Common use of Collateral Reporting Clause in Contracts

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;

Collateral Reporting. it will Each Loan Party (or in the case of clause (h) below, the Borrower) shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as upon the request of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent, a schedule of credit notessuch Loan Party's and its Subsidiaries' respective Accounts created, a summary credits given, cash collected and other adjustments to Accounts of collections of accounts receivable, a schedule of Accounts created such Loan Party since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon requestthe request of the Agent, copies an aging of invoicessuch Loan Party's and its Subsidiaries' respective Accounts, credit notestogether with a reconciliation to the previous aging delivered to the Agent of such Loan Party's and its Subsidiaries' respective Accounts and to such Loan Party's and its Subsidiaries' respective general ledgers, shipping and, in the case of the Borrower, to the corresponding Borrowing Base and, in each case, accompanied by such supporting detail and delivery documentsdocumentation as shall be requested by the Agent in its reasonable discretion; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect upon request of the immediately preceding monthAgent, a report of open vouchers payable by vendor; (d) monthly perpetual inventory upon request of the Agent, Inventory reports by category category, with additional detail showing additions to be delivered no later than and deletions from the 10th day of each month Inventory, together with a reconciliation to such Loan Party's general ledger and, in respect the case of the immediately preceding monthBorrower, to the Combined Availability; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details upon request of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon requestAgent, copies of purchase ordersinvoices in connection with such Loan Party's and its Subsidiaries' respective Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with such Loan Party's and its Subsidiaries' respective Accounts and for Inventory and Equipment acquired by that Trading Companysuch Loan Party or any of its Subsidiaries, purchase orders and invoices; (if) upon request of the Agent, a statement of the balance of each of the Intercompany Accounts; (g) such other reports as to the Collateral of such Loan Party and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Subsidiaries as the Agent shall reasonably request from time to time; (h) on a monthly basis (not later than the fifteenth day after the last day of the previous month with the information thereon to be as of the last day of such previous month), a Borrowing Base Certificate; provided, that during each Accelerated Delivery Period, the appropriate Loan Parties shall deliver a Borrowing Base Certificate to the Agent on a weekly basis (not later than the third Business Day after the last Business Day of the previous week with the information thereon to be as of the last Business Day of such previous week); (i) on a monthly basis, by the 15th day of the following month, a detailed report of Major Credit Card Receivables and Inventory of such Loan Party; provided that if a Borrowing Base Certificate is otherwise then required to be delivered on a weekly basis pursuant to clause (h) above as a result of the occurrence of a Combined Availability Threshold Event, then such report shall be delivered for such week at the time the Borrowing Base Certificate for such week is or would be required to be delivered; and (j) certificates with the delivery of each of the foregoing, a certificate of such Loan Party executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;.

Collateral Reporting. it will provide (a) Deliver, on behalf of each Loan Party, to the Revolving Agent (and if so requested by the Revolving Agent, in with copies to each case in respect Revolving Lender) each of each Trading Company, and on a consolidated and consolidating basis, with the following documents set forth below at the following times in form satisfactory to the Revolving Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (ci) monthly ageings of accounts receivable to be delivered (no later than the 10th day tenth (10th) Business Day of each month in respect of the immediately preceding month), and with each request for a Borrowing, an executed Borrowing Base Certificate; (dii) monthly perpetual inventory reports by category to be delivered (no later than the 10th day tenth (10th) Business Day of each month in respect month), (A) a detailed report regarding Borrower’s and its Subsidiaries’ cash and Cash Equivalents, and (B) a detailed report showing additions of, and deletions to, Eligible Inventory, and a calculation of the immediately preceding monthnet book value (calculated in accordance with GAAP on a basis consistent with Borrower’s historical accounting practices) of Eligible Inventory at the end of such period; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; monthly (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th thirtieth (30th) day of the following each month), together with (A) a specific breakdown (in reasonable detail) reconciliation of the monthly ageings of Accounts and trade accounts payable of each Loan Party’s general ledger accounts to the largest ten supplier creditors of Ideal its monthly financial statements including any book reserves related to each category, and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier(B) a detailed report describing accrued expenses; (hiv) with effect from any Inventory Eligibility Dateon the last day of each fiscal quarter, upon request(A) a report regarding Borrower’s and its Subsidiaries’ accrued but unpaid, copies of purchase orders, invoicesad valorem taxes, and delivery documents for Inventory and Equipment acquired (B) a Perfection Certificate or a supplement to the Perfection Certificate, if requested by that Trading CompanyRevolving Agent; (iv) on the last day of each fiscal year, a detailed list of Borrower’s and its Subsidiaries’ customers, with address and contact information; and (vi) promptly, upon request by Revolving Agent, (A) an insurance claim report, and (B) such other reports as to the Collateral or the financial condition of Borrower and its Subsidiaries, as Revolving Agent may reasonably request. (b) Notwithstanding clause (a) above, to the Accounts extent (i) Excess Availability is less than $15,000,000 or (ii) any Event of Default then exists, the items, certificates and information set forth in clause (a)(i), (a)(ii) and (a)(iii) shall be delivered to the Revolving Agent on a weekly basis (on the second (2nd) Business Day of each such week) (c) Borrower hereby authorises the agrees to use, and to cause its Subsidiaries to use, commercially reasonable efforts in cooperation with Revolving Agent to make enquiries facilitate and implement a system of its customers electronic collateral reporting in this respectorder to provide electronic reporting of each of the items set forth in clause (a) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;above.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, (a) Provide Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (ei) on a monthly basis, as soon as practicable but in any event by no later than the 30th day of each month during the term of this agreement, (A) a Borrowing Base Certificate dated as of the last day of the immediately preceding month (a "Month End Borrowing Base Certificate"), (B) a report listing reconciling the top ten balance owing to each Material Carrier according to Borrower's records with the amount claimed by such Material Carrier as being owed by Borrower together with a certificate from an officer of Borrower stating that there are no material disputes with any material carriers except as are set forth in such certificate, and (10C) customers of Ideal during that month, providing (i) details a calculation of the level of sales made to each such customerDilution for the prior month; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable weekly basis, by no later than the 10th 2nd Business Day following the last day of each week (for which purpose, weeks shall be deemed to end at the following close of business on each Friday) a report detailing Borrower's available cash, Collections for the then current month, together with and planned disbursements for the week following the date of such report; (iii) on a specific breakdown (in reasonable detail) quarterly basis, a detailed list of the monthly ageings of accounts payable Borrower's customers delivered to Customer List Escrow Agent pursuant to the largest ten supplier creditors of Ideal Customer List Escrow Agreement; and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (iiv) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the as Agent to make enquiries of its customers in this respect) as the Agent shall may reasonably request from time to time; and. (jb) certificates of an officer of Ideal certifying If at any time, Availability, as determined based on a Month End 50 Borrowing Base Certificate, is less than $7,500,000, then until such time as Availability, as determined based on a subsequent Month End Borrowing Base Certificate exceeds $7,500,000, Borrower shall deliver any and all reports, certificates, and other information required to the foregoing;be delivered pursuant to Section 6.2(a) on a weekly basis, or as frequently as Agent may otherwise reasonably request.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agents with the following documents at the following times in a form satisfactory to the Agent: Agents (a) on a weekly monthly basis on each Wednesday based on figures or more frequently as of the previous Friday, either Agent may reasonably request (i) a Borrowing Base Certificate incorporatingin the form of Exhibit I hereto (or such other form as the Administrative Agent may require), inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by locationii) based on the perpetual inventory reports by category and location (with such further details as to the mix of Inventory as either Agent may request; ), and (iii) agings of accounts payable; (b) upon requestreasonable request of either Agent (i) the stock status reports of Borrower, (ii) reports on sales and use tax payment and including monthly sales and use tax accruals, (iii) reports of amounts of consigned Inventory held by Borrower by category and consignor, (iv) reports of sales of Inventory indicating net sales, (v) reports of aggregate Inventory purchases (including all costs related thereto, such as freight, duty and taxes) and identifying items of Inventory in transit to Borrower related to the applicable documentary letter of credit and/or ▇▇▇▇ of lading number, (vi) reports of the Cost of the Inventory (net of markdowns), (vii) reports on the status of all payments to owners and lessors of the leased retail store locations of Borrower and other leased premises of Borrower, (viii) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (ix) copies of shipping and delivery documents; , (cx) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrower, (ixi) reports by retail store location of sales and operating profits for each such retail store location (xii) reports of sales for each category of Inventory and (xiii) the monthly statements received by Borrower from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable the Agents to monitor the transactions pursuant to the Credit Card Agreements; and (c) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Agents shall reasonably request from time to time; and (j) certificates . If any of Borrower’s records or reports of the Collateral are prepared or maintained by an officer of Ideal certifying as accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to the foregoing;Agents and to follow the instructions of the Agents with respect to further services at any time that an Event of Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowing Base Parties shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the AgentAgent as determined by Agent in good faith: (ai) on each Business Day, schedules of sales made, credits issued and cash received; provided, that, Borrowing Base Parties shall not be required to comply with the terms of this clause (i) unless an Event of Default shall have occurred or Excess Availability was less than $15,000,000 for three (3) consecutive days; (ii) on a weekly basis or more frequently as Agent may request in good faith, (A) Precious Metals Inventory reports (broken down by Precious Metals Inventory that is owned and Precious Metals Inventory that is on each Wednesday based on figures as consignment) by location, type and category (and including the amounts of such Inventory and the previous Fridayvalue thereof at any leased location and at premises of warehouses, processors or third parties), (B) a Borrowing Base Certificate incorporatingsetting forth the calculation of the Borrowing Base as to Accounts and Precious Metals Inventory as of the last Business Day of the immediately preceding week, inter aliaduly completed and executed by the chief financial officer of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed (including a schedule of all Accounts of each Borrowing Base Party created, collections received and credit notesmemos issued on a daily basis), a summary of collections of accounts receivableand (C) an Account roll-forward with supporting details supplied from sales journals, a schedule of Accounts created since the last such schedulecollection journals, with effect from credit registers and any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may requestother records; (biii) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than as soon as possible after the 10th day end of each month (but in respect any event within fifteen (15) Business Days after the end thereof), on a monthly basis, or more frequently as Agent may request if an Event of Default shall have occurred or if Excess Availability was less than $15,000,000 for three (3) consecutive days, (A) a Borrowing Base Certificate setting forth the calculation of the Borrowing Base as to Inventory (other than Precious Metals Inventory) as of the last Business Day of the immediately preceding month, duly completed and executed by the chief financial officer of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed (including a schedule of all Accounts of each Borrowing Base Party created, collections received and credit memos issued on a daily basis), (B) perpetual inventory reports, (C) inventory reports (excluding Precious Metals Inventory) by location, type and category (and including the amounts of such Inventory and the value thereof at any leased locations and at premises of warehouses, processors or other third parties), which shall also break down such reports between the inventory of H&H Tube, Camdel, Micro-Tube, the Strandflex division of Maryland Wire and all other inventory of Maryland Wire, (D) a detailed calculation of Inventory categories that are not eligible for the Borrowing Base; (E) agings of accounts receivable (together with a reconciliation to the previous month’s aging and general ledger), (F) a detailed calculation of those Accounts that are not eligible for the Borrowing Base, (G) agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, processors and other third parties from time to time in possession of any Collateral), (H) a report of all inventory consigned to any Borrowing Base Party or otherwise owned by a third party which is in the possession or control of a Borrowing Base Party, (I) a description of all arrangements relating to Commodity Hedging Obligations (including all liabilities and potential liabilities owing to securities and commodities intermediaries) entered into during the immediately preceding month and the cash, Cash Equivalents and Canadian Cash Equivalents and other assets of Borrowers and Guarantors held by such intermediaries, brokers and dealers, (J) a detailed reporting of Borrowers’ and their Subsidiaries intercompany activity, (K) a detailed report regarding Borrowers’ and their Subsidiaries’ cash, Cash Equivalents and Canadian Cash Equivalents, (L) a monthly Account roll-forward, in a format acceptable to Agent in its discretion, tied to the beginning and ending account receivable balances of Borrowers’ general ledgers, and (M) a detailed report of all slow moving and obsolete Inventory; (div) monthly perpetual inventory reports by category to be delivered no later than the 10th day upon Agent’s request in good faith, (A) copies of each month in respect customer statements, purchase orders, sales invoices, credit memos, remittance advices and reports, and copies of the immediately preceding month; deposit slips and bank statements, (eB) on a monthly basiscopies of shipping and delivery documents, a report listing the top ten (10C) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;any Borrower or Guarantor, (D) a list of Borrowers’ and their Subsidiaries’ customers, with addresses and contact information, (E) notice of all claims, offsets, or disputes asserted by Account Debtors with respect to Borrowers’ and their Subsidiaries’ Accounts, (F) copies of invoices together with corresponding shipping and delivery documents, and credit memos together with corresponding supporting documentation, with respect to invoices and credit memos in excess of an amount determined in the sole discretion of Agent, from time to time, (G) a report regarding Borrowers’ and their Subsidiaries’ accrued, but unpaid, taxes including, without limitation, property taxes, real estate taxes, ad valorem taxes, income taxes, payroll taxes and withholding taxes (Canadian or otherwise), (H) a detailed report by customer of all deferred revenue, together with a reconciliation of such deferred revenue to Parent’s general ledger accounts and monthly financial statements, (I) a detailed reporting of any deemed dividend tax liability, and (J) a reconciliation of Accounts, trade accounts payable, and Inventory of Borrowers’ general ledger accounts to their monthly financial statements including any book reserves related to each category; and (iv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall in good faith request from time to time; and. (jb) certificates If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying as Default exists or has occurred and is continuing. (c) All of the documents, reports and schedules provided by or on behalf of any Borrower or Guarantor to Agent hereunder for Receivables payable in any currency other than US Dollars and Inventory located outside the United States of America shall set forth the US Dollar Equivalent for the amount of the Receivables and Value of the Inventory included in any such documents, reports or schedules. For purposes hereof, Agent may, at its option, provide to Administrative Borrower, at least five (5) Business Day prior to the date any such documents, reports or schedules are required to be provided by Borrowers or Guarantors to Agent hereunder, the Exchange Rates required to set forth the US Dollar Equivalent in such documents, reports and schedules and in the event Agent does not do so, Borrowers shall use such rates of exchange with respect to the applicable currencies as Borrowers and Guarantors use for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules. (d) Nothing contained in any Borrowing Base Certificate shall be deemed to limit, impair or otherwise affect the rights of Agent or any Lender contained herein and in the event of any conflict or inconsistency between the calculation of a Borrowing Base as set forth in any Borrowing Base Certificate and as determined by Agent in good faith, the good faith determination of Agent shall govern and be conclusive and binding upon Borrowers and Guarantors, absent manifest error. Without limiting the foregoing;, Borrowing Base Parties shall furnish to Agent any information which Agent may reasonably request regarding the determination and calculation of any of the amounts set forth in any Borrowing Base Certificate. (e) Borrowers agree to use their commercially reasonable efforts in cooperation with Agent to facilitate and implement a system of electronic collateral reporting in order to provide electronic reporting of each of the items set forth in Section 7.1(a) hereof.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule and credit register for each of credit notesExotics, a summary of collections of accounts receivableClue▇▇, a schedule of Accounts created ▇▇d Celebrity since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) based on the perpetual inventory reports and Borrowing Base as of such further details as the Agent may request; date, (b) upon requeston a monthly basis and, copies of invoicesin any event, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered by no later than the 10th day of each month in respect during the term of this Agreement, (1) a detailed calculation of the immediately preceding month; Borrowing Base for each of Exotics, Clue▇▇, ▇▇d Celebrity and on a consolidated basis, and (d2) a detailed aging, by total, of such Borrower's Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, (c) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th day of each month in respect during the term of the immediately preceding month; this Agreement, a summary aging, by vendor, of such Borrower's accounts payable and any book overdraft, (d) on a weekly basis, Inventory reports specifying such Borrower's cost of its Inventory by category, with additional detail showing additions to and deletions from its Inventory, (e) on a monthly basisupon request, a report listing the top ten (10) customers notice of Ideal during that monthall returns, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer disputes, or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; claims, (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase ordersinvoices in connection with its Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with its Accounts and for Inventory and Equipment acquired by that Trading Company; such Borrower, purchase orders and invoices, (g) on a quarterly basis, a detailed list of such Borrower's customers, (h) upon request, such Borrower's electronic data; and (i) such other reports as to the Collateral or the financial condition of such Borrower or the financial condition and the Accounts (and each Borrower hereby authorises the Agent to make enquiries agings of its customers in this respect) Celebrity Hong Kong, as the Agent shall Foothill may request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the AgentAgent as determined by Agent in good faith: (ai) [Intentionally omitted]; (ii) at the time of delivery to the First Lien Agent, a copy of any Borrowing Base Certificates (as such term is defined in the First Lien Loan Agreement); (iii) [Intentionally omitted]; (iv) as soon as possible after the end of each month (but in any event within thirty (30) days after the end thereof), on a weekly monthly basis on each Wednesday based on figures or more frequently as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; , (bA) upon requesta reconciliation of Accounts, copies trade accounts payable, and Inventory of invoicesBorrowers’ general ledger accounts to their monthly financial statements including any book reserves related to each category, credit notes, shipping and delivery documents; (cB) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten regarding Borrowers’ and their Subsidiaries’ accrued, but unpaid, taxes including, without limitation, property taxes, real estate taxes, ad valorem taxes, income taxes, payroll taxes and withholding taxes (10Canadian or otherwise), (C) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such a detailed report by customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following monthdeferred revenue, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect reconciliation of such deferred revenue to Parent’s general ledger accounts payable and each such suppliermonthly financial statements, and (D) a detailed reporting of any deemed dividend tax liability; (hv) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company;[Intentionally omitted]; and (ivi) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall in good faith request from time to time; and, including, without limitation, a report regarding Borrowers’ and their Subsidiaries’ accrued, but unpaid, taxes including, without limitation, property taxes, real estate taxes, ad valorem taxes, income taxes, payroll taxes and withholding taxes (Canadian or otherwise), and a detailed reporting of any deemed dividend tax liability. (jb) certificates If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying as Default exists or has occurred and is continuing. (c) All of the documents, reports and schedules provided by or on behalf of any Borrower or Guarantor to Agent hereunder for Receivables payable in any currency other than US Dollars and Inventory located outside the United States of America shall set forth the US Dollar Equivalent for the amount of the Receivables and Value of the Inventory included in any such documents, reports or schedules. For purposes hereof, Agent may, at its option, provide to Administrative Borrower, at least five (5) Business Day prior to the foregoing;date any such documents, reports or schedules are required to be provided by Borrowers or Guarantors to Agent hereunder, the Exchange Rates required to set forth the US Dollar Equivalent in such documents, reports and schedules and in the event Agent does not do so, Borrowers shall use such rates of exchange with respect to the applicable currencies as Borrowers and Guarantors use for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules. (d) [Intentionally omitted]. (e) [Intentionally omitted].

Collateral Reporting. Each Credit Party executing this Agreement hereby agrees that, from and after the Closing Date and until the Termination Date, it will provide the shall deliver (or cause to be delivered) to Agent, in each case in respect of each Trading Companyas required, and on a consolidated and consolidating basis, with the following documents and reports (including Borrowing Base Certificates in the form of Exhibit 5.2) at the following times in form satisfactory times, to the AgentPersons and in the manner set forth below: (a) To Agent, and in any event no less frequently than on a weekly basis on the twentieth day of each Wednesday based on figures Fiscal Month commencing with the Fiscal Month ending November 30, 2013 during the term of this Agreement, each of the following reports, each of which shall be prepared by the Borrowers as of the previous Fridaylast day of the immediately preceding month; provided, however, that if a Cash Dominion Period has occurred and is continuing (or if Parent Borrower elects, so long as the frequency of delivery is maintained by Parent Borrower for the immediately following twenty (20) calendar day period after the delivery of the first Borrowing Base Certificate so delivered), then the following shall be delivered no less frequently than 12:00 p.m. (New York time) on the third Business Day of each week: (i) a Borrowing Base Certificate incorporatingaccompanied by such supporting detail and documentation as shall be reasonably requested by Agent, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since in its Permitted Discretion; and (ii) on the last such schedule, with effect from any Inventory Eligibility Date, a report date of the Inventory delivery of monthly Borrowing Base Certificates only (A) a monthly trial balance showing Accounts outstanding aged from due date as follows: 1 to 90 days, 91 to 120 days and 121 days or more, accompanied by such supporting detail (including invoice date) and documentation as shall be reasonably requested by locationAgent in its Permitted Discretion and (B) based on a monthly trial balance showing Railcar Receivables generated for such month and (C) a reconciliation of actual Railcar Receivables reported by AAR, or any successor thereto, to Greenbrier Leasing Company LLC or to a U.S. Borrower in the perpetual inventory reports and latest “car-hire report” against the trial balance for such further details as the Agent may requestmonth that was reported in compliance with sub-clause (B) above; (b) upon requestTo Agent, copies on a monthly basis except to the extent that the Borrowing Base is being delivered on a weekly basis, and in that instance reports in connection with clause (a) above shall then be delivered on a weekly basis, together with such supporting detail and documentation as shall be reasonably requested by Agent in its Permitted Discretion each of invoices, credit notes, shipping and delivery documentswhich shall be prepared by Borrowers as of the last day of the immediately preceding month (or such other time as may be requested by Agent); (c) monthly ageings To Agent, at the time of delivery of each of the Financial Statements delivered pursuant to Section 5.1, an aging of accounts receivable to payable, accompanied by such supporting detail and documentation as shall be delivered no later than the 10th day of each month reasonably requested by Agent in respect of the immediately preceding month;its Permitted Discretion. (d) monthly perpetual inventory reports by category to be delivered no later than To Agent, at the 10th day time of delivery of each month in respect of the immediately preceding monthquarterly or annual Financial Statements delivered pursuant to Section 5.1, a list of any application for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, or United States Copyright Office, respectively, or any successor office or agency in the prior Fiscal Quarter; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing Borrowers shall pay all reasonable fees incurred by Agent and Co-Collateral Agents in connection with (i) details one (1) appraisal of Equipment and Rolling Stock (which, with respect to Railcars will be in the nature of limited inspections consistent with past practices) that is part of the level of sales made to each such customer; Borrowing Base per calendar year and (ii) details one (1) field examinations per calendar year; provided, that at any time after the date on which Availability has been less than the greater of any credit notes issued to 17.5% of the Available Credit and $35,000,000, for five consecutive Business Days during such calendar year, one (1) additional field exam and one (1) additional appraisal of Equipment and Rolling Stock that is part of the Borrowing Base will be permitted in such calendar year (each such customer or any other account adjustments made in respect at the expense of such customer; the Borrowers) and (iiiii) the amount of cash actually received from each such customer at any time during the relevant monthcontinuation of an Event of Default, field examinations and appraisals of Equipment and Rolling Stock may be conducted (each at the expense of the Borrowers) as frequently as determined by Agent and Co-Collateral Agents in their reasonable discretion; provided, further; that notwithstanding anything to the contrary Agent and Co-Collateral Agents may conduct additional appraisals and field examinations in the exercise of their Permitted Discretion at each of their own cost and expense; (f) To Agent, on the date of the delivery of monthly Borrowing Base Certificates, notice of any opening of a new location owned or leased by a U.S. Borrower (including, without limitation, rail yards, rail ramps or other terminals (including container terminals) at which Rolling Stock then constituting U.S. Borrowing Base Collateral with effect from any Inventory Eligibility Datea value in excess of $500,000 may be stored, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report notice of all Inventory based on a physical stock count;such location; and (g) monthly ageings Such other reports, statements and reconciliations (including reconciliations of accounts payable no later than the 10th day of the following monthAccounts, together Equipment and Rolling Stock from general ledger to financial statements to Borrowing Base) with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable respect to the largest ten supplier creditors Borrowing Base, Collateral or Obligations of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports or all Credit Parties as to the Agent or any Co-Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;time reasonably request.

