Offices and Records Clause Samples

Offices and Records. The Borrower shall maintain its organizational form, jurisdiction of organization, organizational identification number, principal place of business and chief executive office and the office at which it stores its Records at the respective locations specified in Schedule 4.01(b) or, upon 30 days’ prior written notice to the Administrative Agent, at such other location in a jurisdiction where all action requested by the Administrative Agent pursuant to Section 12.13 shall have been taken with respect to the Borrower Collateral. The Borrower shall, and shall cause the Servicer to at its own cost and expense, maintain adequate and complete records of the Transferred Receivables and the Borrower Collateral, including records of any and all payments received, credits granted and merchandise returned with respect thereto and all other dealings therewith. The Borrower shall, and shall cause the Servicer to, by no later than the Effective Date, mark conspicuously with a legend, in form and substance satisfactory to the Administrative Agent, its books and records (including computer records) and credit files pertaining to the Borrower Collateral, and its file cabinets or other storage facilities where it maintains information pertaining thereto, to evidence this Agreement and the assignment and Liens granted pursuant to this Article VII. Upon the occurrence and during the continuance of a Termination Event, the Borrower shall, and shall cause the Servicer to, deliver and turn over such books and records to the Administrative Agent or its representatives at any time on demand of the Administrative Agent. Prior to the occurrence of a Termination Event and upon notice from the Administrative Agent or any Managing Agent, the Borrower shall, and shall cause the Servicer to, permit any representative of the Administrative Agent or any Managing Agent to inspect such books and records and shall provide photocopies thereof to the Administrative Agent or any Managing Agent as more specifically set forth in Section 7.05(b).

Offices and Records. The Borrower shall maintain its principal place of business and chief executive office and the office at which it stores its Records at the location specified in Schedule 4.01(b) or, upon 30 days' prior written notice to each of the Lenders, the Lender Agent, the Operating Agent and the Collateral Agent, at such other location in a jurisdiction where all action requested by each of the Lenders, the Lender Agent, the Operating Agent or the Collateral Agent pursuant to Section 12.15 shall have been taken with respect to the Borrower Collateral. The Borrower and the Servicer shall, at the Borrower's own cost and expense (except to the extent that such expense is borne by the Administrator pursuant to the Administration Agreement), maintain adequate and complete records of the Trust Investments and the Borrower Collateral, including records of any and all payments received, credits granted with respect thereto and all other dealings therewith. Upon the request of either of the Lenders, the Lender Agent, the Operating Agent or the Collateral Agent, the Borrower and the appropriate Service Provider shall ▇▇▇▇ conspicuously with a legend, in form and substance satisfactory to the Lender Agent, its books and records, computer tapes, computer disks and credit files pertaining to the Borrower Collateral, and its file cabinets or other storage facilities where it maintains information pertaining thereto, to evidence this Loan Agreement and the assignment and Liens granted pursuant to this Article VII. Upon the occurrence and during the continuance of an Event of Default, the Borrower and the Servicer shall, and shall cause the other Service Providers to, deliver and turn over such books and records to the Lender Agent or its representatives (including, without limitation, the Custodians) at any time on demand of the Lender Agent. Prior to the occurrence of an Event of Default and upon notice from the Lender Agent, the Borrower and the Servicer shall, and shall cause the other Service Providers to, permit any representative of the Lender Agent, the Operating Agent or the Collateral Agent to inspect such books and records and shall provide photocopies thereof to the Lender Agent, the Operating Agent and the Collateral Agent as more specifically set forth in Section 7.05(b).

