Inventory Appraisals and Field Examinations Sample Clauses

Inventory Appraisals and Field Examinations. (a) Holdings shall cooperate with (and cause its Subsidiaries to cooperate with) the Administrative Agent in connection with appraisals of Inventory that shall be in form and detail and from third-party appraisers reasonably acceptable to the Administrative Agent (each, an “Inventory Appraisal”) for the purpose of determining the amount of the Revolving Borrowing Base and FILO Borrowing Base attributable to Inventory and the Administrative Agent may carry out, at the Borrowers’ expense, (i) one (1) Inventory Appraisal during any twelve (12) month period (it being understood and agreed that the Administrative Agent may (and absent any direction from the Requisite Lenders or regulatory requirements to the contrary (as determined by the Administrative Agent in good faith), shall utilize all good faith efforts to) defer any such Inventory Appraisal if no Collateral Monitoring Trigger Event has occurred during such twelve (12) month period until such time as a Collateral Monitoring Triggering Event shall occur); provided, however, that (i)(A) at any time on or after the date on which Excess Availability has been less than the greater of (x) $150,000,000 and (y) 15.0% of the Modified Revolving Loan Cap, in each case, for five (5) consecutive Business Days, the Administrative Agent may carry out, at the Borrowers’ expense, two (2) Inventory Appraisals during the twelve (12) month period following such event, and (B) at any time during the continuation of a Specified Event of Default, the Administrative Agent may carry out, at the Borrowers’ expense, Inventory Appraisals as frequently as determined by the Administrative Agent in its Permitted Discretion and (ii) in addition to the foregoing clause (i), the Administrative Agent may carry out, at the Lenders’ expense, one (1) additional Inventory Appraisal in any twelve (12) month period. In connection with any such Inventory Appraisal, the Borrowers shall furnish to the Administrative Agent any information that the Administrative Agent may reasonably request regarding the determination and calculation of the Revolving Borrowing Base or the FILO Borrowing Base, including correct and complete copies of any invoices, underlying agreements, instruments or other documents and the identity of all Account Debtors in respect of Accounts referred to therein. (b) Holdings shall cooperate with (and cause its Subsidiaries to cooperate with) the Administrative Agent in connection with field audits (including field audits conduc...
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Inventory Appraisals and Field Examinations. Sections 7.4(c) and (d) of the Credit Agreement are hereby deleted in their entirety and the following is substituted in their stead:
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Inventory Appraisals and Field Examinations. Permit Agent or Agent’s representatives to (a) perform net orderly liquidation value appraisals, including, without limitation, desktop Collateral appraisals and full Collateral appraisals, in each case, as Agent deems appropriate in Agent’s Credit Judgment, and (b) conduct field examinations at Borrowers’ cost and expense as Agent deems appropriate in Agent’s Credit Judgment. The full Collateral appraisals under Section 9.17(a) will be performed on an annual basis at such time as Agent elects, provided that at any time after the occurrence and during the continuation of any Event of Default, Agent or Agent’s representatives may perform such appraisals at any time and as many times per year as Agent may request in its sole discretion. No Receivables or Inventory acquired pursuant to or in connection with a Permitted Acquisition (including Receivables or Inventory of a Subsidiary acquired in connection with a Permitted Acquisition) may be included in the calculation of the Formula Amount unless and until Agent has received the results of a field examination, collateral audit or appraisal in respect of such Receivables or Inventory, which is in form and substance acceptable to Agent.
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Inventory Appraisals and Field Examinations. Permit Agent or Agent’s representatives to (a) perform net orderly liquidation value appraisals, including, without limitation, desktop Collateral appraisals and full Collateral appraisals, in each case, as Agent deems appropriate in Agent’s Credit Judgment, and (b) conduct field examinations at Borrowers’ cost and expense as Agent deems appropriate in Agent’s Credit Judgment. The appraisals or examinations under this Section 9.17 will be performed on an annual basis at such time as Agent elects; provided, that at any time after the occurrence and during the continuation of any Event of Default, Agent or Agent’s representatives may perform such appraisals or examinations at any time and as many times per year as Agent may request in its sole discretion.
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Inventory Appraisals and Field Examinations. Holdings shall cooperate with (and cause its Subsidiaries to cooperate with) the Administrative Agent in connection with appraisals of Inventory that shall be in form and detail and from third-party appraisers reasonably acceptable to the Administrative Agent (each, an “Inventory Appraisal”) for the purpose of determining the amount of the Revolving Borrowing Base and FILO Borrowing Base attributable to Inventory and the Administrative Agent may carry out, at the Borrowers’ expense, (i) one (1) Inventory Appraisal during any twelve (12) month period; provided, however, that (i)(A) at any time on or after the date on which Excess Availability has been less than the greater of (x) $150,000,000 and (y) 15.0% of the Modified Revolving Loan Cap, in each case, for five (5) consecutive Business Days, the Administrative Agent may carry out, at the Borrowers’ expense, two (2) Inventory Appraisals during the twelve (12) month period following such event, and (B) at any time during the continuation of a Specified Event of Default, the Administrative Agent may carry out, at the Borrowers’ expense, Inventory Appraisals as - 189 -
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Related to Inventory Appraisals and Field Examinations

  • 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.

  • 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.

  • 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.

  • Eye Examinations For all covered EMPLOYEES required to use VDTs on average at least two (2) hours per day, the Department will provide a base line eye examination at the Occupational Safety and Health facility ("OSH"), followed by an eye examination at OSH once a year.

  • Regulatory Examinations The Sub-Advisor will cooperate promptly and fully with the Advisor and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or the Advisor brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the SEC).