Collateral Reporting. it will (a) The Administrative Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) as soon as possible after the end of each month (but in any event within fifteen (15) Business Days after the end thereof), on a weekly monthly basis on each Wednesday based on figures as of the previous Friday, (A) a Borrowing Base Certificate incorporatingCertificate, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by locationB) based on the perpetual inventory reports by location and such further details category (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, processors or other third parties, as the Agent may request; well as Vendor Managed Inventory and Reload Inventory amounts and locations), (bC) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings agings of accounts receivable and agings of accounts payable (and including information indicating the amounts owing to be delivered no later than the 10th day owners and lessors of each month leased premises, warehouses, processors and other third parties from time to time in respect possession of the immediately preceding month; any Collateral), (dD) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level schedules of sales made to each such customer; (ii) details of any credit notes made, credits issued to each such customer or any other account adjustments made in respect of such customer; and cash received, as well as purchases made, and (iiiE) a schedule detailing the amount of cash actually received from and Cash Equivalents (such amount to equal the marked-to-market value for such cash and Cash Equivalents determined not less frequently than monthly (except with respect to auction rate securities, which shall be determined not less frequently than quarterly), based on the Company’s current investment practices and policies and identifying restricted cash and illiquid securities) of the Borrowers, a disclosure of Other Investment Deposits (including the creation or establishment of any such Other Investment Deposits) and calculations of Excess Liquidity and Total Excess Availability (collectively, the “Cash Report”), each such customer during of the relevant monthforegoing in form reasonably satisfactory to the Agent (provided that the Cash Report may be requested by Agent on a more frequent basis than monthly); (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (iii) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; andtime in its reasonable credit judgment. (jb) certificates Upon the occurrence and during the continuance of an officer a Cash Dominion Event, Agent will require more frequent reporting of Ideal certifying as certain of the foregoing information set forth in this Section 7.1, such frequency to the foregoing;be determined in Agent’s reasonable discretion.

Collateral Reporting. it will (a) Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (ai) on a regular basis as required by Lender, a schedule of sales made, credits issued and cash received; (ii) as soon as possible after the end of each calendar week (but in any event within five (5) days after the end thereof), on a weekly basis or more frequently as Lender may request, (A) perpetual inventory reports, and (B) inventory reports by location and category (including identifying Inventory at locations owned and operated by third parties or on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since consignment); (iii) the last such schedule, with effect from any Inventory Eligibility Dateday of each month or more frequently as Lender may request, a report of the Value of the Inventory balance (of Borrower sold to Mohawk during the period covered by location) based such report and located on the perpetual inventory reports and such further details as the Agent may requestpremises of Mohawk; (biv) as soon as possible after the end of each month (but in any event within ten (10) days after the end thereof), on a monthly basis or more frequently as Lender may request, (A) agings of accounts payable (and including information indicating the status of payments to owners and lessors of the leased premises of Borrower), (B) agings of accounts receivable (together with a reconciliation to the previous month's aging and general ledger) and (C) the "sku report" in the form annexed hereto as Exhibit 7.1 hereto, which report shall include the supply of Inventory of Borrower then on-hand; (v) upon Lender's reasonable request, (A) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading CompanyBorrower; (ivi) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall reasonably request from time to time; and (jb) certificates If any of Borrower's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers and Guarantors shall maintain complete and accurate books and records in all material respects with respect to the Collateral owned by it. Borrowers and Guarantors shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form reasonably satisfactory to the Agent: (ai) on a weekly basis on (A) promptly after the end of (but in no event more than fifteen (15) Business Days thereafter) (x) each Wednesday based on figures as fiscal quarter or (y) each fiscal month to the extent that aggregate sum of the previous FridayLoans and Letters of Credit outstanding are greater than $20,000,000 at any time during the thirty days prior to the last day of such fiscal month, in each case, so long as no Event of Default has occurred and is continuing and no Increased Reporting Period is then in effect, a Borrowing Base Certificate incorporatingsetting forth the calculation of the Borrowing Base as of the last Business Day of the immediately preceding fiscal month for monthly reporting (or the last Business Day of the immediately preceding fiscal quarter for quarterly reporting) and (B) no more than three (3) Business Days following the last Business Day of each calendar week at any time an Event of Default has occurred and is continuing or an Increased Reporting Period is then in effect, inter aliaa Borrowing Base Certificate setting forth the calculation of the Borrowing Base as of the last Business Day of the immediately preceding calendar week, in each case, duly completed and executed by the chief financial officer, vice president of finance, treasurer, controller or other similar financial officer of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed, including but not limited to an inventory summary report by category as determined by Borrowers in accordance with their current and prior inventory management policies (and upon Agent’s reasonable request, upon the occurrence and during the continuance of an Event of Default letter of credit inventory summary) and identifying where such Inventory is located; (ii) promptly after the end of (but in no event more than fifteen (15) Business Days thereafter) (x) each fiscal quarter or (y) each fiscal month to the extent that aggregate sum of the Loans and Letters of Credit outstanding are greater than $20,000,000 at any time during the thirty days prior to the last day of such fiscal month, in each case, so long as no Event of Default has occurred and is continuing and no Increased Reporting Period is then in effect (and more frequently as Agent may reasonably require at any time an Event of Default has occurred and is continuing or an Increased Reporting Period is then in effect), a schedule and aging of credit notesthe Borrowers’ accounts payable, delivered electronically in a text formatted file acceptable to Agent; (iii) promptly after the end of (but in no event more than fifteen (15) Business Days thereafter) (x) each fiscal quarter or (y) each fiscal month to the extent that the aggregate sum of the Loans and Letters of Credit outstanding are greater than $20,000,000 at any time during the thirty days prior to the last day of such fiscal month, in each case, so long as no Event of Default has occurred and is continuing and no Increased Reporting Period is then in effect (and more frequently as Agent may reasonably require at any time an Event of Default has occurred and is continuing or an Increased Reporting Period is then in effect), inventory summary reports by location and category of Inventory (including the amounts of Inventory and the aggregate value thereof at each retail store location and at premises of warehouses or other third parties or is consigned Inventory); and (iv) in connection with the delivery of the financial statements pursuant to Section 9.6(a)(i) and Section 9.6(a)(ii), a summary compliance certificate by the chief financial officer, vice president of collections finance, treasurer or controller or other similar financial or senior officer of accounts receivableAdministrative Borrower (or if no such officer has been appointed or elected, the sole member of Administrative Borrower) consisting of: (1) a schedule statement confirming there are no material past due amounts owing to owners and lessors of Accounts created leased premises (including retail store locations), warehouses, fulfillment centers, processors, custom brokers, freight forwarders and other third parties from time to time in possession of any Collateral having a Value equal to or greater than $250,000, (2) the addresses of all new retail store or distribution center locations of Borrowers and Guarantors opened and existing retail store or distribution center locations closed or sold, in each case since the last such schedule, with effect from any Inventory Eligibility Date, a report date of the Inventory balance most recent certificate delivered to Agent containing the information required under this clause, (3) a list of any new Deposit Account established by locationany Borrower or Guarantor with any bank or other financial institution, including the Borrower or Guarantor in whose name the account is maintained, the account number, the name and address of the financial institution at which such account is maintained, the purpose of such account and, if any, the amount held in such account on or about the date of such compliance certificate, and (4) based on a statement that all sales and use taxes have been paid when due as of the perpetual inventory reports date of the compliance certificate, except as specifically described in such compliance certificate and except where the non-payment of such further details as the Agent may request;sales and use taxes involves an aggregate amount of less than $200,000. (b) upon Upon Agent’s reasonable request, Borrowers shall provide Agent with the following documents in a form reasonably satisfactory to Agent: (i) perpetual inventory summary reports by sku for each retail store location, (ii) summary reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, (iii) a report of aggregate credit card sales for the requested period, including the amount of the chargebacks, fees, and credits with respect thereto and providing an aging of such related Receivables identifying those outstanding more than five (5) Business Days since the sale date giving rise thereto, and (iv) true, correct and complete copies of invoicesall agreements, credit notes, shipping documents and delivery documents;instruments relating to any Permitted Acquisition which Agent has not otherwise received; and (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon Upon Agent’s reasonable request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) Borrowers shall provide such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and (j) certificates . If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further reasonable services, in each case, at any time that an Event of Ideal certifying as to the foregoing;Default has occurred and is continuing.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the Agent: Lender: (a) on a weekly regular basis on each Wednesday based on figures as required by Lender, proof to the satisfaction of Lender, of the previous Fridaytimely payment of all fees, allowances, rebates or other payments required to be made by Borrower under any Slotting Contract; (b) on a Borrowing Base Certificate incorporatingweekly basis, inter alia, on the third Business Day of each week (i) a schedule of credit notesAccounts, a summary sales made, credits issued and cash received, including copies of collections of accounts receivableany statements related to the foregoing rendered to customers for such period, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, and (ii) a report of credits for returns for the Inventory balance (by location) based on the perpetual inventory reports prior week, stated in dollars and as a percentage of gross sales for such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; period; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing on or before the top ten tenth (1010th) customers Business Day of Ideal during that monthsuch month for the immediately preceding month or more frequently as Lender may request, providing (i) details agings of the level of sales made to each such customer; accounts payable, lease payables, slotting fees payable and other payables, (ii) details reports of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; rebates and customer discounts and (iii) agings of Accounts (net of the amount of cash actually received from each such customer during the relevant month; 's returns and allowances on a basis consistent with historical practices); (fd) with effect from any Inventory Eligibility Date, upon Lender's request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date(i) copies of customer statements and credit memos, a quarterly report remittance advices and reports, and copies of all Inventory based on a physical stock count; deposit slips and bank statements, (gii) monthly ageings copies of accounts payable no later than the 10th day of the following monthshipping and delivery documents, together with a specific breakdown and (in reasonable detailiii) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrower; (ie) as frequently as required to keep Lender promptly informed, a report of all new Slotting Contracts proposed to be entered into by Borrower, which reports must be rendered ten (10) Business Days prior to the entering of any such Slotting Contracts by Borrower; (f) as frequently as required to keep Lender promptly informed, a report of the assertion of all claims, offsets, defenses or counterclaims by any account debtor, and all disputes with account debtors, or any settlement, adjustment or compromise thereof; and (g) such other reports as to the Collateral and or other property which is security for the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Obligations as the Agent Lender shall reasonably request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral or other property which is security for the Obligations are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) on a weekly basis on each Wednesday based on figures as of soon as possible after the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day end of each month (but in respect of any event within fifteen (15) Business Days after the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) end thereof), on a monthly basis, and at any time during an Availability Compliance Period, more frequently as Agent may request: (A) Inventory reports by category, (B) a report listing Collateral mix report, in form and substance satisfactory to Agent, certified by either the top ten Principal Accounting Officer or the Principal Financial Officer of each Borrower; (10C) customers a certified calculation of Ideal the Borrowing Base and the Borrowers’ Excess Availability, which shall be at least $7,500,000, substantially in the form of Exhibit B hereto (a “Borrowing Base Certificate”), which certificate shall include the calculation of Net Amount of Eligible Credit Card Receivables, Net Amount of Eligible Damaged Goods Vendors Receivables and Net Amount of Eligible Sell-Off Vendors Receivables after giving effect to the assertion of any claims, offsets, defenses or counterclaims by any account debtor, or any disputes with account debtors, or any settlement, adjustment or compromise thereof; provided, that a Borrowing Base Certificate shall be delivered weekly during that any Availability Compliance Period; and (D) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by any Borrower or Guarantor during the immediately preceding month, providing (i) details subject to year-end or periodic adjustments, certified by the principal accounting officer or principal financial officer of the level of sales made to each such customer; Borrower as true and correct; (ii) details as soon as possible after the end of each fiscal quarter (but in any event within fifteen (15) Business Days after the end thereof), on a quarterly basis, or during any Availability Compliance Period, more frequently as Agent may request, (A) perpetual Inventory reports by location and category (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, bailees or other third parties in possession of the Collateral); (B) a report detailing Inventory turnover, (C) the addresses of all new retail store locations of any credit notes issued to Borrower or Guarantor opened, and existing retail store locations closed or sold, in each such customer case during the immediately preceding fiscal quarter, certified by the principal accounting officer or principal financial officer of each Borrower as true and correct, and (D) a report of all deposit accounts (including without limitation local retail store deposit accounts) opened by any other Borrower or Guarantor with any bank during the immediately preceding fiscal quarter, which report shall include the Borrower or Guarantor in whose name the account adjustments made in respect is maintained, the account number of such customer; account, the name and address of the bank at which such account is maintained, the purpose of such account and the amount held in such account if any, on or about the date of such report; (iii) upon the amount of cash actually received from each such customer occurrence and during the relevant month; (f) with effect from any Inventory Eligibility Datecontinuance of an Event of Default or during such time as Agent performs an audit or examination of the Borrowers and Guarantors, upon Agent’s reasonable request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date(a) amounts owing to owners and lessors of retail store locations, a quarterly report (b) copies of all Inventory based on a physical stock count; bank statements, (gc) monthly ageings copies of accounts payable no later than the 10th day of the following monthshipping and delivery documents, together with a specific breakdown and (in reasonable detaild) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Companyany Borrower or Guarantor; (iiv) upon Agent’s reasonable request, (a) reports of sales for each category of Inventory, (b) reports of aggregate Inventory purchases (including all costs related thereto, such as freight, duty and taxes) and identifying items of Inventory in transit to each Borrower related to the applicable documentary letter of credit and/or ▇▇▇▇ of lading number, (c) copies of remittance advices and reports, (d) copies of bank statements relating to the Blocked Accounts, (e) reports by retail store location of sales and operating profits for each such retail store location, and (f) agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises (except for the retail store locations), warehouses, fulfillment centers, bailees and other third parties from time to time in possession of any Collateral); (v) upon the occurrence and during the continuance of an Event of Default, as frequently as Agent may request, (a) the monthly statements received by any Borrower or Guarantor or any of its Affiliates from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Agent to monitor the transactions pursuant to the Credit Card Agreements, (b) a report of credit card sales during the preceding month, including the amount of the chargebacks, fees, factored receivables, and credits with respect thereto and providing an aging of such sales identifying those outstanding more than five (5) days since the sale date giving rise thereto, (c) reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, and (d) a report reconciling the amount of Non-Borrower Receivables received by or into the account of any Borrower and remitted by such Borrower or another Person at the direction of such Borrower to or for the account of World Bank, Nevada Factoring or any other Person; and (vi) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and. (jb) certificates If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower or Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers shall provide Agent with the following documents in a form satisfactory to Agent: (i) as soon as possible after the end of each month (but in any event within fifteen (15) Business Days after the end thereof or, solely in the case of each month in 2007, within twenty (20) Business Days after the end thereof), on a monthly basis or more frequently as Agent may request if an Event of Default has occurred and is continuing or a Compliance Period exists, (A) general ledger inventory reports with respect to such inventory or, to the extent available, perpetual inventory reports with respect to such inventory, (B) inventory reports by location and category (with the amounts and value of Perishable Inventory specified and including the amounts of Inventory and the value thereof at premises of warehouses, processors or other third parties excluding leased locations), (C) agings of accounts receivable, (D) accounts payable reports (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, and other third parties from time to time in possession of any Collateral), (E) a Borrowing Base Certificate setting forth Administrative Borrower’s calculation of the Revolving Loans and Letter of Credit Accommodations available to Borrowers pursuant to the terms and conditions contained herein as of the last day of the immediately preceding period, duly completed and executed by an authorized officer of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed; (ii) as soon as possible after the end of each month (but in any event fifteen (15) Business Days after the end thereof or, solely in the case of each month in 2007, within twenty (20) Business Days after the end thereof), on monthly a basis or more frequently as Agent may request if an Event of Default has occurred and is continuing or a Compliance Period exists, in each case certified by an authorized officer of Administrative Borrower as true and correct: (A) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by any Borrower or Guarantor in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; , (dB) monthly perpetual inventory reports by category to be delivered no later than the 10th day addresses of all new retail store locations and other new locations (including new warehouse locations) of Borrowers and Guarantors opened and existing retail store locations closed or sold, in each month in respect case since the date of the immediately preceding month; most recent certificate delivered to Agent containing the information required under this clause, and (eC) on a monthly basis, a report listing of any new deposit account established or used by any Borrower or Guarantor with any bank or other financial institution, including the top ten (10) customers of Ideal during that monthBorrower or Guarantor in whose name the account is maintained, providing (i) details the account number, the name and address of the level of sales made to each financial institution at which such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect is maintained, the purpose of such customeraccount and, if any, the amount held in such account on or about the date of such report; and and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports reports, documents and information as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and. (jb) certificates If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying Default has occurred and is continuing. (c) Nothing contained in any Borrowing Base Certificate shall be deemed to limit, impair or otherwise affect the rights of Agent contained herein and in the event of any conflict or inconsistency between the calculation of the Revolving Loans and Letter of Credit Accommodations available to Borrowers as to set forth in any Borrowing Base Certificate and as determined by Agent in accordance with the terms of this Agreement, the good faith determination of Agent shall govern and be conclusive and binding upon Borrowers. Without limiting the foregoing;, Borrowers shall furnish to Agent any information which Agent may reasonably request regarding the determination and calculation of any of the amounts set forth in the Borrowing Base Certificate.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory (i) The Companies agree to furnish to the Agent: (1) (x) At all times when Unused Non-Supplemental Availability is not less than $0, monthly, delivered not more than seven (7) days after the end of each calendar month and (y) at all times when Unused Non-Supplemental Availability is less than $0 (determined at any time commencing on any Friday and continuing through the next Wednesday), on or before the Wednesday of each week as of the previous Friday (but more frequently upon the Agent’s reasonable request), a Borrowing Base Certificate certified by the treasurer or chief financial officer of the Funds Administrator (or any other authorized officer satisfactory to the Agent), together with such confirmatory schedules of Trade Accounts Receivable and Inventory (in form and substance satisfactory to the Agent) as the Agent reasonably may request. The Agent, in its sole discretion, may permit the Funds Administrator to access CIT’s System for the purpose (in addition to those set forth in Section 3.7) of completing and submitting Borrowing Base Certificates when required hereunder. The Agent will promptly provide to each Lender a copy of the Borrowing Base Certificate received from the Companies. (2) (a) (x) At all times when Unused Non-Supplemental Availability is not less than $0, monthly, delivered not more than seven (7) days after the end of each calendar month and (y) at all times when Unused Non-Supplemental Availability is less than $0 (determined at any time commencing on a weekly basis any Friday and continuing through the next Wednesday), on or before the Wednesday of each Wednesday based on figures week as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company;: (i) such other reports an Accounts Receivable Aging Report; (ii) an Available to Sell Report designated in Dollars in the form attached hereto as to Exhibit H; (iii) an Inventory Analysis Report on LDP Cost vs. LCM Cost in the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) form attached hereto as the Agent shall request from time to timeExhibit I; and (jiv) certificates of an officer of Ideal certifying a divisional status report detailing by division: (A) open customer orders detailed by “this year versus last year” and “TLC/FLC versus warehouse”; and (B) inventory detailed as to the foregoing;inventory on hand and in transit.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory Furnish to the Agent: (a) on a weekly basis on as soon as available, but in any event within 30 days after the end of each Wednesday based on figures as of the previous Fridaymonth, a Borrowing Base Certificate incorporatingreport, inter aliain form and substance reasonably satisfactory to Agent, setting forth a schedule statement of credit notesgross and net production and sales proceeds of all Hydrocarbons produced from the Oil and Gas Properties, a summary of collections of accounts receivable, a schedule of Accounts created since the last together with such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details other information as the Agent may reasonably request; (b) upon requestas soon as available, copies but in any event within 30 days after the end of invoiceseach quarterly period of each fiscal year, a report, in form and substance reasonably satisfactory to Agent, setting forth as of the last Business Day of such quarterly period, a summary of the hedging positions of each Loan Party under all Hedging Agreements (including any contracts of sale which provide for prepayment for deferred shipment or delivery of Hydrocarbons or other commodities) of each Loan Party, including the type, term, effective date, termination date and notional principal amounts or volumes, the hedged price(s), interest rate(s) or exchange rate(s), as applicable, and any new credit notes, shipping and delivery documentssupport agreements relating thereto; (ci) monthly ageings on or before March 1 of accounts receivable each year, a Reserve Report prepared by the Petroleum Engineers dated as of December 31 of the previous year; (ii) promptly upon written request by Agent, a Reserve Report prepared by the Petroleum Engineers dated as of the first day of the month during which Borrower receives such request; provided that, unless a Default or an Event of Default shall then be continuing, Agent may request, at Borrower’s cost and expense, no more than one additional Reserve Report during any 12-month period, with any additional requests for updated Reserve Reports during any such period to be delivered no later than at Agent’s cost and expense, and after the 10th day occurrence and during the continuance of a Default or Event of Default, Agent may, from time to time, request such Reserve Reports at the sole cost and expense of Borrower, in each month in respect case together with an accompanying report on, since the date of the immediately preceding monthlast Reserve Report previously delivered hereunder, Oil and Gas Property sales, Oil and Gas Property purchases and changes in categories concerning the Oil and Gas Properties owned by the Loan Parties which have attributable to them Proved Reserves and containing information and analysis with respect to the Proved Reserves of the Loan Parties as of the date of such report and the PV 10 Value; and (iii) together with each Reserve Report furnished pursuant to (i) or (ii), (A) any updated production history of the Proved Reserves of the Loan Parties as of such date, (B) the lease operating expenses attributable to the Oil and Gas Properties of the Loan Parties for the prior 12-month period, (C) any other information as to the operations of Borrower and its Subsidiaries as reasonably requested by Agent and (D) such additional data and information concerning pricing, quantities, volume of production and production imbalances from or attributable to the Oil and Gas Properties with respect thereto as Agent may reasonably request; (d) monthly perpetual inventory reports by category to be delivered no not later than 60 days after the 10th day end of each month March 31, June 30 and September 30 of each fiscal year of Borrower, a Reserve Report prepared as of each such date, which report may be prepared by (i) the Petroleum Engineers or (ii) petroleum engineers who are employees of Borrower or Operations, together with an accompanying report on Oil and Gas Property sales, Oil and Gas Property purchases and changes in respect categories since the date of the immediately preceding monthlast Reserve Report previously delivered under this Agreement, both in the same form and substance as the Reserve Reports referred to in Section 5.2(c), each such Reserve Report having been prepared by or at the direction of Borrower and (together with the related PV 10 Value calculation) having been certified in writing by the senior petroleum engineer of Borrower as to the truth and accuracy of the historical information utilized to prepare the Reserve Report and the estimates included therein; (e) on a monthly basisto the extent not previously disclosed to Agent, promptly upon the acquisition thereof, a report listing of any Hydrocarbon Interests or Real Property acquired by any Loan Party at a purchase price in excess of $5,000,000 and a listing of any Intellectual Property acquired by any Loan Party at a purchase price in excess of $1,000,000, in each case since the top ten (10) customers of Ideal during that month, providing (i) details date of the level most recent list delivered pursuant to this Section 5.2(e) (or, in the case of sales made to each the first such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) list so delivered, since the amount of cash actually received from each such customer during the relevant monthClosing Date); (f) reports, certifications, engineering studies, environmental assessments or other written material or data requested by, and in form, scope and substance reasonably satisfactory to, Agent or the Required Lenders, in the event that Agent or the Required Lenders at any time have a reasonable basis to believe that there may be a material violation of any Environmental Law or a condition at any Property owned, operated or leased by any Loan Party that could reasonably give rise to a Material Adverse Effect, or if an Event of Default has occurred and is continuing; provided that if any Loan Party fails to provide such reports, certifications, engineering studies or other written material or data within 75 days after the request of Agent or the Required Lenders, Agent shall have the right, at such Loan Party’s sole cost and expense, to conduct such environmental assessments or investigations as may reasonably be required to enable Agent and the Required Lenders to determine whether each of the Loan Parties is in material compliance with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock countEnvironmental Laws; (g) monthly ageings prior to any Disposition anticipated to generate in excess of accounts payable no later than the 10th day of the following month$1,000,000 in Net Cash Proceeds, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest at least ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect days prior written notice of such accounts payable Disposition, which notice shall (i) describe such Disposition or the nature and each material terms and conditions of such suppliertransaction and (ii) state the estimated Net Cash Proceeds anticipated to be received by any Loan Party; (h) with effect from any Inventory Eligibility within 60 days after the Closing Date, upon requesta listing of all Oil and Gas Properties of each Loan Party and each Subsidiary, copies including all contracts under which any Loan Party or Subsidiary has the right to earn, purchase or otherwise acquire an ownership or revenue interest in any Hydrocarbon Interests of purchase orders, invoicesany other Person, and delivery documents all other Real Property and Intellectual Property of any Loan Party or Subsidiary (in the case of Intellectual Property, limited to any individual item purchased or otherwise acquired for Inventory consideration in excess of $1,000,000), which are not, as of the Closing Date, encumbered, or purported to be encumbered, by a Lien in favor of Agent pursuant to the Security Documents, and Equipment acquired by that Trading Companywhich list shall be updated as prescribed in Section 5.3(a); (i) as soon as is practicable following the written request of Agent and in any event within 60 days after the end of each fiscal year, (i) a report in form and substance satisfactory to Agent and the Lenders outlining all material insurance coverage maintained as of the date of such report by each Loan Party and the duration of such coverage and (ii) an insurance broker’s statement that all premiums then due and payable with respect to such coverage have been paid and confirming that Agent has been named as loss payee or additional insured, as applicable; (j) promptly after the formation of any pool or unit in accordance herewith, a conformed copy of the recorded pooling agreement, declaration of pooling, or other instrument creating the pool or unit and, in the event any proceeding of any Governmental Authority which seeks the pooling of unitizing of all or any part of the Oil and Gas Properties is commenced, prompt written notice thereof to Agent; (k) upon request by Agent, such other reports as and information with respect to the Oil and Gas Properties of the Loan Parties, the other Collateral and or the Accounts (and each Borrower hereby authorises financial condition of the Agent to make enquiries of its customers in this respect) Loan Parties as the Agent shall request from time to timemay be so requested; and (jl) certificates promptly upon receipt thereof, deliver to Agent each Title Opinion obtained in accordance with Section 6.21. Each delivery of an officer of Ideal certifying as a Reserve Report by Borrower to Agent pursuant to this Agreement shall constitute a representation and warranty by Borrower to Agent and the Lenders (A) with respect to the foregoing;matters referenced in Section 3.9(c), (B) that the Loan Parties own the Oil and Gas Properties specified therein free and clear of any Liens (except Permitted Liens) and (C) that the Oil and Gas Properties are subject to an Acceptable Security Interest.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of basis, or more frequently if requested by the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of the Borrower's Accounts created since the last such schedule; (b) on a monthly basis, an aging of the Borrower's Accounts, together with a reconciliation to the previous month's aging of the Borrower's Accounts and to the Borrower's general ledger; (c) on a monthly basis, an aging of the Borrower's accounts payable; (d) on a semi-monthly basis (or more frequently if requested by the Agent), within five Business Days of the 15th and 30th day of each month, Inventory reports by category, with effect additional detail showing additions to and deletions from any Inventory Eligibility Date, a report of the Inventory balance Inventory; (by location) based on the perpetual inventory reports and such further details as the Agent may request; (be) upon request, copies of invoicesinvoices in connection with the Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Borrower's Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (if) upon request, a statement of the balance of each of the Intercompany Accounts; (g) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and (jh) certificates on a weekly basis, within five Business Days following each Saturday, a Borrowing Base Certificate; and (i) with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders. The Agent shall promptly send to each Lender a copy of each Borrowing Base Certificate received from the Borrower.