Offices and Records. Each Originator shall maintain its organizational form, jurisdiction of organization or formation, organizational identification number, principal place of business and chief executive office and the office at which it keeps its Records at the respective locations specified in Schedule 4.01(b) or, upon 30 days’ prior written notice to Buyer and the Administrative Agent, at such other location in a jurisdiction where all action requested by Buyer, any Lender or the Administrative Agent pursuant to Section 6.13 shall have been taken with respect to the Transferred Receivables. Each Originator shall at its own cost and expense, for not less than three years from the date on which each Transferred Receivable was originated, or for such longer period as may be required by law, maintain adequate Records with respect to such Transferred Receivable, including records of all payments received, credits granted and merchandise returned with respect thereto. Upon the request of Buyer, each Originator shall (i) mark each Contract (other than invoices) evidencing each Transferred Receivable with a legend, acceptable to Buyer, evidencing that Buyer has purchased such Transferred Receivable and that the Administrative Agent, for the benefit of the Secured Parties, has a security interest in and lien thereon, and (ii) mark its master data processing records evidencing such Transferred Receivables with such a legend.

Offices and Records. Each Originator shall maintain its jurisdiction of organization, principal place of business and chief executive office and the office at which it keeps its Records at the respective locations specified in Schedule 4.01(b) or, upon 30 days’ prior written notice to Buyer and the Administrative Agent, at such other location in a jurisdiction where all action requested by Buyer, any Lender or the Administrative Agent pursuant to Section 6.13 shall have been taken with respect to the Transferred Receivables. Each Originator shall at its own cost and expense, for not less than three years from the date on which each Transferred Receivable was originated, or for such longer period as may be required by law, maintain adequate Records with respect to such Transferred Receivable, including records of all payments received, credits granted and merchandise returned with respect thereto. Upon the request of Buyer, each Originator shall (i) if any Termination Event shall have occurred, ▇▇▇▇ each Contract (other than invoices) evidencing each Transferred Receivable with a legend, acceptable to Buyer, evidencing that Buyer has purchased such Transferred Receivable and that the Administrative Agent, for the benefit of the Lenders, has a security interest in and lien thereon, and (ii) ▇▇▇▇ its master data processing records evidencing such Transferred Receivables with such a legend.

Offices and Records. The Borrower shall maintain its principal place of business and chief executive office and the office at which it stores its Records at the respective locations specified in Schedule 4.01(b) or, upon 30 days’ prior written notice to the Administrative Agent, at such other location in a jurisdiction where all action requested by the Administrative Agent pursuant to Section 14.14 shall have been taken with respect to the Borrower Collateral. Each of the Borrower and the Servicer shall, at its own cost and expense, maintain adequate and complete records of the Transferred Receivables and the Borrower Collateral, including records of any and all payments received, credits granted and merchandise returned with respect thereto and all other dealings therewith. Each of the Borrower and the Servicer shall, by no later than the Effective Date, ▇▇▇▇ conspicuously with a legend, in form and substance satisfactory to the Administrative Agent, its books and records (including computer records) and credit files pertaining to the Borrower Collateral, and its file cabinets or other storage facilities where it maintains information pertaining thereto, to evidence this Agreement and the assignment and Liens granted pursuant to this Article VIII. Upon the occurrence and during the continuance of a Termination Event, the Borrower and the Servicer shall deliver and turn over such books and records to the Administrative Agent or its representatives at any time on demand of the Administrative Agent. Prior to the occurrence of a Termination Event and upon reasonable notice from the Administrative Agent, the Borrower and the Servicer shall permit any representative of the Administrative Agent at reasonable times to inspect such books and records and shall provide photocopies thereof to the Administrative Agent as more specifically set forth in Section 8.05(b).

