Access to Records. If Sumitovant determines in good faith that there may be a material inaccuracy in the Company’s financial statements or deficiency or inadequacy in the Company’s internal accounting controls or operations that could reasonably be expected to materially impact Sumitovant’s financial statements, and at Sumitovant’s request, the Company will provide Sumitovant’s internal auditors with reasonable access to the Company’s books and records so that Sumitovant may conduct reasonable audits relating to the financial statements provided by the Company under this Agreement, as well as to the internal accounting controls and operations of the Company.

Access to Records. From time to time and, prior to the occurrence and continuance of an Unmatured Event of Default or Event of Default, upon not less than five Business Days advance notice, the Loan Parties shall permit the Administrative Agent or any Person designated by the Administrative Agent or Initial Lender and at the sole cost and expense of the Loan Parties, to, during normal hours, visit and inspect at reasonable intervals its and any Person to which it delegates any of its duties under the Transaction Documents books, records and accounts relating to its business, financial condition, operations, assets and its performance under the Transaction Documents, and to make copies thereof or abstracts therefrom, and to discuss the foregoing with its and such Person’s officers, partners, employees and accountants, all as often as the Administrative Agent or Initial Lender may reasonably request; provided that # the Administrative Agent and Initial Lender shall use all reasonable efforts to coordinate their inspections and # so long as an Event of Default has not occurred or is continuing, the Loan Parties are responsible for the cost and expense of no more than one site visit in any calendar year.

Access to Records. Guarantor shall give Lender and its representatives access to, and permit Lender and such representatives to examine, copy or make extracts from, any and all books, records and documents in the possession of Guarantor relating to the performance of Guarantor’s obligations hereunder and under any of the Loan Documents, all at such times and as often as Lender may reasonably request. If Guarantor is not an individual, Guarantor shall continuously maintain its existence and shall not dissolve or permit its dissolution.

Access to Records. Each Party shall have the right, at mutually agreed times during normal business hours on Business Days and upon reasonable notice, to obtain from the other Party access to and copies (at its own cost) of the records maintained by the other Party pursuant to Section 5.9.1 solely to the extent relating to any Licensed Product or any Development, ​ = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.

Access to Records. Pending Closing, the Company shall, and Seller shall cause the Company to, at all reasonable times, and upon reasonable prior notice, make the assets and properties and financial, operational and other books and records of the Company available for examination, inspection and review by Buyer and its representatives who are bound by the terms of the Confidentiality Agreement; provided, however, that # Buyer shall not contact any customer of the Company without Seller’s prior written consent, # Buyer’s inspections and examinations shall be conducted during normal business hours, # Buyer shall not unreasonably disrupt the normal operations of the Company, and # in no event shall Buyer be permitted to perform any invasive or intrusive environmental testing and/or sampling without Seller’s prior written consent to such testing and the proposed scope of same. Buyer hereby acknowledges and agrees that neither the review by Buyer or its agents or representatives pursuant to this Section 6.02, nor the existence of this Section 6.02, shall be interpreted as any manner of “due diligence” condition precedent to the consummation of any of the transactions contemplated hereby.

Access to Records. From time to time and, prior to the occurrence and continuance of an Unmatured Event of Default or Event of Default, upon not less than five Business Days advance notice, the Loan Parties shall permit the Administrative Agent or any Person designated by the Administrative Agent or Initial Lender and at the sole cost and expense of the Loan Parties, to, during normal hours, visit and inspect at reasonable intervals its and any Person to which it delegates any of its duties under the Transaction Documents books, records and accounts relating to its business, financial condition, operations, assets and its performance under the Transaction Documents, and to make copies thereof or abstracts therefrom, and to discuss the foregoing with its and such Person’s officers, partners, employees and accountants, all as often as the Administrative Agent or Initial Lender may reasonably request; provided that # the Administrative Agent and Initial Lender shall use all reasonable efforts to coordinate their inspections and # so long as an Event of Default has not occurred or is continuing, the Loan Parties are responsible for the cost and expense of no more than one site visit in any calendar year.

Access to Records. In order to facilitate Parent’s tax, accounting, SEC, and other legal obligations, for a period of ten (10) years after the Effective Time, Executive shall and shall cause Buyer to: # retain the books and records included in the Assets ([Exhibit A]) and related to periods prior to the Effective Time in a manner reasonably consistent with the prior practices of Company; and # upon reasonable notice, afford the representatives of Parent reasonable access (including the right to make, at Parent’s expense, photocopies), during normal business hours, to such books and records.

RECORDS; ACCESS. The Adviser shall maintain appropriate records of its activities hereunder and make such records available for inspection by the Board and by counsel, auditors and authorized agents of the Company, at any time or from time to time during normal business hours. The Adviser shall at all reasonable times have access to the books and records of the Company and the Operating Partnership.

Access to Tax Records. Mtron shall make available, and cause its Subsidiaries to make available, to members of [[LGL:Organization]] for inspection and copying # all Tax Records in their possession that relate to a Pre-Distribution Period, and # the portion of any Tax Record in their possession that relates to a Post-Distribution Period and which is reasonably necessary for the preparation of a Tax Return by a member of [[LGL:Organization]] or any of their Affiliates or with respect to any Tax Contest with respect to such return. [[LGL:Organization]] shall make available, and cause its Subsidiaries to make available, to members of the Mtron Group for inspection and copying the portion of any Tax Record in their possession that relates to a Pre-Distribution Period and which is reasonably necessary for the preparation of a Tax Return by a member of the Mtron Group or any of their Affiliates or with respect to any Tax Contest with respect to such return.

Access to Tax Records. Mtron shall make available, and cause its Subsidiaries to make available, to members of the LGL Group for inspection and copying # all Tax Records in their possession that relate to a Pre-Distribution Period, and # the portion of any Tax Record in their possession that relates to a Post-Distribution Period and which is reasonably necessary for the preparation of a Tax Return by a member of the LGL Group or any of their Affiliates or with respect to any Tax Contest with respect to such return. LGL shall make available, and cause its Subsidiaries to make available, to members of the Mtron Group for inspection and copying the portion of any Tax Record in their possession that relates to a Pre-Distribution Period and which is reasonably necessary for the preparation of a Tax Return by a member of the Mtron Group or any of their Affiliates or with respect to any Tax Contest with respect to such return.