Collateral Reporting. it will provide On or before the 15th Business Day of each month from and after the Execution Date, and at such other times as may be requested by the Administrative Agent, as of the period then ended, all delivered electronically in a text formatted file acceptable to the Administrative Agent; (i) a detailed aging of the Company’s Accounts, including all invoices aged by invoice date and due date (with an explanation of the terms offered), prepared in a manner reasonably acceptable to the Administrative Agent, together with a summary specifying the name, address and balance due for each case in respect of each Trading Account Debtor; (ii) a schedule detailing the Company’s Inventory, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Administrative Agent:, (1) by location (showing Inventory in transit and any Inventory located with a third party under any consignment, bailee arrangement or warehouse agreement), by class (raw material, work-in-process and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of cost (determined on a first-in, first-out basis) or market and adjusted for Reserves as the Administrative Agent has previously indicated to the Company are deemed by the Administrative Agent to be appropriate, and (2) including a report of any variances or other results of Inventory counts performed by the Company since the last Inventory schedule (including information regarding sales or other reductions, additions, returns, credits issued by the Company and complaints and claims made against the Company); (aiii) on a weekly basis on each Wednesday based on figures as worksheet of calculations prepared by the Company to determine Eligible Accounts, Eligible Unbilled Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts, Eligible Unbilled Accounts and Eligible Inventory and the reason for such exclusion; (iv) a reconciliation of the previous Friday, a Company’s Accounts and Inventory between (A) the amounts shown in the Company’s general ledger and financial statements and the reports delivered pursuant to clauses (i) and (ii) above and (B) the amounts and dates shown in the reports delivered pursuant to clauses (i) and (ii) above and the Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable delivered pursuant to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; paragraph (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect above as of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to timedate; and (jv) certificates a reconciliation of an officer of Ideal certifying as the loan balance per the Company’s general ▇▇▇▇▇▇ to the foregoing;loan balance under this Agreement.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form reasonably satisfactory to the AgentLender: (ai) on a weekly basis on each Wednesday based on figures or more frequently as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaLender may reasonably request, a schedule of credit notessales made, credits issued and cash received, (ii) on a summary of collections monthly basis or more frequently as Lender may reasonably request, (A) agings of accounts receivablepayable (including the status of payments to owners and lessors of the leased premises of Borrowers and the sales agent, warehouses and processors used by Borrowers), (B) agings of accounts receivable (together with a schedule of Accounts created since reconciliation to the last such scheduleprevious month's aging and to its general ledger), with effect from any Inventory Eligibility Date(C) perpetual inventory reports by category and location, (D) a report of all liability accounts that reflect consideration payable by Borrowers to customers and other concessions to customers including Buy-Back Obligations and reserves for such obligations, store resets, markdowns, Co-Op Advertising and volume rebates, Conversion Obligations, non-recurring special contract consideration and items similar to any of the Inventory balance foregoing, as Lender may reasonably request and (by locationE) based on a statement of the perpetual inventory reports outstanding loans and such further details payments made, and Accounts owing to, Affiliates as of the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th last day of each month in respect of the immediately preceding month; (diii) monthly perpetual inventory reports by category to be delivered no later than the 10th day upon Lender's reasonable request, (A) copies of each month in respect customer statements and credit memos, remittance advices and reports, and copies of the immediately preceding month; deposit slips and bank statements, (eB) on a monthly basiscopies of shipping and delivery documents, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading CompanyBorrowers; (iiv) when entered into, contracts giving rise to Buy-Back Obligations and Conversion Obligations and prompt written notice of any other agreement with any customer to provide concessions or make payments to such customer (including contract consideration, store resets, markdowns, volume rebates and procurement costs); and (v) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall reasonably request from time to time; and. (jb) certificates If any of Borrower's or Guarantor's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, each Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form reasonably satisfactory to the Agent: : Within 5 Business Days of any issuance or filing (a) on copies of each report in respect of Borrowers’, and their respective Subsidiaries’ businesses issued by a weekly basis on Nevada Gaming Authority or made by Borrower or any of their Subsidiaries, to a Nevada Gaming Authority, Monthly (not later than the 15th day of each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by locationmonth) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon requesta summary aging, copies by vendor, of invoices, credit notes, shipping Borrowers’ and delivery documents;their Subsidiaries’ accounts payable and any book overdraft, (c) monthly ageings a detailed report regarding Borrowers’ and their Subsidiaries’ cash and Cash Equivalents including an indication of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month;which amounts constitute Qualified Cash, (d) monthly perpetual inventory reports by category to be delivered no later than a detailed report regarding the 10th day leasing of each month in respect any portion of the immediately preceding month;Casino or Real Property including the amount of space leased, the rental rate, the lease term and the proposed use for the space, (e) on a monthly basis, a report listing regarding Borrowers’ and their Subsidiaries’ accrued, but unpaid, ad valorem taxes; Concurrently with the top ten delivery to any third party but no less frequently than annually to Agent (10f) customers copies of Ideal during that monthall operating and capital budgets, providing (i) details bankrolls, and all other budgets, summaries of the level sources and uses of sales made to each such customer; (ii) details funds, projections, and financial information prepared by or on behalf of any credit notes issued to each such customer or any other account adjustments made Borrower (including in respect of such customer; any Casino operated by any Borrower or its Subsidiaries), or any of its Subsidiaries, promptly upon the preparation and (iii) delivery thereof by the amount chief financial officer of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility DateBorrower or any of its Subsidiaries, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; and Upon request by Agent (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral or the financial condition of Borrowers and the Accounts (and each Borrower hereby authorises the their Subsidiaries, as Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;may request.”

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the ------------------------ following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis monthly basis, at any time prior to the first date, if any, on each Wednesday based on figures which either (i) the Loan to Availability Ratio is equal to or greater than 40% for five (5) consecutive Business Days or (ii) Availability as of the previous Fridayclose of Agent's business is less than $50,000,000 (either of such dates, a Borrowing Base Certificate incorporating"Trigger Date"), inter aliaand on a weekly basis thereafter, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of the Borrower's Accounts created since the last such schedule, with effect which schedule shall also identify any collections, credits and other adjustments in respect of the Borrower's Accounts since the last such schedule, and a Borrowing Base Certificate; provided, -------- however, that if after any Trigger Date the Loan to Availability Ratio is less ------- than 40% for 120 consecutive days (such 120th day, a "Shut-Off Date") then, from any Inventory Eligibility and after such Shut-Off Date, the Agent and the Lenders agree that the Borrower shall only be required to deliver each such schedule of Borrower's Accounts and each such Borrowing Base Certificate on a report monthly basis until the next Trigger Date, if any, and on a weekly basis thereafter until the next Shut-Off Date, if any (the parties agree that the immediately preceding proviso shall govern the required frequency of the Inventory balance Borrower's delivery of schedules of Borrower's Accounts and Borrowing Base Certificates pursuant to this Section 6.7 in respect of each subsequent Trigger Date and Shut-Off Date occurring thereafter); (by locationb) based on a monthly basis, (i) an aging of the perpetual inventory reports and such further details Borrower's Accounts, together with a reconciliation to the previous month's or week's, as the Agent case may request; be, aging of the Borrower's Accounts and to the Borrower's general ledger; (bii) an aging of the Borrower's accounts payable; and (iii) Inventory reports by category, with additional detail showing additions to and deletions from the Inventory; (c) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Borrower's Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (id) upon request, a statement of the balance of each of the Intercompany Accounts; (e) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (jf) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form satisfactory to the Agent: : Weekly (a) on summary agings of Accounts (including, without limitation, the Miami, Florida based Accounts owed to Borrowers by non-U.S. Account Debtors), and (b) a weekly basis on each Wednesday based on figures as list of the previous Fridaytop 10 customers, with total Account balances and summary agings of such Account balances, and (c) Inventory reports specifying each Borrower’s cost of its Inventory, by category. Monthly (not later than the 15th day of each month) (d) a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such scheduleschedule and calculation of the “Borrowing Base” under the First Lien Credit Agreement as of such date, with effect from including Asurion and ▇▇▇▇▇▇, and (e) a detailed calculation of the “Borrowing Base” under the First Lien Credit Agreement (including detail regarding those Accounts that are not “Eligible Accounts” under the First Lien Credit Agreement), and (f) a summary aging, by vendor, of Borrowers’ accounts payable and any Inventory Eligibility Datebook overdraft, and (g) a calculation of “Dilution” under the First Lien Credit Agreement for the prior month. Quarterly (h) a detailed list of each Borrower’s customers, (i) a report regarding each Borrower’s accrued, but unpaid, ad valorem taxes, and (j) a copy of the Inventory balance “Compliance Certificate” delivered under the First Lien Credit Agreement. Upon request by Agent (by locationk) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoicesinvoices in connection with the Accounts, credit notesmemos, remittance advices, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisAccounts and, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrowers, purchase orders and invoices, (il) copies of any inventory appraisals obtained by or for the benefit of the First Lien Lenders and any written reports regarding the results of field exams conducted by or on behalf of the First Lien Lenders, and (m) such other reports as to the Collateral and Collateral, or the Accounts (and each Borrower hereby authorises the financial condition of Borrowers as Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;may request.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaydaily basis, a Borrowing Base Certificate incorporating(reflecting the calculation of the Accounts and Inventory components thereof as provided in the definition of Borrowing Base Certificate) and on a weekly basis, inter aliaor more frequently if requested by the Agent, a schedule of credit notesthe Borrower's sales, a summary of Accounts, collections of accounts receivableand credits, a schedule of Accounts created in each case created, received or granted since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; ; (b) upon requeston a weekly basis, copies not later than Tuesday of invoicesthe following week, credit notesan aging of the Borrower's Accounts, shipping together with, if requested by the Agent, a reconciliation to the previous week's aging of the Borrower's Accounts and delivery documents; to the Borrower's general ledger; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no not later than the 10th fifteenth day of the following month, together with a specific breakdown (in reasonable detail) report indicating for each Account Debtor to whom the Borrower owes $10,000 or more as of the monthly ageings last day of accounts payable the previous month the name of such Account Debtor, the amount owed by the Borrower to such Account Debtor as of the last day of such previous month and the amount owed by such Account Debtor to the largest ten supplier creditors of Ideal and details Borrower as of the Inventory held by Ideal in respect last day of such accounts payable previous month; (d) on a monthly basis (or more frequently if requested by the Agent), Inventory reports by category, with additional detail, if requested by the Agent, showing additions to and each such supplier; deletions from the Inventory, and, on a weekly basis, a summary Inventory report; (he) with effect from any Inventory Eligibility Date, upon requestrequest during the continuance of a Default, copies of purchase ordersinvoices in connection with the Borrower's Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with the Borrower's Accounts and for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (if) upon request, a statement of the balance of each of the Intercompany Accounts; (g) upon request, an open voucher and cash requirements report; (h) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (a) on a weekly basis monthly basis, on or before the tenth (10th) Business Day after the closing date for the immediately preceding monthly period for such period or more frequently Lender may reasonably request: (i) perpetual inventory reports; (ii) inventory reports by category; (iii) summary agings of accounts payable, lease payables and other payables; (iv) summary reports of sales for each Wednesday based category of Inventory; (v) summary reports on figures as sales and use tax collections, deposits and payments, including monthly sales and use tax accruals; (vi) reports on Accounts, Credit Card Receivables, and other indebtedness owed to Borrower, including aggregate outstanding amounts by category, payments, accruals and returns and other credits; (vii) a certificate from an authorized officer of the previous FridayBorrower representing that Borrower has made payment of sales and use taxes during such month or, a Borrowing Base Certificate incorporatingat Lender's request, inter alia, other evidence of such payment; and (viii) a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (of Borrower by retail store and warehouse location of Borrower, setting forth the aggregate cost and Retail Sales Price of such Inventory located at each such retail store or warehouse location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon on the Monday of each week, as of the immediately preceding Business Day, or more frequently as Lender may reasonably request, a schedule of the Inventory of Borrower, setting forth the aggregate cost and Retail Sales Price of such Inventory; (c) on the Monday of each week for the immediately preceding week ending on the close of business on the Friday of that week or more frequently as Lender may reasonable request: (i) reports of deposits in each of Borrower's depository accounts and in the Blocked Account and amounts retained by Borrower, together with the separate amounts thereof arising from cash sales, Credit Card Receivables; (ii) except as otherwise agreed in writing by Lender, reports of the costs and other information as required by Lender of Inventory and other goods which are either acquired by Borrower with Letter of Credit Accommodations which are the subject of bills of lading and which have not been delivered to Borrower at the permitted locations of Eligible Inventory in the United States; (iii) summary reports of sales of Inventory, indicating gross sales, returns, allowances and net sales; and (iv) summary reports of all Inventory purchases (including all costs related thereto, such as freight, duty and taxes) and identifying items of Inventory in transit to Borrower related to the applicable documentary letter of credit and/or ▇▇▇▇ of lading number, (d) on a quarterly basis, on or before the tenth (10th) Business Day after the end of each of Borrower's fiscal quarters for the immediately preceding fiscal quarter period, or more frequently as Lender may reasonably request: (i) reports by retail store location of sales and operating profits for each such retail store location; and (ii) agings of accounts receivable; (e) upon Lender's reasonable request: (i) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements; (ii) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrower; and (iiv) the results of periodic counts of Inventory performed by an independent firm satisfactory to Lender, (f) as soon as available, but in any event not later than ten (10) days after receipt by Borrower, the monthly statements received by Borrower from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Lender to monitor the transactions pursuant to the Credit Card Agreements; and (g) such other reports as to the Collateral or other property which is security for the Obligations, projections, budgets, business plans, statements of cash flow and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) other information as the Agent Lender shall reasonably request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral or other property which is security for the Obligations are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide The Borrower shall provide, or cause to be provided, to the Agent the following documents on or before the twentieth (20th) day of each Fiscal Period (unless specifically indicated otherwise), or more frequently if requested by the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Agent:for the (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of the Borrower's Accounts created or acquired since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report of Borrowing Base Certificate; PROVIDED that such schedule and Borrowing Base Certificate may be provided by the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; Borrower more frequently to redetermine Available Credit; (b) an aging of the Borrower's Accounts together with a reconciliation to the previous calendar month end's accounts receivable balance of the Borrower's Accounts and to its general ledger; (c) an aging of the Borrower's accounts payable; (d) upon the Agent's request, copies of invoicesinvoices in connection with the Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, and shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of Borrower's Accounts acquired by the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisBorrower, a report listing the top ten (10) customers of Ideal during that monthpurchase orders, providing (i) details of the level of sales made to each such customerand invoices; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon the Agent's request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report statement of all Inventory based on a physical stock count; the balance of each of the Intercompany Accounts; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (jh) certificates with the delivery of an officer each of Ideal the foregoing, a certificate of the Borrower executed by a Responsible Officer of the Borrower certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will (a) Credit Parties shall provide each Collateral Agent (with, upon such Collateral Agent’s request, sufficient copies for the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lenders) with the following documents at the following times in a form satisfactory to such Collateral Agent, provided that if any such document is posted to an electronic data service available to each Collateral Agent and the Lenders at or before the time it is otherwise required to be delivered to each Collateral Agent, such document shall be deemed to have been provided for the purposes of this Section 7.1: (ai) on a weekly regular basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliarequired by such Collateral Agent, a schedule of credit notessales made, credits issued and cash received; (ii) as soon as possible after the end of each month (but in any event within fifteen (15) days after the end thereof), on a summary of collections of accounts receivable, a schedule of Accounts created since the last monthly basis or more frequently as such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Collateral Agent may request, (A) agings of accounts payable (and including information indicating the status of payments to owners and lessors of the leased premises of such Credit Parties) and (B) agings of accounts receivable (together with a reconciliation to the previous month’s aging and general ledger); (biii) upon such Collateral Agent’s request, (A) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; , (cC) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Credit Parties, and (D) copies of Material Contracts entered into after the date hereof; and (iiv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent such Collateral Agent, Majority Revolving Lenders or Majority LC Facility Lenders shall request from time to time; and. (jb) certificates If any of Credit Parties’ records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, each Credit Party hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to either Collateral Agent and to follow such Collateral Agent’s instructions with respect to further services at any time that an Event of Ideal certifying Default exists or has occurred and is continuing. (c) Accounts Collateral Agent shall be entitled to perform field examinations of all or any portion of the Accounts Collateral as frequently as it shall reasonably deem necessary; provided that so long as no Default or Event of Default has occurred and is continuing (x) if the amount outstanding under the US Revolving Loans is less than $5,000,000 or greater, such examinations shall not be more frequent than once per year and (y) if the amount outstanding under the US Revolving Loans is equal to the foregoing;or greater than $5,000,000, such examinations shall be no more frequent than once per fiscal quarter.

