Common use of Accounting Records; Reports Clause in Contracts

Accounting Records; Reports. Maintain a standard and modern system for accounting in accordance with generally accepted accounting principles consistently applied throughout all accounting periods, and furnish to Lender: (a) borrowing base certificates (each, a “Borrowing Base Certificate”) on the last Business Day of each week (unless Excess Availability is less than $750,000, then on a daily basis). (b) sales registers, which must be provided simultaneously with each Borrowing Base Certificate. (c) Within 20 calendar days after the end of each month, as of the last day of the preceding month, aging and summary reports of Accounts and accounts payable in such form and detail as Lender may request. (d) Within 20 calendar days of each month end, a perpetual Inventory listing in such form and detail as Lender may reasonably request. (e) Within 30 calendar days after the end of each month of each fiscal year, a consolidated balance sheet of the Borrowers as of the close of each such month and of the comparable month in the preceding fiscal year, and statements of income and surplus of the Borrowers for each month and for that part of the fiscal year ending with each such month and for the corresponding period of the preceding fiscal year, all in reasonable detail and certified as true and correct (subject to audit and normal year-end adjustments) by the chief financial officer of the Borrowers. (f) As soon as available and in any event within 90 calendar days after the close of each fiscal year of Borrowers, a copy of Borrowers’ consolidated detailed long-form audit report for such year and accompanying financial statements, as prepared by independent certified public accountants of recognized standing selected by the Borrowers and reasonably acceptable to Lender, together with all management letters, which report shall be accompanied by an unqualified opinion of such accountants, in form satisfactory to Lender, to the effect that the financial statements fairly present the financial condition of the Borrowers and the results of its operations as of the relevant dates. (g) Within 90 calendar days after the end of each fiscal year of Borrowers, a schedule showing all insurance policies which the Borrowers had in force as of the end of such fiscal year, signed by an officer of the Borrowers. (1) As soon as possible and in any event within 30 calendar days after Borrowers know that any Reportable Event with respect to any Plan has occurred, a statement of the chief financial officer of the Borrowers setting forth details as to such Reportable Event and the action which the Borrowers propose to take with respect to the Reportable Event, together with a copy of the notice of such Reportable Event given to the Pension Benefit Guaranty Corporation, (2) promptly after the filing with the United States Secretary of Labor or the Pension Benefit Guaranty Corporation, copies of each annual report with respect to each Plan administered by the Borrower, promptly after receipt, a copy of any notices the Borrowers may receive from the Pension Benefit Guaranty Corporation or the Internal Revenue Service with respect to any Plan administered by the Borrowers; provided, however, this subpart shall not apply to notices of general application promulgated by the Pension Benefit Guaranty Corporation or the Internal Revenue Service; and (4) within five Business Days of filing, copies of any filings made with the Securities and Exchange Commission, NASDAQ or any other regulatory or governmental agency. (i) At least 30 calendar days prior to the end of each fiscal year end, preliminary pro forma cash flow, profit and loss and balance sheet forecasts for the succeeding 12 month period subject to revision by Parent’s board of directors within 30 days of the fiscal year end. (j) Within each monthly financial statement delivered by Borrowers, a letter of “covenant compliance” regarding Borrowers’ obligations under this Agreement, delivered to Lender and prepared, in form and substance acceptable to Lender, signed by an officer of Borrowers. (k) Unless sooner requested by Lender, within 90 days of each fiscal year end, a listing of the names and addresses of each Borrower’s customers during the prior 12 months. (l) All other reports, documents and information that Lender may reasonably request. At Lender’s request, information and reports required to be submitted to Lender by Borrowers (or Parent on behalf of Borrowers), to the extent practicable, shall be transmitted by electronic mail and shall be in a record layout format designated by Lender from time to time. All information sent by electronic mail shall be deemed an authenticated record sent by the individual and entity whose electronic mail address is provided thereon as “sender” or initiating party.

