Sprint - Nextel 2015 Annual Report Download - page 280

Lessor permit Lessor, or its agents or representatives, at the expense of Lessees ( provided that unless a Lease Event of Default shall
have occurred and be continuing, Lessees shall not be responsible for the expense of any such inspections other than one inspection
per year by Lessor) (i) to examine and make copies of and take abstracts from all books, records and documents (including computer
tapes and disks) reasonably related to Lessee Collateral, including any related Customer Leases, and (ii) to visit the offices and
properties of Lessees for the purpose of examining such materials described in clause (i), and to discuss matters reasonably related to
the Customer Leases and Device Leases or Lessees’ performance hereunder, and under the other Transaction Documents to which
any Lessee is a party, with any of the officers, directors, relevant employees or independent public accountants of the relevant
Lessee having Knowledge of such matters. Subject to Section 20 ( ConfidentialInformation) of the MLS Intercreditor Agreement,
Lessor and such agents and representatives shall be bound to treat any information received pursuant to this paragraph (g) as
confidential.
(h) Personal Data .Notwithstanding anything in any Transaction Document to the contrary, each Lessee shall ensure that
no Relevant Personal Data is transmitted or delivered to, or otherwise received by, Lessor if such transmission, delivery or receipt
would result in the violation by such Person of any Applicable Data Protection Laws or any Contractual Obligation; provided that,
upon the request of Lessor at any time after a Lease Event of Default has occurred and is continuing, the relevant Lessee shall, in
each case, at its own expense, co-operate, assist and otherwise take all necessary actions as may be required to ensure that all
Relevant Personal Data is transferred to Lessor (or such other Person as Lessor may direct) in accordance with all applicable Law
and any Contractual Obligations, including entering into any further deeds or documents which may be required to comply with any
such legislation or regulations relating to data protection.
(i) Notification of Default. Lessees shall furnish to Lessor and Collateral Agent as soon as possible and in any event within
two (2) Business Days after any Lessee obtains Knowledge of (A) the occurrence of any Lease Event of Default or Lease Default, a
statement by an appropriate officer of the relevant Lessee setting forth details of such Lease Event of Default or Lease Default and
the action which it proposes to take with respect thereto, which information shall be updated promptly from time to time; (B) any
litigation, investigation, proceeding or fact or circumstance that may exist at any time between it and any Person that could
reasonably be expected to result in a Material Adverse Effect or any litigation or proceeding to which it is a party relating to any
Transaction Document, notice of such litigation, investigation, proceeding, fact or circumstance; and (C) the existence of a Material
Adverse Effect, notice of such Material Adverse Effect.
(j) Audit. In relation to the administration of Devices and the Device Leases, each Lessee shall upon reasonable advance
notice provide access to its databases to Deloitte or another independent accounting firm selected by Lessor not more than twice per
calendar year, on a confidential basis, at the expense of Lessor, to confirm compliance in all material respects of certain procedures
with respect to certain documents and records relating to the administration of Device, Customer and Customer Lease information,
including without limitation the following:
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