Collateral Reporting. it will (a) The Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Inventory Agent with the following documents at the following times in a form satisfactory to the Inventory Agent: (ai) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of promptly following the Inventory balance (by location) based on the perpetual inventory reports Agent's request, schedules of sales made and such further details as the Agent may requestcash received; (bii) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than promptly following the 10th day end of each month four week period (but in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top any event within ten (10) customers Business Days after the end thereof), on a four week period basis and, if an Event of Ideal during that monthDefault shall have occurred and be continuing or Excess Availability is less than $75,000,000, providing more frequently as the Inventory Agent may request, (iA) details of the level of sales made to each such customer; perpetual inventory (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; distribution center inventory) and retail stock ledger reports, (B) summary inventory mix reports by distribution center and by retail stores in the aggregate (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, processors or other third parties), (C) agings of accounts payable and accrued payables (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, processors and other third parties from time to time in possession of any Collateral), (D) rent payments and aging of rent payments, (E) inventory shrink reports in form and detail satisfactory to the Inventory Agent and (F) reports showing the total exposure and net obligations of each Borrower and Subsidiary under each Rate Protection Agreement; (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the promptly following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon Agent's request, copies of purchase orders, invoices, deposit slips and delivery documents for Inventory and Equipment acquired by that Trading Companybank statements of any Borrower or any of its Subsidiaries; (iiv) promptly following the end of each four week period (but in any event within ten (10) Business Days after the end thereof), and, if an Event of Default shall have occurred and be continuing or Excess Availability is less than $75,000,000, more frequently as the Inventory Agent may request, a Borrowing Base certificate, substantially in the form of Exhibit Q hereto, or with additional form and detail (including as to Eligible Inventory) as the Agents may require (each a "Borrowing Base Certificate"); and (v) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Agents shall reasonably request from time to time; and. (jb) certificates If any Borrower's or Guarantor's records or reports of the Collateral are prepared or maintained by an officer of Ideal certifying as accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorized such service, contractor, shipper or agent to deliver such records, reports, and related documents to the foregoing;Inventory Agent and to follow the Inventory Agent's instructions with respect to further services at any time that an Event of Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the Agent: Foothill: (a) unless Foothill otherwise requests, on a weekly basis on monthly basis, and, in any event, by no later than the 16th day of each Wednesday based on figures as month during the term of the previous Fridaythis Agreement, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such scheduleschedule and a calculation of the Borrowing Base as of such date, (b) unless Foothill otherwise requests, on a monthly basis and, in any event, by no later than the 16th day of each month during the term of this Agreement, (i) a detailed calculation of the Borrowing Base, and (ii) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill; provided, that commencing no later than August 31 (with respect to July, 1997) and continuing on the 16th of each month thereafter, Borrower will provide separate agings for Accounts arising from the provision of services by Borrower and for all other Accounts, (c) unless Foothill otherwise requests, on a monthly basis and, in any event, by no later than the 16th day of each month during the term of this Agreement, a summary aging, by vendor, of Borrower's accounts payable and any book overdraft, (d) unless Foothill otherwise requests, on a monthly basis, and, in any event, by no later than the 16th day of each month during the term of this Agreement, Inventory reports specifying Borrower's cost and the market value of its Inventory by category, with effect additional detail showing additions to and deletions from the Inventory, (e) unless Foothill otherwise requests, on a monthly basis, and, in any Inventory Eligibility Dateevent, a report by no later than the 16th day of each month during the Inventory balance term of this Agreement, notice of all returns, disputes, or claims, (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bf) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrower, purchase orders and invoices, (g) on a quarterly basis, a detailed list of Borrower's customers, (h) unless Foothill otherwise requests, on a monthly basis, and, in any event, by no later than the 16th day of each month during the term of this Agreement, a calculation of the Dilution for the prior month; and (i) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may reasonably request from time to time; . Original sales invoices evidencing daily sales shall be mailed by Borrower to each Account Debtor and (j) certificates , after the occurrence and during the continuance of an officer Event of Ideal certifying as Default, at Foothill's direction, the invoices shall indicate on their face that the Account has been assigned to Foothill and that all payments are to be made directly to Foothill. With respect to any of the foregoing;foregoing documents to be delivered no later than the 16th day of a month, if in any month the 16th falls on a day that is not a Business Day, than such documents shall be delivered no later than the next Business Day after the 16th of such month.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the AgentLender: (a) with respect to Accounts: (i) summary aged trial balance of Accounts for all customers with Account balances in excess of the Canadian Dollar Amount of $1,000,000 by due date on a weekly basis on each Wednesday based on figures as of the previous Friday, last Business Day of each week by the second Business Day of the next week; (ii) an aggregate aged balance of Accounts for all other customers by due date on a Borrowing Base Certificate incorporating, inter alia, a schedule weekly basis as of credit notes, the last Business Day of each week by the second Business Day of the next week; (iii) a summary aged trial balance for all customers on a monthly basis as of collections the last Business Day of accounts receivable, the preceding month within 20 days after the end of each month; (iv) a schedule roll forward of Accounts created since the last such schedulewhich includes total daily sales, with effect from any Inventory Eligibility Datetotal daily credits, a report total daily cash applications and total daily write-offs as of the Inventory balance close of business of the preceding Business Day by 11:00 a.m. each Business Day; and (v) a listing of all credit notes for amounts in excess of the Canadian Dollar Amount of $500,000 on a weekly basis to the extent not previously provided by location) based on the perpetual inventory reports and such further details as the Agent may request;second Business Day of each week. (b) on a monthly basis within twenty (20) days after the end of each month end or more frequently as Agent may request: (i) perpetual Inventory reports; (ii) Inventory reports by category, location, vendor aging and average costs; (iii) summary aged trial balance of accounts payable based on invoice date; (iv) Priority Payables report by category and amount; (v) Inventory obsolescence report; and (vi) general ledger trial balance of Borrower (except for the last month of each fiscal quarter) and such other amount as Agent may reasonably request with respect to Borrower's general ledger accruals. (c) a listing of Inventory subject to any purchase money security interest by vendor and average cost on a weekly basis as of the last Business Day of each week by the second Business Day of the next week. (d) upon Agent's reasonable request, : (i) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements; (ii) copies of shipping and delivery documents;; and (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrower. (ie) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) on as soon as possible after the end of each fiscal month (but in any event within ten (10) Business Days after the end thereof) so long as no Default or Event of Default exists or has occurred and Excess Availability shall be greater than $75,000,000 (and more frequently as Agent may require at any time a weekly basis on each Wednesday based on figures as Default or Event of the previous FridayDefault exists or has occurred or Excess Availability is less than $75,000,000), a Borrowing Base Certificate incorporating, inter alia, a schedule setting forth the calculation of credit notes, a summary the Borrowing Base as of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect Business Day of the immediately preceding monthperiod as to the Inventory, duly completed and executed by the chief financial officer, vice president of finance, treasurer or controller of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed, including but not limited to an inventory summary report by category (and upon Agent’s request, letter of credit inventory) and identifying where such Inventory is located; (dii) as soon as possible after the end of each fiscal month (but in any event within ten (10) Business Days after the end thereof), on a monthly basis or more frequently as Agent may request, (A) perpetual inventory summary reports by category location and by Retail Division and Contract Division (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, processors or other third parties or is consigned inventory), (B) summary aging of outstanding accounts payable (and including information indicating the amounts owing to be delivered no later than owners and lessors of leased premises, warehouses, fulfillment centers, processors, custom brokers, freight forwarders and other third parties from time to time in possession of any Collateral), (C) a certificate by the 10th day chief financial officer, vice president of each month finance, treasurer or controller of Administrative Borrower consisting of: (1) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by Borrower in respect of the immediately preceding month, subject to year-end or monthly percentage rent payment adjustments, (2) the addresses of all new retail store or distribution center locations of Borrowers and Guarantors opened and existing retail store or distribution center locations closed or sold, in each case since the date of the most recent certificate delivered to Agent containing the information required under this clause, (3) a report of any new deposit account established or used by any Borrower or Guarantor with any bank or other financial institution, including the Borrower or Guarantor in whose name the account is maintained, the account number, the name and address of the financial institution at which such account is maintained, the purpose of such account and, if any, the amount held in such account on or about the date of such report, (4) a description of any license agreements with respect to Intellectual Property (other than licenses by a Borrower to a private label manufacturer entered into in the ordinary course of business for the production of Inventory on behalf of a Borrower or “click through” licenses to website hosts or providers in connection with on-line purchasing or licenses to a Borrower by a customer to use such customer’s trademarks for purposes of goods or services provided by such Borrower to or for such customer) entered into since the date of the most recent certificate delivered to Agent listing the Intellectual Property subject to such license, the name and address of the licensee, the term of the license arrangement and the products and territory subject to such license and (5) a statement that all sales and use taxes have been paid when due as of the date of the certificate, except as specifically described in such certificate; (eD) on a monthly basisin connection with any Permitted Acquisition for which the consideration is less than $10,000,000, a report listing certificate by the top ten (10) customers chief financial officer, vice president of Ideal during finance, treasurer or controller of Administrative Borrower setting forth the date or proposed date and amount of such an acquisition that month, providing (i) details has occurred since the date of the level of sales made most recent certificate delivered to each such customer; (ii) details of any credit notes issued Agent containing the information required under this clause or will occur prior to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day date of the following monthnext such certificate to be delivered to Agent, together with a specific breakdown (in reasonable detail) list and description of the monthly ageings assets or shares acquired or to be acquired, the total purchase price for the assets purchased or to be purchased (and the terms of accounts payable to the largest ten supplier creditors payment of Ideal such purchase price), and details a summary of the Inventory held due diligence undertaken by Ideal Borrowers in respect of connection with such accounts payable and each such supplieracquisition; (hE) as to any Indebtedness incurred after the date hereof in an amount less than $10,000,000 that is permitted hereunder, a certificate by the chief financial officer, vice president of finance, treasurer or controller of Administrative Borrower setting forth the Borrower or Guarantor that has incurred such Indebtedness, the amount of such Indebtedness, the person or persons to whom such Indebtedness will be owed, the interest rate, the schedule of repayments and maturity date with effect from any Inventory Eligibility Date, respect thereto and such other information as Agent may request with respect thereto, (iii) upon Agent’s request, (A) reports of sales for each category of Inventory, (B) reports by retail store location of sales and operating profits for each such retail store location, (C) summary reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, (D) true, correct and complete copies of purchase ordersall agreements, invoicesdocuments and instruments relating to any Permitted Acquisition which Agent has not otherwise received and (E) true, correct and delivery complete copies of all agreements, documents for Inventory and Equipment acquired by or instruments evidencing or otherwise related to Indebtedness that Trading Company;Agent has not otherwise received; and (iiv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and. (jb) certificates Nothing contained in any Borrowing Base Certificate shall be deemed to limit, impair or otherwise affect the rights of an officer Agent contained herein and in the event of Ideal certifying any conflict or inconsistency between the calculation of the Borrowing Base as set forth in any Borrowing Base Certificate and as determined by Agent in good faith, the determination of Agent shall govern and be conclusive and binding upon Borrowers and Guarantors. Without limiting the foregoing, Borrowers shall furnish to Agent any information which Agent may reasonably request regarding the determination and calculation of any of the amounts set forth in any Borrowing Base Certificate. The Borrowing Base may be adjusted based on the information set forth in the reports received by Agent under Section 7.1(a)(i) above. In no event shall any Borrower or Guarantor have any liability in connection with the calculation of the Reserves in the Borrowing Base to the foregoing;extent the amount of such Reserve is provided by Agent to Borrowers or Guarantors for such purpose. If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services. (c) All of the documents, reports and schedules provided by Borrowers to Agent hereunder for Receivables payable in any currency other than US Dollars and Inventory located outside the United States of America shall set forth the US Dollar Equivalent for the amount of the Receivables and Value of the Inventory included in any such documents, reports or schedules. For purposes hereof, Agent may, at its option, provide to Administrative Borrower, at least five (5) Business Days prior to the date any such documents, reports or schedules are required to be provided by Borrowers to Agent hereunder, the Exchange Rates required to set forth the US Dollar Equivalent in such documents, reports and schedules provided, that, in the event Agent does not do so, Borrowers shall use such rates of exchange with respect to the applicable currencies as Borrowers use for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the Agent: Lender: (a) on a weekly basis on Tuesday of each Wednesday based on figures week, as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaclose of business of the immediately preceding Saturday, a schedule of credit notesEligible Inventory of Borrower, a summary setting forth the location thereof, aggregate cost of collections such Eligible Inventory (currently reported on the "STAR" system) (including vendor discounts): (b) on Wednesday of each week for the immediately preceding week ending on the close of business on Saturday of that week or more frequently as Lender may request, (i) reports of deposits in each of Borrower's depository accounts receivableand in the Blocked Account and amounts retained by Borrower, together with the separate amounts thereof arising from cash sales, Credit Card Receivables, (ii) except as otherwise agreed in writing by Lender, reports of the cost and other information as required by Lender of Inventory and other goods which are either acquired by Borrower with Letter of Credit Accommodations which are the subject of bills of lading and which have not been delivered to Borrower at the permitted locations of Eligible Inventory in the United States and (iii) an aging of merchandise accounts payable and other payables (other than lease payables); (c) once each month, on or before the fifteenth (15th) Business Day of such month for the immediately preceding month or more frequently as Lender may request, (i) agings of lease payables, (ii) a schedule of Accounts created since Accounts, Credit Card Receivables, and other indebtedness owed to Borrower, (iii) the last aggregate amount of all sales of Inventory for all Borrower's retail stores, and (iv) a certificate from an authorized officer of Borrower representing that Borrower has made payment of sales and use taxes during such schedulemonth or, with effect from any Inventory Eligibility Dateat Lender's request, a report other evidence of the Inventory balance such payment, (by locationd) based on the upon Lender's reasonable request, (i) perpetual inventory reports and such further details as the Agent may request; reports, (bii) upon request, copies of invoicesdeposit slips and bank statements, credit notes, (iii) copies of shipping and delivery documents; , and (civ) monthly ageings copies of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports purchase orders and invoices for Inventory acquired by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; Borrower; (e) on a monthly basis, a report listing the top ten (10) customers semi-annual reports of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerInventory shrinkage; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and other property which is security for the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Obligations as the Agent Lender shall reasonably request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral or other property which is security for the Obligations are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents document at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such scheduleschedule and a calculation of the Borrowing Base as of such date, (b) on a monthly basis and, in any event, by no later than the tenth (10/th/) day of each month during the term of this Agreement, (i) a detailed calculation of the Borrowing Base, and (ii) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, (c) on a monthly basis and, in any event, by no later than the tenth (10/th/) day of each month during the term of this Agreement, a summary aging, by vendor, of Borrower's accounts payable and any book overdraft, (d) on a weekly basis, Inventory reports specifying Borrower's cost and the wholesale market value of its Inventory by category, with effect additional detail showing additions to and deletions from any Inventory Eligibility Datethe Inventory, a report (e) on each Business Day, notice of the Inventory balance all returns, disputes, or claims, (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bf) upon request, copies of invoicesinvoices in connection with the Accounts, customer statement, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices, (cg) monthly ageings on a quarterly basis, a detailed list of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; Borrower's customers, (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eh) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerDilution for the prior month; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may request from time to time; . Original sales invoices evidencing daily sales shall be mailed by Borrower to each Account Debtor and (j) certificates , upon the occurrence of an officer Event of Ideal certifying as Default or at Foothill's request if Foothill deems itself insecure, the invoices shall indicate on their face that the Account has been assigned to the foregoing;Foothill and that all payments are to be made directly to Foothill.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the Agent: Lender: (a) on a weekly basis on each Wednesday based on figures or more frequently as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaLender may request, a schedule of credit notessales, credits and collections and Inventory purchases (including all costs related thereto, such as freight, duty and taxes), accompanied by a summary certificate of collections of accounts receivableBorrower's chief financial officer setting forth, a schedule of Accounts created since in form satisfactory to Lender, the last such schedule, with effect from any Inventory Eligibility Date, a report items necessary for the calculation of the Inventory balance amount of Loans and Letter of Credit Accommodations available to Borrower as of the date of the weekly schedule delivered to Lender under this clause (a) which such certificate accompanies (it being agreed that, notwithstanding the delivery to or acceptance of such certificate by location) based on Lender, Lender shall be entitled at all times to determine the perpetual inventory reports amount of Loans and such further details Letter of Credit Accommodations available to Borrower, as the Agent may request; elsewhere provided herein); (b) upon on a monthly basis or more frequently as Lender may request, (i) perpetual Inventory reports at Cost for warehouses, distribution center(s) and retail stores by product category (including, separately, Reserve Inventory by product category), (ii) agings of accounts payable, and (iii) reports of markdowns taken with respect to Inventory in Borrower's retail stores; (c) upon Lender's request, (i) as soon as available, but in any event not later than five (5) Business Days after receipt by Borrower, the monthly statements received by Borrower from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Lender to monitor the transactions pursuant to the Credit Card Agreements, (ii) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (iii) copies of shipping and delivery documents; , (civ) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrower, (iv) reports by retail store location of sales and operating profits for each such retail store location and (vi) reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals; and (d) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorize such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (ai) on a weekly regular basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliarequired by Lender, a schedule of credit notessales made, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports credits issued and such further details as the Agent may requestcash received; (bii) as soon as possible after the end of each month (but in any event within ten (10) Business Days after the end thereof), on a monthly basis or more frequently as Lender may request, (A) perpetual inventory reports, (B) inventory reports by location and category (including identifying Inventory at locations owned and operated by third parties or on consignment), (C) listings of Borrowers' accounts payable until ten (10) Business Days after December 31, 2002, and thereafter, agings of accounts payable (and including information indicating the status of payments to owners and lessors of the leased premises of Borrowers), and (D) agings of accounts receivable (together with a reconciliation to the previous month's aging and general ledger); (iii) upon Lender's request, (A) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading CompanyBorrowers; (iiv) monthly, a calculation of the Borrowing Base, in form and substance satisfactory to Lender, certified by the chief financial officer of Parent (which Borrowing Base calculation shall include the calculation of Net Amount of Eligible Accounts after giving effect to the assertion of any claims, offsets, defenses or counterclaims by any account debtor, or any disputes with account debtors, or any settlement, adjustment or compromise thereof); provided, that such certified calculation of the Borrowing Base shall be delivered weekly upon the occurrence of a Compliance Triggering Event and during any Availability Compliance Period (related to a Compliance Triggering Event); (v) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall request from time to time; and (jb) certificates If any of Borrowers' records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrowers hereby irrevocably authorize such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliamonthly basis, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of the Borrower’s Accounts created since the last such schedule, with effect from which schedule shall also identify any Inventory Eligibility Datecollections, a report credits and other adjustments in respect of the Inventory balance Borrower’s Accounts since the last such schedule; (by locationb) based on a monthly basis, (i) within seven (7) Business Days after the perpetual inventory reports and such further details end of each month, an aging of the Borrower’s Accounts, together with a reconciliation to the previous month’s or week’s, as the Agent case may request; be, aging of the Borrower’s Accounts and to the Borrower’s general ledger; (bii) within ten (10) Business Days after the end of each month, an aging of the Borrower’s accounts payable; and (iii) within ten (10) Business Days after the end of each month, Inventory reports by category, with additional detail showing additions to and deletions from the Inventory; (c) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Borrower’s Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (id) upon request, a statement of the balance of each of the Intercompany Accounts; (e) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (jf) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower’s records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will provide (i) The Credit Parties agree to furnish or cause to be furnished to the Agent the following documents, information and access: (1) On the fifteenth (15th) and last day of each month (or if either such day is not a Business Day, the first Business Day following such day), but more frequently upon the Agent’s request, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times borrowing base certificate in form and substance satisfactory to the Agent: (a) on , certified by a weekly basis on each Wednesday based on figures as Responsible Officer, together with such confirmatory schedules of Trade Accounts Receivable and Inventory of the previous FridayCompany (in form, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since detail and substance satisfactory to the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by locationAgent) based on the perpetual inventory reports and such further details as the Agent may request;. The Agent, in its sole discretion, may permit the Company to access CIT’s System for the purpose (in addition to those set forth in Section 3.7 hereof) of completing and submitting borrowing base certificates when required hereunder. (b2) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than On or before the 10th last day of each month in respect (but more frequently upon the Agent’s request), a detailed and summary aging report of Trade Accounts Receivable of the immediately Company existing as of the last day of the preceding month;, a roll-forward of Trade Accounts Receivable of the Company from the first day of the preceding month through the last day of the preceding month, and a summary of Inventory of the Company as of the last day of the preceding month, all in such form as the Agent shall require, certified by a Responsible Officer, together with (y) a reconciliation, as of the last day of the preceding month, of the Company’s Trade Accounts Receivable aging report to the Company’s general ledger and applicable borrowing base certificate delivered by the Company to the Agent, and (z) if required by the Agent, such other information sufficient to allow the Agent to update the amount of Eligible Accounts Receivable and Eligible Inventory of the Company. To the extent that any Credit Party other than the Company has rights in any Accounts or Inventory from time to time, such Credit Party shall also furnish or caused to be furnished to the Agent such information within such time period. (d3) monthly perpetual inventory reports by category to be delivered no later than On or before the 10th last day of each month in respect (but more frequently upon the Agent’s request), an aged trial balance of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details Company’s accounts payable as of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th last day of the following preceding month, together with a specific breakdown (in reasonable detail) of . To the monthly ageings of extent that any Credit Party other than the Company has accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and, such Credit Party shall also furnish or cause to be furnished to the Agent such information within such time period. (j4) certificates Prompt written disclosure of (x) all matters adversely affecting the value, enforceability or collectibility of the Trade Accounts Receivable of the Company, (y) all customer disputes, offsets, defenses, counterclaims, returns, rejections and all reclaimed or repossessed merchandise or goods, and (z) all matters adversely effecting the value or marketability of the Inventory, all in such detail and format as the Agent may require, provided that to the extent that any such matter could not have a Material Adverse Effect, the Company may disclose such matter to the Agent when the Company provides the Agent with the borrowing base certificate described in clause (1) above. To the extent that any Credit Party other than the Company has rights in any Accounts or Inventory from time to time, such Credit Party shall also furnish or caused to be furnished to the Agent such information within such time period. (5) Prior written notice of any change in the location of any Collateral and any material change in type, quantity, quality or mix of the Inventory. (6) From time to time, such other documentation and information relating to the Trade Accounts Receivable, Inventory and other Collateral, and financial condition and operations of any Credit Party, as the Agent may reasonably require. In addition, the Credit Parties agree to furnish or cause to be furnished to the Agent from time to time access to the Company’s or any other Credit Party’s computers, electronic media and software programs (including any electronic records, contracts and signatures), provided that, at the Company’s or such other Credit Party’s option, a representative of the Company or such other Credit Party may be present at all times while the Agent is accessing such computers, electronic media or software programs. (7) Notwithstanding anything to the contrary contained in the preceding clauses (1), (2), (4) or (5), the Company shall not be required to include information regarding Excluded Inventory in the reports and other documentation described in such clauses. (ii) The Company or any other Credit Party may deliver to the Agent any borrowing base certificate, collateral report or other material under clauses (1), (2) and (3) of Section 7.2(g)(i) by e-mail or other electronic transmission (an “Electronic Transmission”), subject to the following terms: (1) Each Electronic Transmission must be sent by a Responsible Officer, and must be addressed to the loan officer and the collateral analyst of the Agent that handle such Credit Party’s account, as designated by the Agent from time to time. If any Electronic Transmission is returned to the sender as undeliverable, the material included in such Electronic Transmission must be delivered to the intended recipient in the manner required by Section 12.6 hereof. (2) Each certificate, collateral report or other material contained in an Electronic Transmission must be in a “pdf” or other imaging format and, to the extent that such material must be certified by an officer of Ideal certifying as such Credit Party under this Section 7.2(g), must contain the signature of the officer submitting the Electronic Transmission. As provided in Section 12.6, any signature on a certificate, collateral report or other material contained in an Electronic Transmission shall constitute a valid signature for purposes hereof. The Agent may rely upon, and assume the authenticity of, any such signature, and any material containing such signature shall constitute an “authenticated” record for purposes of the Uniform Commercial Code and shall satisfy the requirements of any applicable statute of frauds. (3) Each Electronic Transmission must contain the name and title of the officer of such Credit Party transmitting the Electronic Transmission, and shall include following text in the body of the Electronic Transmission: “Pursuant to the foregoing;Financing Agreement dated as of July 15, 2005, among Horsehead Corp. and certain of its affiliates, the Lenders that are parties thereto and The CIT Group/Business Credit, Inc., as Agent for the Lenders (the “Agent”), the undersigned [title of submitting officer] of the [name of Credit Party] hereby delivers to the Agent [describe submitted reports]. The undersigned Credit Party represents and warrants to the Agent and the Lenders that the materials included in this Electronic Transmission are true, correct and complete in all material respects. The name of the officer of the Credit Party set forth in this e-mail constitutes the signature of such officer, and this e-mail shall constitute an authenticated record of such Credit Party.” (4) The Company agrees to maintain the original versions of all certificates, collateral reports and other materials delivered to the Agent by means of Electronic Transmission and agrees to furnish to the Agent such original versions within five (5) Business Days of the Agent’s request for such materials, signed and certified (to the extent required hereunder) by the officer submitting the Electronic Transmission. (5) Each Credit Party hereby authorizes the Agent to regard such Credit Party’s printed name or rubber stamp signature on assignment schedules or invoices as the equivalent of a manual signature by one of its Responsible Officers. Any Credit Party’s failure to promptly deliver to the Agent any schedule, report, statement or other information set forth in this Section 7.2(g) shall not affect, diminish, modify or otherwise limit the Agent’s security interests in the Collateral.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Error! Bookmark not defined. Provide Foothill with the following documents at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) based on the perpetual inventory reports and Borrowing Base as of such further details as the Agent may request; date, (b) upon requeston a weekly basis, copies and in any event by no later than the last day of invoiceseach week during the term of this Agreement, credit notes(i) a summary of each billing cycles completed during the preceding week, shipping and delivery documents; a listing of any backlogged billing cycles or other backlogged billings, (ii) a summary aging, by vendor, of ▇▇▇▇▇▇er's accounts payable and any book overdraft, including detail with respect to each account payable due to each Carrier that has entered into a Carrier Agreement with Borrower, and (iii) a summary of all unbilled subscriber accounts as provided to Borrower by Celltech and any other third Person providing billing or collection services to Borrower, (c) on a monthly ageings of accounts receivable to be delivered basis and, in any event, by no later than the 10th day of each month in respect during the term of this Agreement, (i) a detailed calculation of the immediately preceding month; Borrowing Base, and (ii) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, (d) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th day of each month during the term of this Agreement, (i) a summary of all deactivated subscriber accounts with respect to Borrower's cellular telecommunications services which have been terminated or permitted to lapse during the preceding 30 days, and (ii) a detailed report reflecting the payment of all applicable state and federal excise taxes, and any other state or municipal taxes, due and payable during the preceding month in respect of the immediately preceding month; connection with Borrower's business activities, (e) on each Business Day, notice of all disputes or claims, (f) upon request, copies of invoices in connection with the Accounts, customer statements, credit memos, remittance advices and reports, deposit slips in connection with the Accounts, (g) on a quarterly basis, a detailed list of Borrower's customers, (h) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerDilution for the prior month; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) or USCI as the Agent shall Foothill may request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;.

Collateral Reporting. it will Each Borrower on a stand-alone basis -------------------- shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Bank with the following documents at the following times in form satisfactory to the AgentBank: (a) with each request for an Advance under the Revolving Credit Facility, but no less frequently than on a weekly basis on each Wednesday based on figures as of basis, or more frequently if requested by the previous FridayBank, a Borrowing Base Certificate incorporatingreport of: (i) the Borrower's sales, inter alia, a schedule of credit notes, a summary of credits and collections of accounts receivable, a schedule of Accounts created since the last such schedulereport, and (ii) Borrowing Base Certificate. (b) by the 15/th/ day of each month (with effect from any Inventory Eligibility Daterespect to the previous month), or more frequently if requested by Bank: (i) an aging of the Borrower's accounts; (ii) an aging of the Borrower's accounts payable. (iii) a reconciliation to the previous month's aging of the Borrower's accounts and to the Borrower's general ledger; and (iv) a calculation of ineligible Accounts with supporting detail sufficient for Bank to verify all calculations. (c) with each request for an Advance under the Revolving Credit Facility, but no less frequently than on a weekly basis, or more frequently if requested by the Bank, a report of: (i) Inventory by category and location, with additional detail showing additions to and deletions from Inventory; and (ii) Inventory subject to Eligible Inventory Buy-Back Agreements. (d) by the 15/th/ day of each month (with respect to the previous month), or more frequently if requested by Bank: (i) an Inventory reconciliation to: (A) the previous month's report of the Inventory balance Borrower's Inventory; (by locationB) based on the Borrower's general ledger; (C) the perpetual inventory reports and such further details as the Agent may requestsystem; (bii) a calculation of ineligible Inventory; and (iii) a reconciliation of the perpetual inventory system values to the general ledger values. (e) upon request, copies of invoicesinvoices in connection with the Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of Borrower's Accounts and for inventory acquired by the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisBorrowers, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; purchase orders and (iii) the amount of cash actually received from each such customer during the relevant month;invoices. (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report statement of all Inventory based on a physical stock count;the balance of each of the intercompany Accounts. (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Bank shall reasonably request from time to time; and. (jh) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Bank.