Accounting Records; Reports. Maintain a standard and modern system for accounting in accordance with generally accepted accounting principles consistently applied throughout all accounting periods, and furnish to Lender: (a) With each request for a Revolving Loan but no less frequently than the last Business Day of each week, borrowing base certificates (each, a “"Borrowing Base Certificate”") on as of the last Business Day close of each week (unless Excess Availability is less than $750,000, then on business of the preceding day in a daily basis)form acceptable to Lender. (b) On a daily basis, sales registers, registers (which must be provided simultaneously with each Borrowing Base Certificateshall include credits issued or taken). (c) Within 20 calendar days after the end of each month, as of the last day of the preceding month, aging and summary reports of Accounts and accounts payable in such form and detail as Lender may request. (d) Within 20 calendar days of each month end, a perpetual Inventory listing in such form and detail as Lender may reasonably request. (e) Within 30 calendar days after the end of each month of each fiscal year, a consolidated balance sheet of the Borrowers as of the close of each such month and of the comparable month in the preceding fiscal year, and statements of income and surplus of the Borrowers for each month and for that part of the fiscal year ending with each such month and for the corresponding period of the preceding fiscal year, all in reasonable detail and certified as true and correct (subject to audit and normal year-end adjustments) by the chief financial officer of the Borrowers. (f) As soon as available and in any event within 90 calendar days after the close of each fiscal year of Borrowers, a copy of Borrowers’ ' consolidated detailed long-form audit report for such year and accompanying financial statements, as prepared by independent certified public accountants of recognized standing selected by the Borrowers and reasonably acceptable to Lender, together with all management letters, which report shall be accompanied by an unqualified opinion of such accountants, in form satisfactory to Lender, to the effect that the financial statements fairly present the financial condition of the Borrowers and the results of its operations as of the relevant dates. (g) Within 90 calendar days after the end of each fiscal year of Borrowers, a schedule showing all insurance policies which the Borrowers had in force as of the end of such fiscal year, signed by an officer of the Borrowers. (1) As soon as possible and in any event within 30 calendar days after Borrowers know Borrower knows that any Reportable Event with respect to any Plan has occurred, a statement of the chief financial officer of the Borrowers setting forth details as to such Reportable Event and the action which the Borrowers propose to take with respect to the Reportable Event, together with a copy of the notice of such Reportable Event given to the Pension Benefit Guaranty Corporation, (2) promptly after the filing with the United States Secretary of Labor or the Pension Benefit Guaranty Corporation, copies of each annual report with respect to each Plan administered by the Borrower, promptly after receipt, a copy of any notices the Borrowers may receive from the Pension Benefit Guaranty Corporation or the Internal Revenue Service with respect to any Plan administered by the Borrowers; provided, however, this subpart shall not apply to notices of general application promulgated by the Pension Benefit Guaranty Corporation or the Internal Revenue Service; and (4) within five Business Days of filing, copies of any filings made with the Securities and Exchange Commission, NASDAQ or any other regulatory or governmental agency. (i) At least 30 calendar days prior to the end of each fiscal year end, preliminary pro forma cash flow, profit and loss and balance sheet forecasts for the succeeding 12 month period subject to revision by Parent’s Parents' board of directors within 30 days of the fiscal year end). (j) Within each monthly financial statement delivered by Borrowers, a letter of “"covenant compliance” " regarding Borrowers’ ' obligations under this Agreement, delivered to Lender and prepared, in form and substance acceptable to Lender, signed by an officer of Borrowers. (k) Unless sooner requested by Lender, within 90 days of each fiscal year end, a listing of the names and addresses of each Borrower’s 's customers during the prior 12 months. (l) All other reports, documents and information that Lender may reasonably request. At Lender’s request, information and reports required to be submitted to Lender by Borrowers (or Parent on behalf of Borrowers), to the extent practicable, shall be transmitted by electronic mail and shall be in a record layout format designated by Lender from time to time. All information sent by electronic mail shall be deemed an authenticated record sent by the individual and entity whose electronic mail address is provided thereon as “sender” or initiating party.

