to conduct, field examinations (or updates thereof) upon reasonable prior notice during normal business hours to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems; provided, provided 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 any Availability shall have been less than the greater of (i) the lesser of (x) 20% of the total Revolving Loan is outstanding or Commitments then in effect and (y) 20% of the LC Exposure is equal to or greater than total Borrowing Base then in effect and (ii) $75,000,00095,000,000 for three consecutive Business Days, the Administrative Agent may conduct a second field examination in the then-current calendar year, (b) at any time when Availability shall have been less than 20% of the aggregate Revolving Commitments then in effect for three consecutive Business Days, the Administrative Agent may conduct a second or a third field examination in the then-current calendar year and (c) if an Event of Default shall have occurred and be continuing, there shall be no limitation on the number of field examinations that the Administrative Agent may conductconduct and (c) if the Company or any Subsidiary shall have consummated any Permitted Acquisition, the Administrative Agent may conduct a separate field examination of the Collateral acquired thereby to the extent the Loan Parties desire to include such Collateral in the Borrowing Base. For purposes of the foregoing, it is understood that a single field examination may consist of examinations of the assets of each Borrower Loan Party and may be conducted at multiple sites. Notwithstanding the foregoing, upon reasonable advance notice to the BorrowerCompany, the Administrative Agent may conduct, or engage a third party to conduct, field examinations in addition to those authorized by the preceding sentences of this Section; provided that the Borrowers Loan Parties will not be responsible for the expense of field examinations conducted pursuant to this sentence.

Field Examinations. At any time that the Administrative Agent requests, the Borrowers Company and the Restricted Subsidiaries will allow the Administrative Agent, at the sole expense of the Borrowers, Agent to conduct, or engage a third party to conduct, field examinations (or updates thereof) upon reasonable prior notice during normal business hours to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems; provided, provided that the Administrative Agent shall be entitled to conduct only one such field examination in any calendar yearperiod of 12 consecutive months, except that (a) at any time when any Revolving Loan is outstanding or the LC Exposure is equal to or greater than $75,000,000, the Administrative Agent may conduct a second field examination in the then-current calendar year, (b) at any time when Availability shall have been less than 20the greater of (i) 17.5% of the aggregate Revolving Commitments Credit Limit then in effect and (ii) $70,000,000 for three consecutive Business Days, the Administrative Agent may conduct a second or a third field examination in the then-current calendar year and during such period, (cb) if an Event of Default shall have occurred and be continuing, there shall be no limitation on the number of field examinations that the Administrative Agent may conductconduct and (c) if the Company or 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 extent the Loan Parties desire to include such Collateral in the Borrowing Base. For purposes of the foregoing, it is understood that a single field examination may consist of examinations of the assets of each Borrower Loan Party and may be conducted at multiple sites. The first field examination requested during any period of 12 consecutive months shall be at the expense of the Loan Parties unless (A) Availability shall have been equal to or greater than 70% of the Credit Limit at all times during the period of 12 consecutive months preceding such request and (B) such field examination is not requested pursuant to clause (b) or (c) of the proviso in the first sentence of this Section, in which case the Loan Parties shall not be responsible for the expense of such field examination. Any field examination requested pursuant to the proviso in the first sentence of this Section shall be at the expense of the Loan Parties, except in the case of clause (a) thereof, if prior to the Administrative Agent’s request for a second field examination, Availability shall have been greater than or equal to the greater of (x) 17.5% of the Credit Limit then in effect and (y) $70,000,000 for 30 consecutive days, in which case the Loan Parties shall not be responsible for the expense of such second field examination. Notwithstanding the foregoing, upon reasonable advance notice to the BorrowerCompany, the Administrative Agent may conduct, or engage a third party to conduct, one field examinations examination in any calendar year in addition to those authorized by the preceding sentences of this Section; provided that the Borrowers Loan Parties will not be responsible for the expense of field examinations conducted pursuant to this sentence.

Field Examinations. At any time that the Administrative Agent requests, the Borrowers Company and the Restricted Subsidiaries will allow the Administrative Agent, at the sole expense of the Borrowers, Agent to conduct, or engage a third party to conduct, field examinations (or updates thereof) upon reasonable prior notice during normal business hours to ensure the adequacy of Collateral included in the Borrowing Base and related reporting and control systems; provided, provided 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 any Revolving Loan is outstanding or Availability shall have been less than the LC Exposure is equal to or greater than of (i) 17.5% of the Credit Limit then in effect and (ii) $75,000,00085,000,000 for three consecutive Business Days, the Administrative Agent may conduct a second field examination in the then-current calendar year, (b) at any time when Availability shall have been less than 20% of the aggregate Revolving Commitments then in effect for three consecutive Business Days, the Administrative Agent may conduct a second or a third field examination in the then-current calendar year and (c) if an Event of Default shall have occurred and be continuing, there shall be no limitation on the number of field examinations that the Administrative Agent may conductconduct and (c) if the Company or 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 extent the Loan Parties desire to include such Collateral in the Borrowing Base. For purposes of the foregoing, it is understood that a single field examination may consist of examinations of the assets of each Borrower Loan Party and may be conducted at multiple sites. The first field examination requested during any 12 month period shall be at the expense of the Loan Parties unless (A) Availability shall have been equal to or greater than 70% of the Credit Limit at all times during the period of 12 months preceding such request and (B) such field examination is not requested pursuant to clause (b) or (c) of the proviso in the first sentence of this Section, in which case the Loan Parties shall not be responsible for the expense of such field examination. Any field examination requested pursuant to the proviso in the first sentence of this Section shall be at the expense of the Loan Parties, except in the case of clause (a) thereof, if prior to the Administrative Agent’s request for a second field examination, Availability shall have been greater than or equal to the greater of (x) 17.5% of the Credit Limit then in effect and (y) $85,000,000 for 30 consecutive days, in which case the Loan Parties shall not be responsible for the expense of such second field examination. Notwithstanding the foregoing, upon reasonable advance notice to the BorrowerCompany, the Administrative Agent may conduct, or engage a third party to conduct, one field examinations examination in any calendar year in addition to those authorized by the preceding sentences of this Section; provided that the Borrowers Loan Parties will not be responsible for the expense of field examinations conducted pursuant to this sentence.