Collateral Reporting. it will The Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents documents, consolidated for both Borrowers, at the following times in form satisfactory to the Agent:. (a) on On a weekly monthly basis on by the 20th day of each Wednesday based on figures as of month, or more frequently if requested by the previous Friday, Agent: (i) a Borrowing Base Certificate incorporatingfor the immediately preceding month, inter alia, together with a schedule of credit notesthe Borrowers’ Accounts created, a summary of collections of accounts receivablecredits given, a schedule of cash collected and other adjustments to Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report date of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may requestlast monthly Borrowing Base Certificate; (bii) upon requesta monthly aging of the Borrowers’ Accounts, copies of invoices, credit notes, shipping and delivery documentstogether with a reconciliation to the Borrowers’ general ledger; (ciii) a monthly ageings aging of the Borrowers’ accounts receivable to be delivered no later than payable; and (iv) a detailed calculation of Eligible Accounts as of the 10th day of each month in respect end of the immediately preceding month;. (db) On a monthly perpetual inventory reports basis, by the Wednesday of the fourth Fiscal Week of each Fiscal Month, or more frequently if requested by the Agent: (i) a monthly Inventory report by category to be delivered no later than and location; and (ii) a detailed calculation of Eligible Inventory as of the 10th day of each month in respect end of the immediately preceding month;. (c) During any period other than a Minimum Excess Availability Period, on a weekly basis by the second Business Day of each week, or more frequently at the option of the Borrowers: (i) a Borrowing Base Certificate for the immediately preceding week, together with a schedule of the Borrowers’ Accounts created, credits given, cash collected and other adjustments to Accounts since the date of the last weekly Borrowing Base Certificate, which Borrowing Base Certificate shall reflect the Inventory set forth in the most recent monthly Inventory Borrowing Base Certificate or weekly Borrowing Base Certificate, as the case may be; and (ii) a weekly aging of the Borrowers’ Accounts corresponding to the ending balance of Accounts reflected on the weekly Borrowing Base Certificate delivered pursuant to clause (i) above. (d) During any period other than a Minimum Excess Availability Period, on a weekly basis by the second Business Day of each week, an Inventory report, in form and substance agreed upon by LS&Co and the Agent, for the immediately preceding week by category and location corresponding to the Borrowers’ perpetual records. (e) on a monthly basis, a report listing Upon the top ten (10) customers request of Ideal during that month, providing the Agent: (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase ordersinvoices in connection with the Borrowers’ Accounts, invoicescustomer statements, credit memos, remittance advices and delivery reports, deposit slips, shipping documents in connection with the Borrowers’ Accounts and for Inventory and Equipment acquired by that Trading Companythe Borrowers, purchase orders and invoices; (iii) a statement of the balance of each of the Intercompany Accounts; and (iii) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Borrowers as the Agent shall reasonably request from time to time; and (j) certificates . If any of the Borrowers’ records or reports of the Collateral are prepared by an officer of Ideal certifying as accounting service or other agent, the Borrowers hereby authorize such service or agent to deliver such records, reports, and related documents to the foregoing;Agent, for distribution to the Lenders.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect Lender) with each of each Trading Company, and on a consolidated and consolidating basis, with the following documents set forth below at the following times in form satisfactory to Agent: If (x) no Covenant Testing Period is in effect, monthly (no later than the Agent: 20th day of each month), or (y) Covenant Testing Period is in effect, weekly (no later than the third Business Day of each week, commencing with the first such day to occur during any Covenant Testing Period), (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a an executed Borrowing Base Certificate incorporatingCertificate, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon requesta detailed aging, by total, listing each Borrower’s billed and unbilled Accounts (in the case of unbilled Accounts, aged by reference to the service date), together with a reconciliation and supporting documentation for any reconciling items noted (c) a reconciliation of billed and unbilled Accounts, accounts payable, and, to the extent Inventory is included in the Borrowing Base, Inventory of Borrowers’ to the general ledger, and from the general ledger to its monthly financial statements, including any book reserves related to each category, (d) a detailed calculation of those Accounts that are not eligible for the Borrowing Base, (e) notice of all claims, offsets, or disputes asserted by Account Debtors with respect to each Borrower’s Accounts, (f) to the extent Inventory is included in the Borrowing Base, Inventory system/perpetual reports specifying the net book value of each Borrower’s Inventory, by category, (g) to the extent Inventory is included in the Borrowing Base, a detailed calculation of Inventory categories that are not eligible for the Borrowing Base, (h) a summary aging, by vendor, of each Loan Party’s accounts payable and any book overdraft and an aging, by vendor, of any held checks, and (i) a detailed report regarding each Loan Party’s and its Subsidiaries’ cash and Cash Equivalents, including an indication of which amounts constitute Qualified Cash. Quarterly (no later than the 45th day after the end of each fiscal quarter), (j) a report regarding each Loan Party’s and its Subsidiaries’ accrued, but unpaid, ad valorem taxes, and (k) a Perfection Certificate or a supplement to the Perfection Certificate. Annually (no later than 90 days after the end of each fiscal year) (l) a detailed list of each Loan Party’s and its Subsidiaries’ customers, with address and contact information. Upon request by Agent, (m) copies of invoicespurchase orders and invoices for Inventory acquired by any Loan Party or its Subsidiaries, credit notes, (n) copies of invoices together with corresponding shipping and delivery documents; (c) monthly ageings , and credit memos together with corresponding supporting documentation, with respect to invoices and credit memos in excess of accounts receivable an amount determined in the sole discretion of Agent, from time to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basistime, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (io) such other reports as to the Collateral of any Loan Party and the Accounts its Subsidiaries, as Agent may reasonably request. This ASSIGNMENT AND ACCEPTANCE AGREEMENT (“Assignment Agreement”) is entered into as of _______________ ________________ between _______________________________ (“Assignor”) and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and _______________________________ (j) certificates of an officer of Ideal certifying as “Assignee”). Reference is made to the foregoing;Agreement described in Annex I hereto (the “Credit Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Credit Agreement.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents (which shall include the Borrower and each Subsidiary) at the following times in substantially the form satisfactory previously delivered under the loan agreement relating to the AgentExisting Debt: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule end of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility DateBorrower's fiscal week, a report of the Inventory inventory balance (by location) based on the perpetual inventory reports and no later than four Business Days following the end of such further details as the Agent may request; fiscal week; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings agings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month; (c) monthly departmental inventory reports, together with a specific breakdown (in reasonable detail) no later than the 10th day of the following month (it being understood that the Borrower shall have no obligation to provide such information with respect to the PFC division of the Borrower until the earlier of (i) 90 days after the Closing Date or (ii) the date such information is available); (d) monthly ageings agings of accounts payable payable, no later than the 10th day of the following month; (e) a monthly Sales to Gross Margin analysis report by location (including, without limitation, summary information regarding the results of cycle counts of Inventory), prepared in a manner consistent with the Borrower's past practices, no later than the 30th day of the following month (it being understood that the Borrower shall have no obligation to provide such information with respect to the largest ten supplier creditors of Ideal and details PFC division of the Inventory held by Ideal in respect Borrower until the earlier of (i) 90 days after the Closing Date or (ii) the date such accounts payable information is available); (f) upon reasonable request, additional cycle count information where available (including, without limitation, work papers and each such supplier; (h) with effect from any Inventory Eligibility Date, upon requestother back-up information), copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower or Subsidiary; (ig) on or before the fourth Business Day of each week, a Borrowing Base Certificate in the form of Exhibit B, as of the last Business Day of the prior week; (h) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (ji) certificates of an officer of Ideal the Borrower certifying as to the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Agent with the following documents at the following times in form reasonably satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaybasis, (i) a sales journal, a Borrowing Base Certificate incorporatingcollection journal, inter alia, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a calculation of the Borrowing Base as of such date, (ii) a report detailing contra Accounts with respect to each of Eligible Direct Accounts and Eligible LEC Accounts, (iii) notice of all returns, disputes, or claims, (iv) so-called "par" (i.e., "purchase of accounts receivable") LEC Confirmation Statements, and (v) copies of all reports by billing services agents delivered to the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request;Obligors pursuant to or in connection with any Billing Services Agreement. (b) promptly upon request, receipt, (i) copies of invoicesall LEC Confirmation Statements relative to LEC Accounts of CEO and PT-1 received by the Obligors since the immediately prior delivery of materials under this SECTION 6.2(B), together with any Obligor-prepared summary or report in respect of such LEC Confirmation Statements, (c) on a monthly basis and, in any event, by no later than the 25th day of each month during the term of this Agreement, (i) a detailed calculation of the Borrowing Base, (ii) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Agent, (iii) a summary aging, by vendor, of the Obligors' accounts payable and any book overdraft, (iv) a calculation of Dilution for the prior month, and (v) a summary aging, by administrator, lessor, grantor, or licensor, of the Obligors' obligations due and payable under all Carrier Agreements, Cable Agreement, IRUs, leases, and licenses to which any one or more of the Obligors is party. (d) upon request of Agent, (i) copies of invoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrower, purchase orders and invoices, (iii) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the as Agent to make enquiries of its customers in this respect) as the Agent shall reasonably may request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Lender with the following documents at the following times in form satisfactory to Lender: Monthly (not later than (i) the Agent: 30th day after the end of each month that is not the last month of a calendar quarter, and (ii) the 45th day after the end of each calendar quarter) (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating(including detail regarding those Accounts of Borrowers that are not Eligible Accounts), inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) a summary aging, by vendor, of Borrowers’ and their Domestic Subsidiaries’ accounts payable and any book overdraft, and (c) a detailed report regarding Borrowers’ and their Domestic Subsidiaries’ cash and Cash Equivalents including an indication of which amounts constitute Qualified Cash. Quarterly (not later than the 45th day after the end of each calendar quarter) (d) a detailed list of each Borrower’s and each Domestic Subsidiary of a Borrower’s customers, and (e) a report regarding each Borrower’s and each Domestic Subsidiary of a Borrower’s accrued, but unpaid, ad valorem taxes. Promptly upon requestrequest by Lender, in the exercise of its Permitted Discretion (f) copies of invoicesinvoices in connection with Borrowers’ and their Domestic Subsidiaries’ Accounts, credit notesmemos, remittance advices, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month documents in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisconnection with Borrowers’ and their Domestic Subsidiaries’ Accounts and, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; Borrowers or their Domestic Subsidiaries, purchase orders and invoices, and (ig) such other reports as to the Collateral Collateral, or the financial condition of Borrowers and their Domestic Subsidiaries, as Lender may request in the Accounts (and each Borrower hereby authorises the Agent to make enquiries exercise of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;Permitted Discretion.

Collateral Reporting. it will (a) Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (ai) on a weekly regular basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliarequired by Lender, a schedule of credit notessales made, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports credits issued and such further details as the Agent may requestcash received; (bii) on a monthly basis or more frequently as Lender may request (but in no event more frequently than weekly so long as no Event of Default exists or has occurred), (A) perpetual inventory reports, (B) inventory reports by location and category, (C) agings of accounts payable (and including information indicating the status of payments to owners and lessors of the leased premises of Borrower), (D) agings of accounts receivable (together with a reconciliation to the previous month's aging and general ledger) and (E) the cash balances of Guarantor in the Blocked Accounts and in any other deposit or investment accounts of Guarantor; (iii) upon Lender's request, (A) copies of invoicescustomer statements and credit memos, credit notesremittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading CompanyBorrower; (iiv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall request from time to time; and (jb) certificates If any of Borrower's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver upon Lender's request such records, reports, and related documents to Lender and at any time that an Event of Ideal certifying as Default exists or has occurred and is continuing, to follow Lender's instructions with respect to further services. (c) All of the documents, reports and schedules provided by Borrower to Lender hereunder for Receivables (including Receivables of Guarantor) payable in any currency other than US Dollars and Inventory (including Inventory of Guarantor) located outside the United States of America shall set forth the US Dollar Equivalent for the amount of the Receivables and Value of the Inventory included in any such documents, reports or schedules. For purposes hereof, Lender may, at its option, provide to Borrower, at least five (5) Business Days prior to the foregoing;date any such documents, reports or schedules are required to be provided by Borrower to Lender hereunder, the exchange rates required to set forth the US Dollar Equivalent in such documents, reports and schedules and in the event Lender shall fail to do so, Borrower shall use such rates of exchange with respect to the applicable currencies as Borrower uses for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules.

Collateral Reporting. it will The Grantors shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in form satisfactory to the Agent: Lender: (a) on a weekly basis on each Wednesday based on figures as at the times specified in Section 5.2 of the previous FridayCredit Agreement, a schedule of the Grantors' Accounts created, credits given, cash collected and other adjustments to Accounts since the last such schedule and a Borrowing Base Certificate incorporatingwith such supporting documentation as is required by the Credit Agreement; (b) on a monthly basis, inter aliaby the 25th day after the end of each fiscal month, or more frequently if reasonably requested by the Lender, an aging of the Grantor's Accounts, together with a reconciliation to the corresponding Borrowing Base and to the Grantor's general ledger; (c) on a monthly basis by the 25th day after the end of each fiscal month, or more frequently if reasonably requested by the Lender, an aging of the Grantors' accounts payable; (d) on a monthly basis by the 25th day after the end of each fiscal month (or more frequently if reasonably requested by the Lender), a schedule detailed calculation of credit notesEligible Accounts and Eligible Inventory; (e) on a monthly basis by the 25th day after the end of each fiscal month (or more frequently if reasonably requested by the Lender), a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any if Inventory Eligibility Date, a report is part of the Borrowing Base, Inventory balance reports by category and location, together with a reconciliation to the corresponding Borrowing Base and to the Grantors' general ledger; (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bf) upon request, copies of invoicesinvoices in connection with the Grantors' Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect Grantors' Accounts and Equipment and, if Inventory is part of the immediately preceding month; (d) monthly perpetual inventory reports Borrowing Base, Inventory acquired by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisGrantors, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customerpurchase orders and invoices; (iig) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day statement of the following month, together with a specific breakdown (in reasonable detail) balance of each of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; Intercompany Accounts; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Grantors as the Agent Lender shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of the Grantors executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Grantors' records or reports of the Collateral are prepared by an accounting service or other agent, the Grantors hereby authorize such service or agent to deliver such records, reports, and related documents to the Lender.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form reasonably satisfactory to the Agent: (ai) on a weekly basis on as soon as possible after the end of each Wednesday based on figures fiscal month (but in any event within ten (10) Business Days after the end thereof) so long as no Event of the previous FridayDefault has occurred and is continuing and Excess Availability shall be greater than $7,500,000 (and more frequently as Agent may reasonably require at any time an Event of Default has occurred and is continuing or Excess Availability is less than $7,500,000), a Borrowing Base Certificate incorporatingsetting forth the calculation of the Borrowing Base as of the last Business Day of the immediately preceding fiscal month as to the Inventory, inter aliaduly completed and executed by the chief financial officer, a schedule vice president of finance, treasurer, controller or other similar financial officer of Administrative Borrower, together with all schedules required pursuant to the terms of the Borrowing Base Certificate duly completed, including but not limited to an inventory summary report by category as determined by Borrowers in accordance with their current and prior inventory management policies (and upon Agent’s reasonable request, upon the occurrence and during the continuance of an Event of Default letter of credit notesinventory summary) and identifying where such Inventory is located; (ii) as soon as possible after the end of each fiscal month (but in any event within ten (10) Business Days after the end thereof), on a summary monthly basis or more frequently as Agent may reasonably request upon the occurrence and during the continuance of collections an Event of accounts receivable, Default or a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, Cash Dominion Triggering Event, (A) a report of all Asset Sales (as such term is defined in the Inventory balance Senior Secured Note Indenture) made by any Borrower or Guarantor made during the immediately preceding fiscal month which report shall include without limitation the amount of the Net Proceeds (as such term is defined in the Senior Secured Note Indenture) received by locationsuch Borrower or Guarantor in connection therewith and the use of such proceeds; (B) based confirmation that except as specified in such report (1) there are no past due trade accounts payable more than (30) days past the later of due date or the original invoice date thereof, and (2) there are no past due amounts owing to owners and lessors of leased premises (including retail store locations), warehouses, fulfillment centers, processors, custom brokers, freight forwarders and other third parties from time to time in possession of any Collateral, and (C) a certificate by the chief financial officer, vice president of finance, treasurer or controller or other similar financial or senior officer of Administrative Borrower consisting of: (1) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by Borrower in the immediately preceding month, subject to year-end or monthly percentage or other applicable rent payment adjustments , except as otherwise specified, (2) the addresses of all new retail store or distribution center locations of Borrowers and Guarantors opened and existing retail store or distribution center locations closed or sold, in each case since the date of the most recent certificate delivered to Agent containing the information required under this clause, (3) a report of any new deposit account established by any Borrower or Guarantor with any bank or other financial institution, including the Borrower or Guarantor in whose name the account is maintained, the account number, the name and address of the financial institution at which such account is maintained, the purpose of such account and, if any, the amount held in such account on or about the perpetual inventory reports date of such report, and (4) a statement that all sales and use taxes have been paid when due as of the date of the certificate, except as specifically described in such further details certificate and except where the non-payment of such sales and use taxes involves an aggregate amount of less than $100,000; and (iii) as soon as possible after the end of each fiscal quarter (but in any event within ten (10) Business Days after the end thereof), on a quarterly basis or more frequently as Agent may request;reasonably request upon the occurrence and during the continuance of an Event of Default or a Cash Dominion Triggering Event, inventory summary reports by location and category of Inventory (including the amounts of Inventory and the aggregate value thereof at each retail store location and at premises of warehouses or other third parties or is consigned inventory), (b) upon Agent’s reasonable request, (i) perpetual inventory summary reports by sku for each retail store location, (ii) summary reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, (iii) a report of aggregate credit card sales for the requested period, including the amount of the chargebacks, fees, and credits with respect thereto and providing an aging of such related Receivables identifying those outstanding more than five (5) Business Days since the sale date giving rise thereto, and (iv) true, correct and complete copies of invoicesall agreements, credit notes, shipping documents and delivery documents;instruments relating to any Permitted Acquisition which Agent has not otherwise received; and (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and (j) certificates . If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further reasonable services, in each case, at any time that an Event of Ideal certifying as to the foregoing;Default has occurred and is continuing.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on by September 1st of each Wednesday based on figures as of the previous Fridayyear, a Borrowing Base Certificate incorporating, inter aliaReserve Report prepared by an Approved Engineer and reviewed and approved by Agent; and by March 1st of each year, a schedule Reserve Report prepared by Borrower or an Approved Engineer, as applicable, and reviewed and approved by Agent, all in accordance with the terms of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request;Section ------- 2.16; ---- (b) upon requestwith the delivery of each Reserve Report, copies Borrower shall provide to Agent, a certificate from the president or chief financial officer of invoicesBorrower certifying that, credit notesto the best of his knowledge: (i) the information contained in such Reserve Report and any other information delivered in connection therewith is true and correct; (ii) each of the Pledging Subsidiaries and the Partnerships own good and defensible title to its Borrowing Base Properties evaluated in such Reserve Report and are free of all Liens except for Permitted Liens; (iii) except as set forth on an exhibit to the certificate, shipping on a net basis there are no gas imbalances, take or pay or other prepayments with respect to the Borrowing Base Properties evaluated in such Reserve Report which would require the Pledging Subsidiaries or the Partnerships to deliver Hydrocarbons produced from such Borrowing Base Properties at some future time without then or thereafter receiving full payment therefor; (iv) none of the Borrowing Base Properties has been sold since the date of the last Borrowing Base determination; (v) attached to the certificate is a list of all Persons disbursing proceeds to Borrower, the Pledging Subsidiaries or the Partnerships from the Borrowing Base Properties; and delivery documents(vi) set forth on a schedule attached to the certificate is the PV-10 Value of all Borrowing Base Properties together with a list of the Wells that are owned by the ▇▇▇tnerships; (c) monthly ageings of accounts receivable to be delivered no later than as soon as available and in any event within 10 Business Days after the 10th day end of each month quarter-annual period commencing with the quarter ending September 30, 2002, a report setting forth, in respect form substantially similar to the form set forth on Schedule 6.2(c), the calculation as of the immediately last Business Day of the ---------------- quarter-annual period preceding monththe date of the delivery by the Borrower of such report, of the Total Value as determined by the Reserve Report most recently delivered by the Borrower under Section 6.2(a), each such report shall be --------------- accompanied by a certificate of the president or chief financial officer of Borrower certifying to the completeness and accuracy of the report, including the calculation of the Total Value comprising the Borrowing Base Properties; (d) monthly perpetual inventory reports by category to be delivered no later than as soon as available and in any event within 30 days after the 10th day end of each month in respect month, a report setting forth the amount of "funds held for future distribution" as of the immediately preceding monthclose of the month reported on as reflected in the monthly financial statements of Borrower, together with a certificate from the president or chief financial officer of Borrower certifying that Borrower and the Pledging Subsidiaries have paid and are current with respect to all royalties, overriding royalties and operating expenses relating to the Borrowing Base Properties except for those which are subject to a Permitted Protest; (e) upon request by Agent from time to time, copies of lease files, well files and contract files (including production reports on a monthly basiseach Well, a report listing the top ten (10marketing contracts, and information regarding locations of and equipment located on each Well) customers of Ideal during that month, providing (i) details each of the level of sales made Pledging Subsidiaries and the Partnerships with respect to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant monthBorrowing Base Properties; (f) such other information reports, statements, materials and data as to the wells operated by the Pledgi▇▇ ▇ubsidiaries or Partnerships or in which the Pledging Subsidiaries or Partnerships otherwise have an interest and the accounting and billing procedures utilized by the Pledging Subsidiaries in connection with effect from any Inventory Eligibility Datesuch wells as shall be reasonably req▇▇▇▇▇d by Agent including, upon requestwithout limitation, monthly perpetual inventory reports with effect from any Inventory Eligibility Daterelevant computer programs, a quarterly report of all Inventory based on a physical stock count;disks and tapes; and (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral or the business or financial condition of Borrower, each of its Subsidiaries, and the Accounts (and each Borrower hereby authorises the Partnerships as Agent to make enquiries of its customers in this respect) as the Agent shall may reasonably request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;.

Collateral Reporting. it will Each Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of monthly basis, or more frequently if requested by the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of such Borrower's and its Subsidiaries' respective Accounts created since the last such schedule; (b) on a monthly basis, an aging of such Borrower's and its Subsidiaries' respective Accounts, together with a reconciliation to the previous month's aging of such Borrower's and its Subsidiaries' respective Accounts and to such Borrower's and its Subsidiaries' respective general ledger; (c) upon request, on a monthly basis, an aging of such Borrower's and its Subsidiaries' respective accounts payable including amounts on deposit with vendors; (d) on a monthly basis (or more frequently if requested by the Agent), within fifteen Business Days of the last day of each month, Inventory reports by category, with effect additional detail showing additions to and deletions from the Inventory (provided that if during such month no Loans were made or Letters of Credit were issued against Inventory of any Inventory Eligibility Date, Borrower (based upon the methodology set forth in the parenthetical at the end of clause (a) of the defined term Combined Availability) such report need only be a summary report of the Inventory balance Inventory); (by location) based on the perpetual inventory reports and such further details as the Agent may request; (be) upon request, copies of invoicesinvoices in connection with such Borrower's and its Subsidiaries' respective Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month documents in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each connection with such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Borrower's and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal its Subsidiaries' respective Accounts and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; such Borrower or any of its Subsidiaries, purchase orders and invoices; (if) upon request, a statement of the balance of each of the Intercompany Accounts; (g) such other reports as to the Collateral of such Borrower and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Subsidiaries as the Agent shall reasonably request from time to time; and (jh) certificates on a weekly basis, within six (6) Business Days following each Sunday, a Borrowing Base Certificate (to include an update of gross Accounts on a roll forward basis and at least once a month a detailed calculation of ineligible Accounts and Inventory); and (i) with the delivery of each of the foregoing, a certificate of such Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;.