Accounting Records; Reports. Maintain a standard and modern system for accounting in accordance with generally accepted accounting principles consistently applied throughout all accounting periods, and furnish to Lender: (a) borrowing base certificates (each, a “Borrowing Base Certificate”) on the last Business Day of each week (unless Excess Availability is less than $750,000, then on a daily basis). (b) sales registers, which must be provided simultaneously with each Borrowing Base Certificate. (c) Within 20 15 calendar days after the end of each month, as of the last day of the preceding month, aging and summary reports of Accounts and accounts payable in such form and detail as Lender may request. (d) Within 20 calendar days of each month end, a perpetual Inventory listing in such form and detail as Lender may reasonably request. (b) On each Business Day, borrowing base certificates for each Borrower (each, a "Borrowing Base Certificate") as of the close of business of the preceding day in a form provided by Lender. (c) Accounts receivable and collection reports, on a daily basis. (d) Within 15 calendar days of each month end, a physical inventory report covering all Inventory (wherever located), including raw material, work-in-process, and finished goods in such form and detail as Lender may reasonably request, accompanied by a certificate of an officer of the applicable Borrowers in form and substance acceptable to Lender. (e) Within 10 Business Days of Lender's request, an Inventory report listing of all inventories of each Borrower including raw material, work-in-process and finished goods in such form and detail as Lender may reasonably request, accompanied by a certificate of an officer of such Borrower in form and substance acceptable to Lender. (f) Within 30 calendar days after the end of each month of each fiscal yearthe month, a consolidated an internally prepared balance sheet of the Borrowers each Borrower as of the close of each such month and of the comparable month in the preceding fiscal year, and statements of income and surplus of the Borrowers Borrower for each month and for that part of the fiscal year ending with each such month and for the corresponding period of the preceding fiscal year, all in reasonable detail and certified as true and correct (subject to audit and normal year-end adjustments) by the chief financial an officer of the BorrowersBorrower. (fg) As soon as available and in any event within 90 calendar days after the close of each fiscal year of BorrowersBorrower, a copy of Borrowers’ consolidated detailed long-form Centrum's audited financial statements and audit report for such year and accompanying report, including consolidating financial statementsstatements showing each Borrower, as prepared by independent certified public accountants of recognized standing selected by the Borrowers Borrower and reasonably acceptable to Lender, together with all management letters, which report shall be accompanied by an unqualified opinion of such accountants, in form satisfactory to Lender, to the effect that the financial statements fairly present the financial condition of the Borrowers Borrower and the results of its operations as of the relevant dates, and each such financial statement shall, if available at a reasonable cost to Borrower, be accompanied by a certification by the public accountants that there exists no Event of Default or other action, condition or event which, with the giving of notice or lapse of time or both, would constitute an Event of Default under this Agreement, or if such condition does exist, stating the nature thereof and the action, if any, Borrower is taking to correct such condition. (gh) Within 90 calendar days after the end of each fiscal year of BorrowersBorrower, a detailed schedule showing of all insurance policies which the Borrowers Borrower had in force as of the end of such fiscal year, signed by an officer of the BorrowersBorrower. (1) As soon as possible and in any event within 30 calendar days after Borrowers know Borrower knows that any Reportable Event with respect to any Plan has occurred, a statement of the chief financial an officer of the Borrowers Borrower setting forth details as to such Reportable Event and the action which the Borrowers propose Borrower proposes to take with respect to the Reportable Event, together with a copy of the notice of such Reportable Event given to the Pension Benefit Guaranty Corporation, (2) promptly after the filing with the United States Secretary of Labor or the Pension Benefit Guaranty Corporation, copies of each annual report with respect to each Plan administered by the Borrower, and (iii) promptly after receipt, a copy of any notices the Borrowers Borrower may receive from the Pension Benefit Guaranty Corporation or the Internal Revenue Service with respect to any Plan administered by the BorrowersBorrower; provided, however, this subpart (iii) shall not apply to notices of general application promulgated by the Pension Benefit Guaranty Corporation or the Internal Revenue Service; and (4) within five Business Days of filing, copies of any filings made with the Securities and Exchange Commission, NASDAQ or any other regulatory or governmental agency. (ij) At least 30 Within 90 calendar days prior to after the end of each fiscal year endyear, preliminary pro forma cash flow, profit and loss and balance sheet forecasts for the succeeding 12 month period subject to revision by Parent’s board of directors within 30 days of the fiscal year endperiod. (jk) Within 60 calendar days after the end of each monthly financial statement delivered by Borrowersquarter of each fiscal year, a letter of “"covenant compliance” " regarding Borrowers’ Borrower's obligations under this Agreement, delivered to Lender and prepared, in form and substance acceptable to Lender, signed by an officer of BorrowersBorrower. (k) Unless sooner requested by Lender, within 90 days of each fiscal year end, a listing of the names and addresses of each Borrower’s customers during the prior 12 months. (l) All other reports, documents and information that Lender may reasonably request. At Lender’s request, information and reports required to be submitted to Lender by Borrowers (or Parent on behalf of Borrowers), to the extent practicable, shall be transmitted by electronic mail and shall be in a record layout format designated by Lender from time to time. All information sent by electronic mail shall be deemed an authenticated record sent by the individual and entity whose electronic mail address is provided thereon as “sender” or initiating party.