Offices and Records. The Borrower shall maintain its principal place of business and chief executive office and the office at which it stores its Records at the respective locations specified in Schedule 4.01(b) or, upon 30 days’ prior written notice to the Administrative Agent, at such other location in a jurisdiction where all action requested by the Administrative Agent pursuant to Section 12.13 shall have been taken with respect to the Borrower Collateral. The Borrower shall, and shall cause the Servicer to at its own cost and expense, maintain adequate and complete records of the Transferred Receivables and the Borrower Collateral, including records of any and all payments received, credits granted and merchandise returned with respect thereto and all other dealings therewith. The Borrower shall, and shall cause the Servicer to, ▇▇▇▇ conspicuously with a legend, in form and substance satisfactory to the Administrative Agent, its books and records (including computer records) and credit files pertaining to the Borrower Collateral, and its file cabinets or other storage facilities where it maintains information pertaining thereto, to evidence this Agreement and the assignment and Liens granted pursuant to this Article VII. Upon the occurrence and during the continuance of a Termination Event, the Borrower shall, and shall cause the Servicer to, deliver and turn over such books and records to the Administrative Agent or its representatives at any time on demand of the Administrative Agent. Prior to the occurrence of a Termination Event and upon notice from the Administrative Agent, the Borrower shall, and shall cause the Servicer to, permit any representative of the Administrative Agent to inspect such books and records and shall provide photocopies thereof to the Administrative Agent as more specifically set forth in Section 7.05(b).

Offices and Records. ACFS and the Borrowers will permit representatives of the Revolver Collateral Agent, the Facility Representatives and the Master Collateral Agent, at the expense of ACFS in the case of one visit per year, at any time and from time to time during normal business hours (i) to inspect and make copies of and abstracts from its records regarding the Collateral and Designated Term Series, and (ii) to visit the properties of the Borrowers or ACFS utilized in connection with the servicing of the Designated Term Series for the purpose of examining such records, and to discuss matters relating to the Designated Term Series or the Borrowers' or ACFS' performance under this Agreement with any officer or employee of the Borrowers or ACFS having knowledge of such matters, provided that the Person seeking such information has given the Borrowers or ACFS prior written notice of its intent to inspect or visit and provided, further that no such Person shall so inspect or visit the Borrowers or ACFS more frequently than once per quarter unless a Default or an Event of Default has occurred and is continuing or ACFS otherwise consents to such additional inspection or visit. If a Default or Event of Default has occurred and is continuing, such inspection or visit shall be at the expense of the Borrowers. Each of the Borrowers and ACFS agrees to render to the Revolver Collateral Agent and the Master Collateral Agent such clerical and other assistance as may be reasonably requested with regard to the foregoing. Neither Borrower shall change its name, identity or corporate structure to such an extent that any financing statement filed by the Master Collateral Agent in connection with this Agreement would become seriously misleading, unless it shall have given the Master Collateral Agent and the Revolver Collateral Agent at least 30 days' prior written notice of such change.

Offices and Records. Such Seller shall maintain its jurisdiction of organization, principal place of business and chief executive office at the respective locations specified in Schedule 4.01(b) or, upon 15 days’ prior written notice to Buyer and the Administrative Agent, at such other location in a jurisdiction where all action requested by Buyer or the Administrative Agent pursuant to Section 6.13 shall have been taken with respect to the Transferred Receivables. Such Seller shall at its own cost and expense, for not less than three years from the date on which each Transferred Receivable was originated, or for such longer period as may be required by law, maintain adequate Records with respect to such Transferred Receivable, including records of all payments received, credits granted and merchandise returned with respect thereto. Upon the request of Buyer, such Seller shall (i) ▇▇▇▇ each Contract (other than invoices) evidencing each Transferred Receivable with a legend, acceptable to Buyer, evidencing that Buyer has purchased such Transferred Receivable and that the Administrative Agent, for the benefit of the Lenders, has a security interest in and lien thereon, and (ii) ▇▇▇▇ its master data processing records evidencing such Transferred Receivables with such a legend.

Offices and Records. (a) Neither the Borrower nor the Guarantor shall establish or maintain an executive office or a place of business within the United States of America, its territories or possessions (including the Commonwealth of Puerto Rico) other than at [location] in the City of [city] and the State of [state]. (b) The Borrower and the Guarantor shall maintain all records relating to, and executed copies of, this Agreement, or the subject matter of any thereof, at [location] in the City of [city] and the State of [state].