Collateral Reporting. it will Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (a) on a weekly basis on each Wednesday based on figures basis, an accounts receivable summary aging of all outstanding Accounts as of the previous Fridayend of the immediately prior week and on a monthly basis, an aging of all accounts by account debtor and the amount thereof; (i) once a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notesweek for the immediately preceding week, a summary of collections of accounts receivableperpetual Inventory report at Cost for the Contractor's Warehouse Division and on a monthly basis a detailed perpetual Inventory report for such Division, (ii) once a month for the immediately preceding month, a schedule of Accounts created since summary stock ledger by location and category at Cost and Retail Sales Price for the last such scheduleMr. 2nd Bargain Outlet Division, with effect from any Inventory Eligibility Dateand (iii) once a week for the immediately preceding week, a summary estimated stock ledger report of by location for the Inventory balance (by location) based on Mr. 2nd Bargain Outlet Division, in substantially the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documentsform heretofore provided; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing within twenty (20) Business Days after the top ten (10) customers end of Ideal during that each calendar month, providing (i) details of the level monthly consolidated statements by Division and for each retail location of sales made to each such customerand gross profits and profit or loss in the present reporting format; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month;and (fd) with effect from within a reasonable period of time, but in any Inventory Eligibility Dateevent within seven (7) Business Days after the request of Lender, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and other property which is security for the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Obligations as the Agent Lender shall reasonably request from time to time; and (j) certificates . If any of Borrowers' records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrowers hereby irrevocably authorize such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures basis, a calculation of 60 the Borrowing Base as of such date, (b) on a monthly basis and, in any event, by no later than the previous Friday15th day of each month during the term of this Agreement, (1) a detailed calculation of the Borrowing Base, and (2) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base Certificate incorporatingpreviously provided to Agent, inter alia(c) on a monthly basis and, a schedule in any event, by no later than the 15th day of credit noteseach month during the term of this Agreement, a summary aging, by vendor, of collections Borrower's accounts payable and any book overdraft, (d) on a weekly basis, Inventory reports specifying Borrower's Cost of accounts receivableits Inventory by category, a schedule of Accounts created since and specifying all Inventory held by Borrower on consignment or memorandum with additional detail identifying the last such schedule, with effect from any Inventory Eligibility Date, a report of consignor and the Inventory balance value (by locationconsignor) based of all such Inventory, (e) upon request of Agent, on the perpetual inventory reports and such further details as the Agent may request; each Business Day, notice of all returns, disputes, or claims, (bf) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices, (cg) monthly ageings on a quarterly basis, a detailed list of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; Borrower's customers, (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eh) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerDilution for the prior month; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the as Agent to make enquiries of its customers in this respect) as the Agent shall may request from time to time; . Monthly billing statements evidencing daily sales shall be mailed by Borrower to each Account Debtor and , at Agent's direction at any time that an Event of Default has occurred and is continuing, the statements shall indicate on their face that the Account has been assigned to Agent (jfor the benefit of the Lender Group) certificates of an officer of Ideal certifying as and that all payments are to the foregoing;be made directly to Agent.

Collateral Reporting. it will The Grantors shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as at the times specified in Section 5.2(l) of the previous FridayCredit Agreement, a Borrowing Base Certificate incorporating, inter aliaor more frequently if requested by the Agent, a schedule of credit noteseach Grantor's Accounts created, a summary of collections of accounts receivablecredits given, a schedule of cash collected and other adjustments to Accounts created since the last such scheduleschedule and a Borrowing Base Certificate; (b) on a monthly basis, by the 15th Business Day of the following month, or more frequently if requested by the Agent, an aging of each Grantor's Accounts, together with effect from any Inventory Eligibility Datea reconciliation to the corresponding Borrowing Base and to such Grantor's general ledger; (c) on a monthly basis by the 15th Business Day of the following month, or more frequently if requested by the Agent, an aging of each Grantor's accounts payable; (d) on a monthly basis by the 15th Business Day of the following month (or more frequently if requested by the Agent), a report detailed calculation of Eligible Accounts and Eligible Inventory; (e) on a monthly basis by the 15th Business Day of the following month (or more frequently if requested by the Agent), Inventory balance reports by category and location, together with a reconciliation to the corresponding Borrowing Base and to such Grantor's general ledger; (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bf) upon request, copies of invoicesinvoices in connection with each Grantor's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month documents in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each connection with such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Grantor's Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; each Grantor, purchase orders and invoices; (ig) upon request, a statement of the balance of each of the Intercompany Accounts; (h) such other reports as to the Collateral and the Accounts (and of each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Grantor as the Agent shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of the Grantors executed by an officer of Ideal the Parent on behalf of all of the Grantors certifying as to the accuracy and completeness of the foregoing;. If any of the Grantors' records or reports of the Collateral are prepared by an accounting service or other agent, each such Grantor hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it Each Borrower will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliadaily basis, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of such Borrower's Accounts created since the last such schedule, prepared as of a date no more than two (2) Business Days prior to the delivery date of such schedule and accompanied by a current Borrowing Base Certificate; (b) within two (2) Business Days following the receipt of remittances into such Borrower's lock-box or Payment Account, sufficient information to enable the Agent to properly apply remittances to the appropriate Borrower's account in the correct amount; (c) on a monthly basis, by the fifteenth (15th) day of each month for the immediately preceding calendar month, an aging of such Borrower's Accounts, together with effect from any Inventory Eligibility Datea reconciliation to the previous month's aging of such Borrower's Accounts and to such Borrower's general ledger; (d) on Wednesday of each week, for the week ending the preceding Friday, a "roll forward" inventory report covering finished and semi-finished inventory; (e) on a monthly basis by the fifteenth (15th) day of each month for the immediately preceding calendar month (or more frequently if requested by the Agent), Inventory balance reports by category, with additional detail showing additions to and deletions from the Inventory; (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bf) upon request, copies of invoicesinvoices in connection with such Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; documents in connection with such Borrower's Accounts and for Inventory and Equipment acquired by such Borrower, purchase orders and invoices; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eg) on a monthly basis, a report listing by the top ten twenty-fifth (1025th) customers day of Ideal during that each month, providing (i) details a statement of the level balance of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect the Intercompany Notes as of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th last day of the following immediately preceding calendar month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; ; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each of such Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent or any Lender shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of an officer of Ideal such Borrower certifying as to the accuracy and completeness of the foregoing;. If any of any Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, each Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) based on the perpetual inventory reports and Borrowing Base as of such further details as the Agent may request; date; (b) upon requeston a monthly basis and, copies of invoicesin any event, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered by no later than the 10th day of each month in respect during the term of this Agreement, (i) a detailed calculation of the immediately preceding month; Borrowing Base, and (dii) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill; (c) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th day of each month in during the term of this Agreement, (i) a summary aging, by vendor, of Borrower's accounts payable and any book overdraft, and (ii) a report detailing the status and currency of Borrower's payments to third parties with respect to royalties due under license agreements relating to the manufacture or sale of branded Inventory; (d) on a weekly basis, Inventory reports specifying Borrower's cost of its Inventory by category, with additional detail showing additions to and deletions from the immediately preceding month; Inventory; (e) upon request, notice of all returns, disputes, or claims; (f) upon request, copies of invoices in connection with the Accounts, customer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices; (g) on a quarterly basis, a detailed list of Borrower's customers; (h) on a monthly basis, a report listing calculation of the top ten (10) customers of Ideal during that Dilution for the prior month, providing ; (i) details on a monthly basis, a copy of the level of sales made to each such customerClient Statement received from Factor; (iij) details each business day, information as to the aggregate balances of any the credit notes issued to each such customer or any other account adjustments made in respect of such customerapproved Factored Accounts and the client risk Factored Accounts that are then outstanding on Factor's books; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (ik) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may reasonably request from time to time; . Original sales invoices evidencing daily sales shall be mailed by Borrower to each Account Debtor and , at Foothill's direction, the invoices (jother than those with respect to Factored Accounts) certificates of an officer of Ideal certifying as shall indicate on their face that the Account has been assigned to the foregoing;Foothill and that all payments are to be made directly to Foothill.

Collateral Reporting. it will Provide or cause Servicer to provide the Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form satisfactory to the Agent: : Daily Within three (a3) on a weekly basis on Business Days after an Authorized Person of Borrower or HCI acquires knowledge thereof, notice of all material claims, offsets, or disputes asserted by Account Debtors with respect to any of Borrower’s Notes Receivable; Date of each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance Advance and at least monthly (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no not later than the 10th day of each month in respect month) A Borrowing Base Certificate which includes a detailed calculation of the immediately preceding month; Borrowing Base as of the date of the requested Advance or the last day of the applicable month (d) monthly perpetual inventory reports by category with sufficient details to allow for the Agent to independently verify compliance); provided that a Borrowing Base Certificate need not be delivered in connection with an Advance if a Borrowing Base Certificate has previously been delivered to Agent and lenders in such calendar month and the Treasurer or the Chief Financial Officer of the Servicer certifies and represents that no changes have occurred since the date of such Borrowing Base Certificate that had adversely impacted availability as calculated in such Borrowing Base Certificate. Monthly (not later than the 10th day of each month in respect month), calculated or determined as of the immediately last day of the preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing month Reports specifying (i) details the current unpaid principal balance of the level of sales made to each such customer; Note Receivable, (ii) details of any credit notes issued current committed amount with respect to each such customer or any other account adjustments made in respect of such customer; and Note Receivable, (iii) current payment status of each Note Receivable, (iv) a reconciliation to the amount detailed calculation of cash actually received from each such customer during the relevant month; Borrowing Base most recently provided to Agent, (fv) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly summary report of all Inventory based on a physical stock count; categories of non-Eligible Notes Receivable for the month most recently ended, (gvi) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoicesBorrower’s credit watch list, and delivery documents for Inventory (vii) other such information reasonably requested by the Agent in good faith to determine compliance with the various eligibility criteria and Equipment acquired concentration limits set forth herein. Promptly after reasonable request by that Trading Company; (i) Agent Subject to any confidentiality obligations, such other reports as to the Collateral Collateral, or the financial condition of Borrower, as Agent may reasonably request, so long as such reports are within the possession of Borrower or Servicer or may be obtained with neither undue burden or expense. In connection with the foregoing reports, (i) Borrower shall maintain and utilize accounting and reporting systems in accordance with GAAP, and (ii) to the Accounts (and each Borrower hereby authorises the extent required by Agent, an Authorized Person or other representative acceptable to Agent to make enquiries of its customers in this respect) as the will meet with Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying time as requested by Agent to the foregoing;review and discuss all Notes Receivable then owned by ▇▇▇▇▇▇▇▇.

Collateral Reporting. it will Each Borrower, a portion of whose assets are included in the Borrowing Base, shall provide the Agent with the following documents at the following times in form satisfactory to the Agent (including in sufficient number, if applicable, for the Agent to provide a copy to those Lenders who request a copy thereof from the Agent): (a) within ten (10) days after the end of each month (for such month), or more frequently if reasonably requested by the Agent, in each case in respect an aging of each Trading CompanyBorrower's Accounts, together with, within ten (10) Business Days after the end of each month (for such month), a reconciliation to the detailed calculation of the Borrowing Base and to such Borrower's general ledger; (b) within ten (10) days after the end of each month (for such month), or more frequently if reasonably requested by the Agent, Inventory reports of each Borrower by category (including Appliance, Salton at Home, Personal Care and Wellness and In-Transit) and facility location, together with, within ten (10) Business Days after the end of each month (for such month), a reconciliation to the detailed calculation of the Borrowing Base and to such Borrower's general ledger; (c) upon reasonable request, copies of invoices in connection with each Borrower's Accounts, customer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with such Borrower's Accounts; (d) such other reports as to the Collateral of such Borrower as the Agent shall reasonably request from time to time; (e) on a consolidated monthly basis by the 10th day of the following month, or more frequently if requested by the Agent, an aging of such Borrower Party's accounts payable; and consolidating basis(f) with the delivery of each of the foregoing (other than clause (c)), a certificate of the Administrative Borrower executed by an officer thereof certifying as to the accuracy and completeness of the foregoing. The Parent shall provide the Agent with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing : (i) details upon reasonable request, a statement of the level balance of sales made to each such customerintercompany account (including the Intercompany Account); (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and of each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Party as the Agent shall reasonably request from time to time; and and (jiii) certificates with the delivery of each of the foregoing, upon the request of the Agent, a certificate of the Parent executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower Parties' records or reports of the Collateral are prepared by an accounting service or other agent, each Borrower Party hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the Agent: Lender: (a) on a weekly basis on Tuesday of each Wednesday based on figures week as of the previous Fridayclose of business of the immediately preceding Saturday or Sunday, a Borrowing Base Certificate incorporatingas applicable, inter aliaor more frequently as Lender may request, a schedule of credit notesOperating Subsidiary Eligible Inventory, a summary Operating Subsidiary Eligible Active Inventory, Operating Subsidiary Eligible Return Inventory, WEI Eligible Inventory, WEI Eligible Active Inventory, and WEI Eligible Return Inventory, setting forth the location thereof and the aggregate cost of collections each such category of Inventory (currently reported on the "STAR" system) (including vendor discounts), and designating Inventory in transit and Inventory to be purchased under outstanding Letter of Credit Accommodations; (b), once each month, on or before the fifteenth (15th) Business Day of such month for the immediately preceding month, or more frequently as Lender may request, (i) reports of sales, collections, deposits in each of Borrower's depository accounts and in the Blocked Account and amounts retained by Borrower, credits issued, and Inventory purchases, and (ii) an aging of accounts receivablepayable; and (c) upon Lender's reasonable request, (i) a schedule of Accounts created since the last Accounts, Credit Card Receivables, and other indebtedness owed to Borrower, (ii) a certificate from an authorized officer of Borrower representing that Borrower has made payment of sales and use taxes during such scheduleperiod as Lender may designate, with effect or, at Lender's request, other evidence of such payment, (iii) a certificate from any Inventory Eligibility Datean authorized officer of Borrower representing that all rents are current or are subject to a bona fide dispute, a report of the Inventory balance (by locationiv) based on the perpetual inventory reports and such further details as the Agent may request; reports, (bv) upon request, copies of invoicesdeposit slips and bank statements, credit notes, (vi) copies of shipping and delivery documents; , (cvii) monthly ageings copies of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports purchase orders and invoices for Inventory acquired by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerBorrower; and (iiiviii) the amount reports of cash actually received from each such customer during the relevant month; Inventory test counts and book to physical count adjustments and Inventory shrinkage; and (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (id) such other reports as to the Collateral and other property which is security for the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Obligations as the Agent Lender shall reasonably request from time to time; and (j) certificates . If any of Borrower's records or reports of the Collateral or other property which is security for the Obligations are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrower shall provide Agent with the following documents in a form satisfactory to Agent: (i) as soon as possible after the end of each month (except during a Cash Dominion Period, then as soon as possible after the end of each week), but in any event within ten (10) Business Days after the end of such month (or during a Cash Dominion Event by the third (3rd) Business Day after the end of such week) or as more frequently as Borrower may desire, (A) schedules of sales made, credits issued and cash received during such period, (B) inventory reports by categories, location, and mix (including indicating the amounts of Inventory at warehouses and stores, and detail regarding Inventory subject to the Frigidaire Consignment Agreement) as of the end of such period, (C) reports of sales of Inventory, indicating gross sales, returns, allowances and net sales, and reports of aggregate Inventory purchases (including all costs related thereto, such as freight, duty and taxes) during such period, and (D) a report of credit card sales during such period, including the amount of the chargebacks and credits with respect thereto and providing an aging of such sales identifying those outstanding more than ten (10) Business Days since the sale date giving rise thereto; provided, that, this report does not have to be provided to Agent unless a Cash Dominion Event has occurred and is continuing; (ii) as soon as possible after the end of each month (but in any event within ten (10) Business Days after the end thereof), or during a Cash Dominion Event, more frequently as Agent may request, (A) agings of accounts receivable (together with a reconciliation to the previous month’s aging and general ledger), and (B) agings of accounts payable (including information indicating the aggregate amount owing to owners and lessors of leased premises, warehouses, fulfillment centers, processors and other third parties from time to time in possession of any Collateral) as of the end of such month; (iii) as soon as possible after the end of each month (but in any event ten (10) Business Days after the end thereof), in each case certified by the chief financial officer, treasurer or controller of Borrower as true and correct: (A) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by Borrower in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; , subject to year-end or monthly percentage rent payment adjustments, (dB) monthly perpetual inventory reports the addresses of all new retail store locations of Borrower opened and existing retail store locations closed or sold (including a report of results by category of inventory of any going out of business sales and identifying the proceeds of any other assets of Borrower sold in connection with such store closures), in each case since the date of the most recent certificate delivered to be delivered no later than Agent containing the 10th day information required under this clause, (C) reports regarding consigned inventory, (D) reports regarding inventory subject to the Frigidaire Consignment Agreement, (E) reports regarding customer deposits and gift cards, (F) a report of any new deposit account established or used by Borrower with any bank or other financial institution, including the name of the account, the account number, the name and address of the financial institution at which such account is maintained, the purpose of such account and, if any, the amount held in such account on or about the date of such report, and (G) a report of each month in respect purchase of Senior Notes permitted pursuant to Section 9.9(e)(v)(B) hereof made during the immediately preceding month, which report shall include the effective date of each such purchase, the principal amount of Senior Notes purchased during such month and the amount that Borrower or Guarantors paid in respect thereof (including interest, fees and commissions, if any, paid in connection with any such purchase); (eiv) on a monthly basis, a report listing as soon as possible after the top end of each fiscal quarter (but in any event within ten (10) customers Business Days after the end thereof), (A) a report from the chief financial officer, treasurer or controller of Ideal Borrower certifying the number of shares of Capital Stock issued by Parent during that month, providing (i) details of the level of sales made immediately preceding fiscal quarter and the parties to each whom such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customershares were issued; and (iiiB) a report from the amount chief financial officer, treasurer or controller of cash actually received from each such customer Borrower certifying the addresses of all new retail store locations opened by Borrower during the relevant monthimmediately preceding fiscal quarter; (fv) with effect from any Inventory Eligibility Date, upon Agent’s request, monthly perpetual inventory (A) reports with effect from any of sales for each category of Inventory, (B) reports of aggregate Inventory Eligibility Datepurchases (including all costs related thereto, a quarterly report such as freight, duty and taxes) and identifying items of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable transit to Borrower related to the largest ten supplier creditors applicable documentary letter of Ideal and details credit and/or ▇▇▇▇ of the Inventory held by Ideal in respect of such accounts payable and each such supplier; lading number, (hC) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, sales invoices, credit memos, remittance advices and reports, and copies of deposit slips and bank statements, (D) copies of shipping and delivery documents, (E) copies of purchase orders, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrower, (F) reports by retail store location of sales and operating profits for each such retail store location, (G) reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, (H) perpetual inventory reports, and (I) the monthly statements received by Borrower or any of its Affiliates from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Agent to monitor the transactions pursuant to the Credit Card Agreements; and (ivi) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and. (jb) certificates If Borrower’s or any Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrower and each Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Co-Agents with the following documents at the following times in form satisfactory to the Agent: Co-Agents: (a) on a weekly basis on each Wednesday based on figures as by the second day of the previous Fridayfollowing week (or more frequently if reasonably requested by either Co-Agent), (i) a Borrowing Base Certificate incorporatingCertificate, inter alia(ii) a point of sale Inventory report listing, a schedule of credit notesby Category, a summary of collections of accounts receivablenew in box, a schedule of Accounts created since the last open box, and defective Inventory, showing STR and CLR breakdowns within such scheduleCategories, and showing cost, market, and retail values for such Categories, with effect from any supporting detail (including HDL, RTV, Salvage, Service, and Holding Area breakdowns), and (iii) a Vendor Inventory Eligibility DateFinancing report listing, a report of the Inventory balance (by location) based on the perpetual inventory reports Vendor and such further details as the Agent may request; by Category, new in box and open box Inventory; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basisbasis by the 15th day of the following month (or more frequently if reasonably requested by either Co-Agent), a report listing the top ten (10) customers of Ideal during that month, providing (i) details of a perpetual Inventory report, by location and Category, with additional detail showing additions to and deletions from the level of sales made to each such customerInventory; (ii) details a point of any credit notes issued to each such customer or any other account adjustments made in respect sale Inventory report, as described above, as of such customer; and the end of the 56 62 preceding month, (iii) a reconciliation between the amount perpetual Inventory report described above and Borrower's general ledger, (iv) a Vendor Financing Inventory report, as described above, as of cash actually received from each such customer the end of the preceding month, (v) an Inventory turn report, listing, by Category, the units of Inventory sold and the units of Inventory on hand during the relevant preceding month; , (fvi) with effect from any an Inventory Eligibility Dateorder report, upon requestlisting, monthly perpetual by Vendor, the orders placed and the orders filled and received during the preceding month, (vii) a margin report, listing, by Category, the Borrower's gross margins for the preceding month, and (viii) an aging of the Borrower's accounts payable;(c) twice per year, by the 30th day after the end of the Borrower's interim and year-end physical inventory reports with effect from any Inventory Eligibility Datecounts, a quarterly shrink report of all Inventory based on a listing, by Category, shrinkage for the prior interim period since the last physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoicesinventory, and delivery documents for Inventory and Equipment acquired by that Trading Company; including book to physical adjustments; (id) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the either Co-Agent shall reasonably request from time to time; and and (je) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Administrative Agent, for distribution to the Lenders.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory Furnish to the Agent: (a) on a weekly basis on as soon as available, but in any event within 30 days after the end of each Wednesday based on figures as of the previous Fridaymonth, a Borrowing Base Certificate incorporatingreport, inter aliain form and substance reasonably satisfactory to Agent, setting forth a schedule statement of credit notesgross and net production and sales proceeds of all Hydrocarbons produced from the Oil and Gas Properties, a summary of collections of accounts receivable, a schedule of Accounts created since the last together with such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details other information as the Agent may reasonably request; (b) upon requestas soon as available, copies but in any event within 30 days after the end of invoiceseach quarterly period of each fiscal year, a report, in form and substance reasonably satisfactory to Agent, setting forth as of the last Business Day of such quarterly period, a summary of the hedging positions of each Loan Party under all Hedging Agreements (including any contracts of sale which provide for prepayment for deferred shipment or delivery of Hydrocarbons or other commodities) of each Loan Party, including the type, term, effective date, termination date and notional principal amounts or volumes, the hedged price(s), interest rate(s) or exchange rate(s), as applicable, and any new credit notes, shipping and delivery documentssupport agreements relating thereto; (ci) monthly ageings on or before March 15 of accounts receivable each year, a Reserve Report prepared by the Petroleum Engineers dated as of December 31 of the previous year; (ii) promptly upon written request by Agent, a Reserve Report prepared by the Petroleum Engineers dated as of the first day of the month during which Borrower receives such request; provided that, unless a Default or an Event of Default shall then be continuing, Agent may request, at Borrower’s cost and expense, no more than two such Reserve Reports during any 12-month period, with any additional requests for updated Reserve Reports during any such period to be delivered no later than at Agent’s cost and expense, and after the 10th day occurrence and during the continuance of a Default or Event of Default, Agent may, from time to time, request such Reserve Reports at the sole cost and expense of Borrower, in each month in respect case together with an accompanying report on, since the date of the immediately preceding monthlast Reserve Report previously delivered hereunder, Oil and Gas Property sales, Oil and Gas Property purchases and changes in categories concerning the Oil and Gas Properties owned by the Loan Parties which have attributable to them Proved Reserves and containing information and analysis with respect to the Proved Reserves of the Loan Parties as of the date of such report and the PV 10 Value; and (iii) together with each Reserve Report furnished pursuant to (i) or (ii), (A) any updated production history of the Proved Reserves of the Loan Parties as of such date, (B) the lease operating expenses attributable to the Oil and Gas Properties of the Loan Parties for the prior 12-month period, (C) any other information as to the operations of Borrower and its Subsidiaries as reasonably requested by Agent and (D) such additional data and information concerning pricing, quantities, volume of production and production imbalances from or attributable to the Oil and Gas Properties with respect thereto as Agent may reasonably request; (d) monthly perpetual inventory reports by category to be delivered no not later than 30 days after the 10th day end of each month March 31, June 30 and September 30 of each fiscal year of Borrower, an Internally Prepared Report prepared as of each such date, which report, together with an accompanying report on Oil and Gas Property sales, Oil and Gas Property purchases and changes in respect categories since the date of the immediately preceding monthlast Reserve Report or Internally Prepared Report previously delivered under this Agreement, as applicable, both substantially in the same form and substance as the Reserve Reports referred to in Section 5.2(c), each such Internally Prepared Report having been prepared by or at the direction of Borrower and (together with the related PV 10 Value calculation) having been certified in writing by the senior or consulting petroleum engineer of Borrower as to the truth and accuracy of the historical information utilized to prepare the Internally Prepared Report and the estimates included therein; (e) on a monthly basisto the extent not previously disclosed to Agent, promptly upon the acquisition thereof, a report listing of any Hydrocarbon Interests or Real Property acquired by any Loan Party at a purchase price in excess of $1,000,000 and a listing of any Intellectual Property acquired by any Loan Party at a purchase price in excess of $250,000, in each case since the top ten (10) customers of Ideal during that month, providing (i) details date of the level most recent list delivered pursuant to this Section 5.2(e) (or, in the case of sales made to each the first such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) list so delivered, since the amount of cash actually received from each such customer during the relevant monthClosing Date); (f) reports, certifications, engineering studies, environmental assessments or other written material or data requested by, and in form, scope and substance reasonably satisfactory to, Agent or the Required Lenders, in the event that Agent or the Required Lenders at any time have a reasonable basis to believe that there may be a material violation of any Environmental Law or a condition at any Property owned, operated or leased by any Loan Party that could reasonably give rise to a Material Adverse Effect, or if an Event of Default has occurred and is continuing; provided that any such written materials or data shall only be required to be delivered to the extent made available to the Loan Parties by the operator after the Loan Parties’ use of commercially reasonable efforts; provided, further, that if any Loan Party fails to provide such reports, certifications, engineering studies or other written material or data within 75 days after the request of Agent or the Required Lenders, Agent shall have the right, at such Loan Party’s sole cost and expense, to conduct such environmental assessments or investigations as may reasonably be required to enable Agent and the Required Lenders to determine whether each of the Loan Parties is in material compliance with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock countEnvironmental Laws; (g) monthly ageings prior to any Asset Sale anticipated to generate in excess of accounts payable no later than the 10th day of the following month$500,000 in Net Cash Proceeds, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest at least ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect days prior written notice of such accounts payable Asset Sale, which notice shall (i) describe such Asset Sale or the nature and each material terms and conditions of such suppliertransaction and (ii) state the estimated Net Cash Proceeds anticipated to be received by any Loan Party; (h) with effect from any Inventory Eligibility within 60 days after the Closing Date, upon requesta listing of all Oil and Gas Properties of Borrower and each Subsidiary, copies including all contracts under which Borrower or any Subsidiary has the right to earn, purchase or otherwise acquire an ownership or revenue interest in any Hydrocarbon Interests of purchase orders, invoicesany other Person, and delivery documents all other Real Property and Intellectual Property of Borrower or any Subsidiary (in the case of Intellectual Property, limited to any individual item purchased or otherwise acquired for Inventory consideration in excess of $50,000), which are not, as of the Closing Date, encumbered, or purported to be encumbered, by a Lien in favor of Agent pursuant to the Security Documents, and Equipment acquired by that Trading Companywhich list shall be updated as prescribed in Section 5.3(a); (i) such other reports as soon as is practicable following the written request of Agent and in any event within 60 days after the end of each fiscal year, (i) a report in form and substance satisfactory to the Collateral Agent and the Accounts Lenders outlining all material insurance coverage maintained as of the date of such report by each Loan Party and the duration of such coverage and (ii) an insurance broker’s statement that all premiums then due and each Borrower hereby authorises payable with respect to such coverage have been paid and confirming that Agent has been named as loss payee or additional insured, as applicable; (j) promptly after the Agent to make enquiries formation, in accordance herewith, of its customers any pool or unit affecting Oil and Gas Properties in this respect) as which the Agent shall request from time to timeLoan Parties own a 5% working interest or greater, a conformed copy of the recorded pooling agreement, declaration of pooling, or other instrument creating the pool or unit; and (jk) certificates of an officer of Ideal certifying as upon request by Agent, such other reports and information with respect to the foregoing;Oil and Gas Properties of the Loan Parties, the other Collateral or the financial condition of the Loan Parties as may be so requested. Each delivery of a Reserve Report by Borrower to Agent pursuant to this Agreement shall constitute a representation and warranty by Borrower to Agent and the Lenders (A) with respect to the matters referenced in Section 3.9(c), (B) that the Loan Parties own the Oil and Gas Properties specified therein free and clear of any Liens (except Permitted Liens) and (C) that the Mortgaged Properties constituting 90% of the PV 10 Value of all Proved Reserves covered therein are subject to an Acceptable Security Interest.

Collateral Reporting. it will Each Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the -------------------- following documents at the following times in form satisfactory to the Agent: : (a) on a weekly monthly basis on not later than the twelfth day of each Wednesday based on figures as of month or more frequently if requested by the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent or provided by the Borrowers, a schedule of credit notessuch Borrower's and Services' Accounts and a Borrowing Base Certificate, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report as of the Inventory balance (by location) based prior month end if such Borrowing Base Certificate was delivered on a monthly basis and as of the perpetual inventory reports and date specified therein if such further details as the Agent may request; Borrowing Base certificate was provided on a more frequent than monthly basis; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing by the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th twelfth day of the following month, or more frequently if requested by Agent, an aging of such Borrower's and Services' Accounts, together with a specific breakdown reconciliation to the previous month's aging of such Borrower's and Services' Accounts and to such Borrower's and Services' general ledger; (in reasonable detailc) on a monthly basis by the fifteenth day of the following month, or more frequently if requested by Agent, an aging of such Borrower's and Services' accounts payable; (d) if requested by the Agent, on a monthly ageings of accounts payable to basis by the largest ten supplier creditors of Ideal and details fifteenth day of the following month (or more frequently if requested by the Agent), Inventory held reports by Ideal in respect of such accounts payable category, with additional detail showing additions to and each such supplier; deletions from the Inventory; (he) with effect from any Inventory Eligibility Date, upon reasonable request, copies of purchase ordersinvoices in connection with such Borrower's and Services' Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with such Borrower's and Services' Accounts and for Inventory and Equipment acquired by that Trading Company; such Borrower or Services, purchase orders and invoices; (f) together with the delivery of each Borrowing Base Certificate, a report of sales, collections and credits; (g) on a monthly basis by the thirtieth day of the following month a report of equipment purchases and sales for such month in excess of $50,000 individually and $250,000 in the aggregate, such report to be in form, substance and detail satisfactory to the Agent; (h) on a quarterly basis, within 30 days of the end of each fiscal quarter of Borrowers, a report of all equipment purchases and sales of the Borrowers and Services during such fiscal quarter, such report to be in form, substance and detail satisfactory to the Agent; (i) upon request, a statement of the balance of each of the Intercompany Accounts; (j) such other reports as to the Collateral of the Borrowers and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Services as the Agent shall reasonably request from time to time; and and (jk) certificates with the delivery of each of the foregoing, a certificate of the Borrowers and Services executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of either Borrower's or Services' records or reports of the Collateral are prepared by an accounting service or other agent, such Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) as soon as possible after the end of each week (but in any event within two (2) Business Days after the end thereof), on a weekly basis on each Wednesday based on figures or more frequently as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent may request, a schedule of credit notessales made, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports credits issued and such further details cash received as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding monthweek as to the Accounts and as of the last day of the immediately preceding month as to Inventory; (dii) on a monthly basis or more frequently as Agent may request, (A) agings of accounts payable (including the status of payments to owners and lessors of the leased premises of Borrowers and Guarantors and warehouses and processors used by Borrowers and Guarantors and payments to owners and licensors of Intellectual Property to any Borrower or Guarantor), (B) agings of accounts receivable (together with a reconciliation to the previous month’s aging and to its general ledger), (C) perpetual inventory reports by category and location and (D) copies of all documentation evidencing the acquisition by Gen-X or Canadian Borrower of Accounts from Gen-X Swiss in accordance with Section 9.12 hereof, indicating all amounts paid or payable to be delivered no later than or on behalf of Gen-X Swiss in connection therewith and the 10th day outstanding obligations of each month in respect of the immediately preceding monthGen-X Swiss to its trade creditors by amount and creditor; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount upon Agent’s request in good faith, (A) copies of cash actually received from each such customer during the relevant month; statements and credit memos, remittance advices and reports, and copies of deposit slips and bank statements, (fB) with effect from any Inventory Eligibility Datecopies of shipping and delivery documents, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (gC) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrowers, and (D) a statement of the outstanding loans and payments made, and Accounts owing to, Affiliates as of the last day of the immediately preceding month; and (iiv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the as Agent to make enquiries of its customers in this respect) as the Agent or any Lender shall reasonably request from time to time; and. (jb) certificates All of an officer the documents, reports and schedules provided by Borrowers and Guarantors to Agent hereunder for Receivables payable in any currency other than US Dollars and Inventory located outside the United States of Ideal certifying as America shall set forth the US Dollar Equivalent for the amount of the Receivables and Value of the Inventory included in any such documents, reports or schedules. For purposes hereof, Agent may, at its option, provide to US Borrower, at least five (5) Business Day prior to the foregoing;date any such documents, reports or schedules are required to be provided by Borrowers to Agent hereunder, the Exchange Rates required to set forth the US Dollar Equivalent in such documents, reports and schedules and in the event Agent does not do so, Borrowers shall use such rates of exchange with respect to the applicable currencies as Borrowers use for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules. (c) If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an accounting service, contractor, shipper or other agent, each Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form satisfactory to the Agent: : Weekly (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaysales journal, a Borrowing Base Certificate incorporatingcollection journal, inter alia, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) based on the perpetual inventory reports and Borrowing Base as of such further details as the Agent may request; date, (b) upon requestnotice of all returns, copies of invoicesdisputes, credit notesor claims, shipping and delivery documents; (c) monthly ageings restricted and unrestricted cash of accounts receivable Parent and its Subsidiaries on both a consolidated domestic and worldwide basis, and (d) a detailed calculation of the Borrowing Base (including detail regarding those Accounts that are not Eligible Accounts). Monthly (not later than the tenth day of each month), but following the occurrence of an Event of Default, weekly (e) Inventory reports specifying each Borrower's cost and the wholesale market value of its Inventory, by category, with additional detail showing additions to and deletions from the Inventory; and, in addition, commencing with the first periodic reporting required hereunder after June 30, 2003, the foregoing shall be delivered no in form that distinguishes the Eligible Inventory from all other Inventory. Monthly (not later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Datea detailed aging, upon requestby total, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following monthAccounts, together with a specific breakdown (in reasonable detail) reconciliation to the detailed calculation of the monthly ageings Borrowing Base previously provided to Agent; and, in addition, commencing with the first periodic reporting required hereunder after September 27, 2003, the foregoing shall be in form that distinguishes the Eligible Service Accounts from all other Service Accounts, (g) a summary aging, by vendor, of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such Borrowers' accounts payable and each such supplier; any book overdraft, and (h) with effect from any Inventory Eligibility Datea calculation of Dilution for the prior month. Quarterly (i) a detailed list of each Borrower's customers, upon requestand (j) a report regarding each Borrower's accrued, but unpaid, ad valorem taxes. Upon request by Agent (k) copies of purchase ordersinvoices in connection with the Accounts, invoicescredit memos, remittance advices, deposit slips, shipping and delivery documents in connection with the Accounts and, for Inventory and Equipment acquired by that Trading Company; Borrowers, purchase orders and invoices, and (il) such other reports as to the Collateral and Collateral, or the Accounts (and financial condition of Borrowers as Agent may request. In addition, each Borrower hereby authorises the agrees to cooperate fully with Agent to make enquiries facilitate and implement a system of its customers electronic collateral reporting in this respect) as order to provide electronic reporting of each of the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;items set forth above."

Collateral Reporting. it Each Borrower will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in form satisfactory to the Agent: Lender: (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaydaily basis, a Borrowing Base Certificate incorporating, inter aliaborrowing base certificate in the form of EXHIBIT C hereto; (b) on at least a weekly basis, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date; (c) on a daily basis, a report schedule of the Inventory balance remittance advices, credit memos and reports, and a schedule of collections of accounts receivable; (by location) based on the perpetual inventory reports and such further details as the Agent may request; (bd) upon request, copies of invoices, credit notesmemos, shipping and delivery documents; ; (ce) monthly ageings of accounts receivable to be delivered no later than by the 10th fifteenth day of each month in respect monthly agings of the immediately preceding month; accounts receivable; (df) monthly by Friday of each week, a weekly warehouse perpetual inventory reports report for the preceding week listing the type and quantity of all inventory located at all of Borrower's warehouses and an aging of all such inventory setting forth the amount of time that all such inventory has been owned by such Borrower (such report will designate the book value of all retail Inventory and the Aged Percentage thereof); (g) by Friday of each week, a weekly summary for the preceding week of inventory held for retail sale on a location-by-location basis (but Retail Inventory need not be designated on a location-by-location basis), and in each case including a listing by product category to be delivered no later than of quantities of all inventory owned by Borrower; (h) by the 10th fifteenth day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing monthly agings of accounts payable; (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; such Borrower; (ij) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall request from time to time; and and (jk) certificates of an officer of Ideal such Borrower certifying as to the foregoing;; (l) on at least a weekly basis, copies of all invoices for Ten Thousand Dollars ($10,000) or more and all bills of lading and such other documents relating thereto the Lender may request. If any of either Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, such Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Lender."

Collateral Reporting. it will (a) Prior to the payment in full of the Revolving Obligations, Borrowers shall deliver to Agent copies of any documents or any other deliverables required to be delivered to the Revolving Agent pursuant to Section 7.1 of the Revolving Credit Agreement substantially simultaneously upon delivering such documents or other deliverables to the Revolving Agent. On and after the payment in full of the Revolving Obligations, Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents in a form reasonably satisfactory to the Required Lenders: (i) Agent (acting at the following times direction of the Required Lenders) may request such documents more frequently at any time a Default or Event of Default shall have occurred and be continuing, (A) summary inventory reports by location and category (and including the amounts of consigned Inventory accepted on consignment by Borrowers and amounts of inventory consigned to third parties by Borrowers, and the value of Inventory held by processors), (B) summary agings of accounts receivable together with schedules of sales made, credits issued and cash received, (C) summary agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, processors and other third parties from time to time in possession of any Collateral), and (D) a cash report in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) indicating the amount of cash actually received from each (and the deposit accounts in which such customer during cash is held) of Borrowers as of the relevant month;end of preceding week or day, as applicable, and (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (iii) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the as Agent to make enquiries of its customers in this respect) as the Agent or Required Lenders shall reasonably request from time to timetime with respect to such information not otherwise specified above (and if such request is for a report to be on a periodic basis after the initial request therefor, such frequency to be agreed to by Administrative Borrower and Agent); and (jiii) certificates at any time a Default or Event of an officer Default shall have occurred and be continuing, on a monthly basis (but in any event within five (5) Business Days after the end of Ideal certifying as a month), (A) a report setting forth a rolling thirteen (13) week cash flow forecast reflecting such information for the month immediately following the last month reflected in such immediately prior report and (B) a report, duly completed and executed by a Responsible Officer, which specifies all material changes to or deviations from any of the projected information for the immediately preceding month set forth in any budget previously delivered to Agent, compared to the foregoing;actual results for such periods (including any deviations, plan to date, from projected information to actual results as of the day of delivery of such report). (b) All of the documents, reports and schedules provided by or on behalf of any Borrower to Agent hereunder for Accounts payable in any currency other than US Dollars shall set forth the US Dollar Equivalent for the amount of the Eligible Account included in any such documents, reports or schedules. For purposes hereof, Agent may, at its option, provide to Administrative Borrower, at least five (5) Business Days prior to the date any such documents, reports or schedules are required to be provided by Borrowers to Agent hereunder, the Exchange Rates required to set forth the US Dollar Equivalent in such documents, reports and schedules and in the event Agent does not do so, Borrowers shall use such rates of exchange with respect to the applicable currencies as Borrowers use for such purpose in the ordinary course of business consistent with current practices as of the date hereof and shall identify such rates of exchange in any such documents, reports and schedules.

Collateral Reporting. it will provide The Borrowers shall provide, or cause to be provided, to the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with Agent the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on or before the fifteenth (15th) day of each Wednesday based on figures as of month, for the previous Fridaypreceding month end, a Borrowing Base Certificate incorporating, inter aliaor more frequently if requested by the Agent or needed by the Borrowers to redetermine Availability, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of each Borrower's Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; Borrowing Base Certificate; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers an aging of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following monthBorrower's Accounts, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable reconciliation to the largest ten supplier creditors previous month's accounts receivable balance of Ideal such Borrower's Accounts and details to its general ledger; (c) on a monthly basis, an aging of the each Borrower's accounts payable; (d) on a monthly basis for each Borrower, Inventory reports by category, with additional detail showing additions to and deletions from such Borrower's Inventory and any Inventory held by Ideal in respect of such accounts payable and each such supplier; Borrower on consignment or approval; (he) with effect from any Inventory Eligibility Date, upon the Agent's request, copies of purchase ordersinvoices in connection with each Borrower's Accounts, invoicescustomer statements, credit memos, remittance advices, and reports, deposit slips, and shipping and delivery documents in connection with each Borrower's Accounts and for Inventory and Equipment acquired by that Trading Company; each Borrower purchase orders and invoices; (if) upon request, a statement of the balance of each of the Intercompany Accounts; (g) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (jh) certificates with the delivery of each of the foregoing, a certificate of the Borrowers executed by an officer of Ideal the Parent on behalf of all of the Borrowers certifying as to the accuracy and completeness of the foregoing;. If any of the Borrowers' records or reports of the Collateral are prepared by an accounting service or other agent, each Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders. Each of the items required by CLAUSES (B) through (D) preceding shall be delivered to the Agent not later than thirty (30) days following the last day of each calendar month.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the Agent: Foothill: (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaybasis, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) based on the perpetual inventory reports and Borrowing Base as of such further details as the Agent may request; date, (b) upon requeston a monthly basis and, copies of invoicesin any event, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered by no later than the 10th day of each fiscal month in respect during the term of this Agreement, (i) a detailed calculation of the immediately preceding month; Borrowing Base, and (dii) a detailed aging by due date, by total, of the Accounts (such aging to segregate the Tooling and/or Engineering Service Accounts from the other Accounts) of Borrower, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, (c) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th day of each fiscal month in respect during the term of this Agreement, a summary aging, by vendor, of Borrower's accounts payable and any book overdraft, (d) on a weekly basis, Inventory reports specifying Borrower's cost and the immediately preceding month; wholesale market value of its Inventory by category, with additional detail showing additions to and deletions from the Inventory, (e) on a weekly basis a report identifying those Accounts which have been invoiced to the customer thereof but with respect to which the Inventory has not yet been shipped, (f) on each Business Day if requested by Foothill, notice of all returns, disputes or claims (other than claims described in the warranty claims report delivered to Foothill pursuant to clause (h) below), (g) upon request, copies of invoices in connection with the Accounts, customer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices, (h) on a quarterly basis, a detailed list of Borrower's customers and a warranty claims report in form and substance satisfactory to Foothill, (i) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerDilution for the prior fiscal month; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (ij) such other reports as to the Collateral and or the Accounts (and financial condition of each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may request from time to time; . Original sales invoices evidencing daily sales shall be mailed by Borrower to each Account Debtor and (j) certificates of an officer of Ideal certifying as , at Foothill's direction, the invoices shall indicate on their face that the Account has been assigned to Foothill and that all payments are to be made directly to Foothill. In addition to the foregoing;, Borrower shall promptly provide to Foothill any report that Borrower delivers to General Motors Corporation.

Collateral Reporting. it will (a) Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (ai) on a weekly basis (by 3:00 p.m. Chicago time on the second Business Day of each Wednesday based on figures week) a Borrowing Base Certificate with attachments, in the form of Exhibit B attached hereto, setting forth Borrower's calculation of the Revolving Loans and Letter of Credit Accommodations available to Borrower pursuant to the terms and conditions contained herein as of the last Business Day of the immediately preceding week as to (A) the Accounts and (B) Inventory in total cases, duly completed and executed by the chief financial officer or other appropriate financial officer acceptable to Lender, together with all schedules required by Lender; provided, that, without limiting any other rights of Lender, upon Lender's request, Borrower shall provide Lender on a daily basis with a Borrowing Base Certificate with attachments, in the form of Exhibit B (including total net sales, updated accounts receivable aging totals, agings by invoice or customer and Inventory in case totals by location) in the event that at any time either: (1) an Event of Default or event which with notice or passage of time or both would constitute an Event of Default, shall exist or have occurred, or (2) Borrower shall have failed to deliver any Borrowing Base Certificate in accordance with the terms hereof, or (3) upon Lender's good faith belief, any information contained in any Borrowing Base Certificate is incomplete, inaccurate or misleading, or (4) Excess Availability shall be less than $1,000,000 or five (5%) of the Maximum Credit; (ii) on a monthly basis (within fifteen (15) Business Days after the last Business Day of the previous Fridaymonth), a Borrowing Base Certificate incorporatingwith attachments, inter aliain the form of Exhibit C attached hereto, a schedule setting forth Borrower's calculation of credit notes, a summary the Revolving Loans and Letter of collections Credit Accommodations available to Borrower pursuant to the terms and conditions contained herein as of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report Business Day of the immediately preceding month as to (A) the Accounts and (B) Inventory balance (in total dollars by location, duly completed and executed by the chief financial officer or other appropriate financial officer acceptable to Lender, together with all schedules required by Lender, and on a monthly basis (within ten (10) based on days after the perpetual inventory reports last Business Day of the previous month) accounts receivable agings by customer and such further details as the Agent may requestlocation; (biii) on a monthly basis or more frequently as Lender may reasonably request, (A) perpetual inventory reports, (B) inventory reports by category and (C) agings of accounts payable; (iv) upon Lender's request, (A) copies of customer invoices, statements and credit notesmemos, remittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading CompanyBorrower; (iv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall request from time to time; and, including without limitation, an aging of accounts receivable detailed by invoice. (jb) certificates Nothing contained in any Borrowing Base Certificate shall be deemed to limit, impair or otherwise affect the rights of an officer Lender contained herein and in the event of Ideal certifying any conflict or inconsistency between the calculation of the Revolving Loans and Letter of Credit Accommodations available to Borrower as to set forth in any Borrowing Base Certificate and as determined by Lender, the determination of Lender shall govern and be conclusive and binding upon Borrower. Without limiting the foregoing;, Borrower shall furnish to Lender any information which Lender may reasonably request regarding the determination and calculation of any of the amounts set forth in the Borrowing Base Certificate. If any of Borrower's records or reports of the Collateral are prepared or maintained by an accounting service, contractor, shipper or other agent, Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Default exists or has occurred and is continuing.

Collateral Reporting. it will provide The Borrower shall timely deliver to the Agent, Agent (and each Lender in each the case in respect of each Trading Company, and on a consolidated and consolidating basis, with Borrowing Base Certificates required to be delivered pursuant to clause (a)(i)(1) below) the following documents at the following times in form satisfactory to the Agentcertificates and reports: (a) Weekly Borrowing Base Certificates. ---------------------------------- (i) Weekly, before 12:00 noon Boston time on the second Business Day of each week, and at any other time requested by the Agent, (1) a weekly basis on each Wednesday based on figures borrowing base certificate (the "Borrowing Base Certificate"), which shall be: (A) completed substantially in the form of Exhibit D, detailing the Borrower's Eligible Accounts Receivable and Eligible Inventory as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report each Friday of the Inventory balance immediately preceding week (by location) based on the perpetual inventory reports and or as of such further details other date as the Agent may request; ), (bB) prepared by or under the supervision of the Borrower's chief executive officer or chief financial officer and certified by such officer subject only to adjustment upon completion of the normal year-end audit of physical inventory and (C) attached to such additional schedules and other information as the Agent may request; and (2) (X) an Accounts Receivable reconciliation report (beginning balance plus sales minus collections minus credits plus or minus adjustments), copies (Y) a report detailing Inventory balances by category and (Z) an accounts payable balance and book overdraft report, in each case as of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect Saturday of the immediately preceding month;week. The Agent may, but shall not be obligated to, rely on each Borrowing Base Certificate and any other schedules or reports in determining the eligibility of Accounts and Inventory. (dii) monthly perpetual inventory reports by category to be delivered no later than Monthly, before 12:00 noon Boston time on the 10th day ninth Business Day of each month fiscal month, and at any other time requested by the Agent, (1) a Borrowing Base Certificate which shall be: (A) completed substantially in respect the form of Exhibit D, detailing (x) the Borrower's Eligible Accounts Receivable and Eligible Inventory as of the last day of the immediately preceding month; fiscal month (ethe "Monthly Report") on a monthly basis, a report listing and (y) the top ten (10) customers Borrower's Eligible Accounts Receivable and Eligible Inventory as of Ideal during that the last day of the immediately preceding fiscal month, providing (iB) details prepared by or under the supervision of the level Borrower's chief executive officer or chief financial officer and certified by such officer subject only to adjustment upon completion of sales made the normal year-end audit of physical inventory, and (C) attached to each such customer; additional schedules and other information as the Agent may request (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerincluding, without limitation, an accounts receivable agings report for the prior fiscal month); and (iii2) (W) an Accounts Receivable summary agings report by location, (X) an Accounts Receivable summary agings report for the amount of cash actually received from each such Borrower's top twenty customer during the relevant month; accounts, (fY) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; balances by location (gincluding third party locations) monthly ageings of and (Z) an accounts payable no later than agings report (when available from the 10th Borrower's computerized recordkeeping system), in each case as of the last day of the following immediately preceding fiscal month. The Agent may, together with a specific breakdown (but shall not be obligated to, rely on each Borrowing Base Certificate and any other schedules or reports in reasonable detail) determining the eligibility of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal Accounts and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;Inventory.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, schedule and a report calculation of the Inventory balance (by location) Borrowing Base as of such date using the amount of ineligible Accounts as determined based on upon the perpetual inventory reports and such further details as the Agent may request; prior month's aging of Accounts, (b) upon requeston a monthly basis and, copies of invoicesin any event, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered by no later than the 10th day of each month in respect during the term of this Agreement, (i) a detailed calculation of the immediately preceding month; Borrowing Base, and (dii) a detailed aging, by total, of such Borrower's Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, (c) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th day of each month in respect during the term of the immediately preceding month; this Agreement, a summary aging, by vendor, of such Borrower's accounts payable and any book overdraft, (d) on a weekly basis, Inventory reports specifying such Borrower's cost, (e) on each Business Day, notice of all returns, disputes, or claims, (f) upon request, copies of invoices in connection with its Accounts, customer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with its Accounts and for Inventory and Equipment acquired by such Borrower, purchase orders and invoices, (g) on a quarterly basis, a detailed list of such Borrower's customers, (h) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customerDilution for the prior month; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and or the Accounts (and each financial condition of such Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may request from time to time; . Original sales invoices evidencing daily sales shall be mailed by such Borrower to each Account Debtor and (j) certificates of an officer of Ideal certifying as , at Foothill's direction, the invoices shall indicate on their face that such Borrower's Account has been assigned to the foregoing;Foothill and that all payments are to be made directly to Foothill.

Collateral Reporting. it will Borrower Representative, on behalf of all Borrowers, shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the AgentLender: (a) At least once during each calendar week, on a weekly basis on the fifteenth (15th) day of each Wednesday based on figures month (and reporting as of the previous Fridaylast day of the prior calendar month), at the time of each request for a Revolving Loan and at any other time requested by Lender, a Borrowing Base Certificate incorporatingincluding (i) a detailed calculation of the Borrowing Base, inter alia(ii) a certification of Eligible Accounts, a schedule Eligible Government Accounts and Eligible Inventory (provided that Eligible Inventory reported shall be as of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report day of the Inventory balance most recent calendar month) and (by locationiii) based on all supporting documents and information (including, without limitation, sales journals, credit memos, cash receipts journals and reconciliation of changes from the perpetual inventory reports and such further details as the Agent may requestmost recent certificate delivered to Lender); (b) upon Monthly, not later than the fifteenth (15th) day of each Fiscal Month: (i) a schedule of Accounts and a schedule of payments on Accounts, as of the last day of the preceding Fiscal Month; (ii) a reconciliation to the Borrowing Base as calculated in the most recent Borrowing Base Certificate delivered to Lender, in the form prescribed by Lender; (iii) an aging of Borrowers’ Accounts as of the last day of the preceding Fiscal Month, showing (A)(i) Accounts aged 30 days or less from date of invoice, (ii) Accounts aged over 30 days, but less than 61 days, from date of invoice, (iii) Accounts aged over 60 days, but less than 91 days, from date of invoice, (iv) Accounts aged over 90 days, but less than 120 days, from date of invoice, and (v) Accounts aged 120 days or more from date of invoice and (B) a listing of the name and complete address of each Account Debtor and such other information as Lender may request and (C) a reconciliation to the previous calendar month’s aging of Borrowers’ Accounts and to Borrowers’ general ledgers; (iv) an aging of Borrowers’ accounts payable (including the due date for each account payable) as of the last day of the preceding Fiscal Month; (v) Inventory reports as of the last day of the preceding Fiscal Month, by category and location, with detail showing additions to and deletions from Inventory, together with a reconciliation to the general ledger; and (vi) at Lender’s request, copies of invoicesinvoices and supporting delivery or service records, copies of credit notesmemos or other advices of credit or reductions against amounts previously billed, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month , purchase orders and such other copies or reports in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports Collateral as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Lender may request from time to time; and (jc) certificates semiannually, on or before the last Business Day in June and December of each year, or more often at Lender’s request, a listing of each Account Debtor in respect of Borrowers’ Accounts, with full contact information for each such Account Debtor (including, without limitation, the complete address, contact person, phone number and email address) and such other information as Lender may request in respect of the Borrowers’ Accounts. Each Borrowing Base Certificate, schedule, reconciliation, aging, copy or report delivered to Lender shall bear a signed statement by a Responsible Officer of Borrower Representative certifying the accuracy and completeness of all information included therein. The execution and delivery of a Borrowing Base Certificate shall in each instance constitute a representation and warranty by each Borrower to Lender that no Account included therein as an officer Eligible Account or an Eligible Government Account should be excluded from inclusion in the Borrowing Base pursuant to the terms of Ideal certifying the definition of “Eligible Account” or “Eligible Government Account”, as applicable, and that no Inventory included therein as Eligible Inventory should be excluded from inclusion in the Borrowing Base pursuant to the terms of the definition of “Eligible Inventory”. In the event any request for a Revolving Loan or a Borrowing Base Certificate or other information required by this Section 8.5 is delivered to Lender by Borrower Representative electronically or otherwise without signature, such request, or such Borrowing Base Certificate or other information shall, upon such delivery, be deemed to be signed and certified on behalf of Borrower Representative by a Responsible Officer thereof and constitute a representation to Lender as to the foregoing;authenticity thereof. Lender shall have the right to review and adjust any such calculation of the Borrowing Base to reflect exclusions from Eligible Accounts, Eligible Government Accounts or Eligible Inventory, reserves pursuant to Section 2.1, declines in value of Collateral or such other matters as are necessary to determine the Borrowing Base. Lender shall have the continuing right to establish and adjust reserves in determining or re-determining the Borrowing Base, pursuant to Section 2.1.

Collateral Reporting. it will provide the Provide Agent (and if so requested by Agent, in with copies for each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender) with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaywith respect to MercFuel, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request;. (b) upon requesta detailed aging, copies by total, of invoices, credit notes, shipping and delivery documents;the Accounts of the other Borrowers . At least once weekly (the first such report not later than Monday of each week) Monthly (not later than with respect to all Borrowers other than Maytag: the 15th day of each month) (c) monthly ageings of accounts receivable to be delivered no later than a sales journal, collection journal, and credit register since the 10th day of each month in respect last such schedule and a calculation of the immediately preceding month;Borrowing Base as of such date, (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day notice of each month in respect of the immediately preceding month;all returns, disputes, or claims, (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details detailed calculation of the level of sales made to each such customer; Borrowing Base (ii) details of any credit notes issued to each such customer including detail regarding those Accounts that are not Eligible Accounts or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month;Eligible Foreign Accounts), (f) a detailed aging, by total, of the Accounts, together with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report reconciliation to the detailed calculation of all Inventory based on a physical stock count;the Borrowing Base previously provided to Agent, (g) monthly ageings a summary aging, by vendor, of Borrowers' accounts payable no later than the 10th day of the following monthand any book overdraft, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable reconciliation to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier;Borrower's general ledger, and (h) a calculation of Dilution for the prior month. Monthly (not later than with effect from any Inventory Eligibility Date, upon request, copies respect to Maytag: the 20th day of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company;each month) (i) a sales journal, collection journal, and credit register since the last such other reports schedule and a calculation of the Borrowing Base as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; andsuch date, (j) certificates notice of an officer all returns, disputes, or claims, (k) a detailed calculation of Ideal certifying the Borrowing Base (including detail regarding those Accounts that are not Eligible Accounts or Eligible Foreign Accounts), (l) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Agent, (m) a summary aging, by vendor, of Borrowers' accounts payable and any book overdraft, together with a reconciliation to Borrower's general ledger, and (n) a calculation of Dilution for the prior month. Monthly (not later (o) a report as to sales, excise and fuel taxes than the foregoing;45th day payable by any Borrower, in form satisfactory to after the end of Agent. each month)

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory to the Agent:(a) (a) on a weekly basis on each Wednesday based on figures as of Provide, or cause to be provided, to the previous FridayAdministrative Agent, a Borrowing Base Certificate incorporating(i) on or before the twelfth (12th) Business Day of each calendar month for the preceding calendar month-end and (ii) during the continuance of an Availability Triggering Event, inter aliaon each Friday (with respect to the week ending the previous Friday) or any later date approved by the Administrative Agent in its sole discretion. If any of the Loan Parties’ records or reports of the Collateral required to be delivered pursuant to this Agreement or any other Loan Document are prepared by an accounting service or other agent, each Loan Party hereby authorizes such service or agent to deliver such records or reports to the Administrative Agent, for distribution to the Lenders. Without limiting the foregoing, a schedule Borrower may, at or prior to the closing of credit notesa Permitted Business Acquisition (but subject to any review of the acquired company’s Eligible Accounts and Eligible Inventory as required by the definitions of such terms), deliver a revised Borrowing Base Certificate showing the Borrowing Base on a Pro Forma Basis after giving effect to such acquisition, which would be effective for purposes of Borrowing as of the time of the closing of such Permitted Business Acquisition and, for the avoidance of doubt, demonstrating compliance with the requirements of clause (iii) of the definition thereof. The applicable Borrower shall be permitted upon notice of such election to the Administrative Agent to deliver an updated Borrowing Base Certificate more frequently than monthly (as specified in such notice); provided that in such case, such Borrower shall, for the immediately following 90 days, deliver an updated Borrowing Base Certificate with the same frequency as the frequency specified in such notice. (b) Deliver to the Administrative Agent (i) concurrently with the delivery of each Borrowing Base Certificate, a summary of collections of accounts receivable, Inventory by location and type with a schedule of Accounts created since the last such schedule, supporting perpetual Inventory report consistent with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customerpast practice; (ii) details concurrently with the delivery of any credit notes issued each Borrowing Base Certificate, a monthly trial balance showing Accounts outstanding aged from due date as follows: current, 1 to each 30 days, 31 to 60 days and 61 days or more, (iii) from time to time, such customer other information with respect to the Borrowing Base or any other account adjustments made reports delivered under this Section 6.13 as shall be requested by the Administrative Agent in respect of such customerits reasonable discretion; and (iiiiv) at the amount time of cash actually received from delivery of each such customer during of the relevant monthly financial statements delivered pursuant to Section 6.04(c): (A) a reconciliation of the most recent Borrowing Base and month; -end Inventory reports by location each Borrower’s general ledger and monthly financial statements delivered pursuant to Section 6.04(c); (fB) with effect from any Inventory Eligibility Datea reconciliation of the accounts receivable aging to the Borrowers’ most recent Borrowing Base Certificate, upon request, general ledger and monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; financial statements delivered pursuant to Section 6.04(c); (gC) monthly ageings an aging of accounts payable no later than the 10th day of the following month, together with and a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect reconciliation of such accounts payable aging to each Borrower’s general ledger and each such supplier; monthly financial statements delivered pursuant to Section 6.04(c); and (hD) with effect from in the case of any Inventory Eligibility Datemonthly financial statements delivered for the last month of a fiscal quarter, upon requesta listing of government contracts, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by including those that Trading Company; (i) such other reports as are subject to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries Federal Assignment of its customers in this respect) as the Agent shall request from time to time; and (j) certificates Claims Act of an officer of Ideal certifying as to the foregoing;1940 or any similar state or municipal law.

Collateral Reporting. it will Each Loan Party (or in the case of clause (h) below, each Loan Party which is a Borrower and ▇▇▇▇▇ ▇▇▇▇▇ Canada) shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as upon the request of the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent, a schedule of credit notessuch Lo an Party’s and its Subsidiaries’ respective Accounts created, a summary credits given, cash collected and other adjustments to Accounts of collections of accounts receivable, a schedule of Accounts created such Loan Party since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) upon requestthe request of the Agent, copies an aging of invoicessuch Loan Party’s and its Subsidiaries’ respective Accounts, credit notestogether with a reconciliation to the previous aging delivered to the Agent of such Loan Party’s and its Subsidiaries’ respective Accounts and to such Loan Party’s and its Subsidiaries’ respective general ledgers, shipping and, in the case of the Borrowers, to the corresponding Borrowing Base and, in each case, accompanied by such supporting detail and delivery documentsdocumentation as shall be requested by the Agent in its reasonable discretion; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect upon request of the immediately preceding monthAgent, a report of open vouchers payable by vendor; (d) on a monthly perpetual inventory reports basis (or more frequently if requested by category to be delivered no later than the 10th Agent), within fifteen Business Days of the last day of each month month, Inventory reports by category, with additional detail showing additions to and deletions from the Inventory, together with a reconciliation to such Loan Party’s general ledger and, in respect the case of the immediately preceding monthBorrowers, to the Combined Availability; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details upon request of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon requestAgent, copies of purchase ordersinvoices in connection with such Loan Party’s and its Subsidiaries’ respective Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with such Loan Party’s and its Subsidiaries’ respective Accounts and for Inventory and Equipment acquired by that Trading Companysuch Loan Party or any of its Subsidiaries, purchase orders and invoices; (if) upon request of the Agent, a statement of the balance of each of the Intercompany Accounts; (g) such other reports as to the Collateral of such Loan Party and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Subsidiaries as the Agent shall reasonably request from time to time; (h) on a monthly basis (not later than the fifteenth day after the last day of the previous month with the information thereon to be as of the last day of such previous month), a Borrowing Base Certificate; provided, that during each Accelerated Delivery Period, the appropriate Loan Parties shall deliver a Borrowing Base Certificate to the Agent on a weekly basis (not later than the third Business Day after the last Business Day of the previous week with the information thereon to be as of the last Business Day of such previous week); (i) on a monthly basis, by the 15th day of the following month, a detailed report of Major Credit Card Receivables and Inventory of such Loan Party; provided that if on any day of any week the Net Invested Cash Amount is less than $50,000,000 or if a Borrowing Base Certificate is otherwise then required to be delivered on a weekly basis pursuant to clause (h) above as a result of the occurrence of a Combined Availability Threshold Event, then such report shall be delivered for such week at the time the Borrowing Base Certificate for such week is or would be required to be delivered; and (j) certificates with the delivery of each of the foregoing, a certificate of such Loan Party executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) as soon as possible after the end of each month (but in any event within fifteen (15) Business Days after the end thereof), on a monthly basis, and at any time an Increased Collateral Reporting Event exists or has occurred and is continuing, more frequently as Agent may request: (A) Inventory reports by category, (B) a Collateral mix report, in form and substance satisfactory to Agent; (C) a statement confirming the payment of rent and other amounts due to owners and lessors of real property used by any Borrower or Guarantor during the immediately preceding month, subject to year-end or periodic adjustments; provided, that, if such Increased Collateral Reporting Event ceases to exist as determined by Agent, Borrowers shall thereafter deliver such collateral reports described in this Section 7.1(a)(i) on a weekly monthly basis as provided herein; (ii) as soon as possible after the end of each month (but in any event within fifteen (15) Business Days after the end thereof), on a monthly basis, (A) a Borrowing Base Certificate, certified by the principal accounting officer or principal financial officer of each Wednesday based on figures Borrower as true and correct, which shall include the calculation of the previous FridayCompliance Excess Availability and the calculation of Net Amount of Eligible Credit Card Receivables, Net Amount of Eligible Damaged Goods Vendors Receivables and Net Amount of Eligible Sell-Off Vendors Receivables after giving effect to the assertion of any claims, offsets, defenses or counterclaims by any account debtor, or any disputes with account debtors, or any settlement, adjustment or compromise thereof; provided, that, at any time an Increased Collateral Reporting Event exists or has occurred and is continuing, as soon as possible after the end of each week (but in any event within three (3) Business Days after the end thereof), a Borrowing Base Certificate incorporatingduly executed and together with all schedules required pursuant to the terms of each such Borrowing Base Certificate duly completed, inter aliaand if such Increased Collateral Reporting Event ceases to exist as determined by Agent, Borrowers shall thereafter deliver a schedule of credit notes, Borrowing Base Certificate on a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details monthly basis as the Agent may requestprovided herein; (biii) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than as soon as possible after the 10th day end of each fiscal month (but in respect of any event within fifteen (15) Business Days after the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) end thereof), on a monthly basis, and at any time an Increased Collateral Reporting Event exists or has occurred and is continuing, more frequently as Agent may request, (A) perpetual Inventory reports by location and category (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, bailees or other third parties in possession of the Collateral); (B) the addresses of all new retail store locations of any Borrower or Guarantor opened, and existing retail store locations closed or sold, in each case during the immediately preceding fiscal month, and (C) a report listing of all deposit accounts (including without limitation local retail store deposit accounts) opened by any Borrower or Guarantor with any bank during the top ten (10) customers of Ideal during that immediately preceding fiscal month, providing (i) details which report shall include the Borrower or Guarantor in whose name the account is maintained, the account number of such account, the name and address of the level of sales made to each bank at which such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect is maintained, the purpose of such customer; account and (iii) the amount held in such account if any, on or about the date of cash actually received from each such customer during the relevant monthreport; provided, that, if such Increased Collateral Reporting Event ceases to exist as determined by Agent, Borrowers shall thereafter deliver such collateral reports described in this Section 7.1(a)(iii) on a monthly basis as provided herein; (fiv) with effect from as soon as possible after the end of each fiscal quarter (but in any Inventory Eligibility Dateevent within fifteen (15) Business Days after the end thereof), upon on a quarterly basis, and at any time an Increased Collateral Reporting Event exists or has occurred and is continuing, more frequently as Agent may request, monthly perpetual inventory a report detailing Inventory turnover; provided, that, if such Increased Collateral Reporting Event ceases to exist as determined by Agent, Borrowers shall thereafter deliver such collateral reports with effect from any Inventory Eligibility Date, described in this Section 7.1(a)(iv) on a quarterly report of all Inventory based on a physical stock countbasis as provided herein; (gv) monthly ageings upon the occurrence and during the continuance of accounts payable no later than the 10th day an Event of Default or during such time as Agent performs an audit or examination of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal Borrowers and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility DateGuarantors, upon Agent’s reasonable request, (A) amounts owing to owners and lessors of retail store locations, (B) copies of all bank statements, (C) copies of shipping and delivery documents, and (D) copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Companyany Borrower or Guarantor; (ivi) upon Agent’s reasonable request, (A) reports of sales for each category of Inventory, (B) reports of aggregate Inventory purchases (including all costs related thereto, such as freight, duty and taxes) and identifying items of Inventory in transit to each Borrower related to the applicable documentary Letter of Credit Accommodation and/or ▇▇▇▇ of lading number, (C) copies of remittance advices and reports, (D) copies of bank statements relating to the Blocked Accounts, (E) reports by retail store location of sales and operating profits for each such retail store location, and (F) agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises (except for the retail store locations), warehouses, fulfillment centers, bailees and other third parties from time to time in possession of any Collateral); (vii) upon the occurrence and during the continuance of an Event of Default, as frequently as Agent may request, (A) the monthly statements received by any Borrower or Guarantor or any of its Affiliates from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Agent to monitor the transactions pursuant to the Credit Card Agreements, (B) a report of credit card sales during the preceding month, including the amount of the chargebacks, fees, factored receivables, and credits with respect thereto and providing an aging of such sales identifying those outstanding more than five (5) days since the sale date giving rise thereto, (C) reports on sales and use tax collections, deposits and payments, including monthly sales and use tax accruals, and (D) a report reconciling the amount of Non-Borrower Receivables received by or into the account of any Borrower and remitted by such Borrower or another Person at the direction of such Borrower to or for the account of WFNNB (and Nevada Factoring as applicable) or any other Person; and (viii) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and. (jb) certificates If any Borrower’s or Guarantor’s records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower or Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent’s instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents at the following times in a form satisfactory to the AgentLender: (ai) on a weekly basis on within fifteen (15) days after the end of each Wednesday based on figures as of the previous Fridayfiscal quarter, (A) a Borrowing Base Certificate incorporatingduly completed and executed by a Responsible Officer of Borrower, inter alia, a schedule of credit notes, a (B) summary of collections agings of accounts receivablereceivable by customer number (together with a reconciliation to the previous month's summary aging and general ledger), a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, and (C) a report of total sales made, credits issued and cash received,; provided, that, in the Inventory balance (by location) based on the perpetual inventory reports event that a Cash Dominion Event shall have occurred and be continuing, then a Borrowing Base Certificate and such further details summary agings shall be delivered as the Agent Lender may reasonably request; (bii) as soon as possible after the end of each calendar quarter (but in any event within forty-five (45) days after the end thereof): (A) the payment report, if any, generated by each Billing Processor and provided to Borrower in accordance with the current practices of Billing Processor and Borrower in effect on the date hereof and (B) information regarding amounts owing to owners and lessors of leased premises and other third parties from time to time in possession of any Collateral which are more than thirty (30) days past due, provided, that, each of the foregoing reports shall be delivered to Lender as soon as possible after the end of each month (but in any event within fifteen (15) Business Days after the end thereof, or more frequently as Lender may reasonably request at any time that an Event of Default shall have occurred and be continuing), if Revolving Loans are outstanding more than five (5) consecutive Business Days during any such quarter; (iii) upon Lender's reasonable request, (A) copies of customer statements, purchase orders, sales invoices, credit notesmemos, shipping remittance advices and delivery documents; reports, and copies of customer acceptance documents in excess of $1,000,000, and (cB) monthly ageings the Borrower's calculation of accounts receivable to be delivered the churn rate for business class customers; provided, that, in the event that such churn rate exceeds two (2%) percent, Borrower shall report the churn rate for business class customers no less frequently than at the end of each calendar quarter (and in any event no later than forty-five days after the 10th day of each month in respect of the immediately preceding month;end thereof); and (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (iiv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent Lender shall reasonably request from time to time; and. (jb) certificates If Borrower's or any Guarantor's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor or other agent, Borrower and such Guarantor will, upon Lender's request, authorize such service, contractor, shipper or agent to deliver such records, reports, and related documents to Lender and to follow Lender's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, with the following documents at the following times in form satisfactory Furnish to Agent to make available to the AgentLenders: (a) on a weekly basis on as soon as available, but in any event within 60 days after the end of each Wednesday based on figures as of the previous Fridayfiscal quarter, a Borrowing Base Certificate incorporatingreport, inter aliain form and substance reasonably satisfactory to Agent, setting forth a schedule statement of credit notesnet production and sales proceeds of all Hydrocarbons produced from the Oil and Gas Properties of Borrower, a summary of collections of accounts receivable, a schedule of Accounts created since together with such other information as Agent or the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent Required Lenders may reasonably request; (b) upon requestas soon as available, copies but in any event within 30 days after the end of invoiceseach month, a report, in form and substance reasonably satisfactory to Agent, setting forth as of the last Business Day of such monthly period, a summary of the hedging positions of each Loan Party under all Hedging Agreements (including any contracts of sale which provide for prepayment for deferred shipment or delivery of Hydrocarbons or other commodities) of each Loan Party, including the type, term, effective date, termination date and notional principal amounts or volumes, the hedged price(s), interest rate(s) or exchange rate(s), as applicable, and any new credit notessupport agreements relating thereto, shipping and delivery documentsdemonstrating compliance (and including reasonably detailed supporting calculations thereof) with Section 5.11 satisfactory to Agent; (ci) monthly ageings on or before March 1 of accounts receivable each year, a Reserve Report prepared by the Petroleum Engineers dated as of December 31 of the previous year; (ii) promptly upon written request by Agent or Required Lenders, a Reserve Report prepared by the Petroleum Engineers dated as of the first day of the month during which ▇▇▇▇▇▇▇▇ receives such request; provided that Agent and Required Lenders may request, at Borrower’s cost and expense, no more than one such Reserve Reports during any 12-month period with any additional requests for updated Reserve Reports during any such period to be delivered no later than at Agent’s cost and expense (or any number of such Reserve Reports, at Borrower’s sole cost and expense, if any Default or an Event of Default shall have occurred and then be continuing), (iii) with the 10th day delivery of each month in Reserve Report under this clause (c), an accompanying report containing (A) information and analysis with respect to (1) the Proved Reserves of the immediately preceding monthLoan Parties as of the date of such Reserve Report and the PV 10 Value and (2) the Proved Developed Producing Reserves of the Loan Parties as of the date of such Reserve Report and the PV 10 Value; (B) the lease operating statement and midstream statement attributable to the Oil and Gas Properties of the Loan Parties since the date of the last Reserve Report previously delivered, and (C) such additional data and information concerning the operations of Loan Parties, pricing, quantities, volume of production and production imbalances from or attributable to the Oil and Gas Properties with respect thereto, in each case, as Agent or any Lender may reasonably request, including a copy of Borrower’s Reserve Database from which the Reserve Report was generated; (d) monthly perpetual inventory reports by category to be delivered no not later than 60 days after the 10th end of each fiscal quarter, a Reserve Report prepared as of the last day of each month such fiscal quarter, provided that such report (x) may be prepared by petroleum engineers who are employees of Borrower or any of its Affiliates (rather than the Petroleum Engineers), (y) shall be the same form and substance as the Reserve Reports referred to in respect Section 5.2(c), and (z) shall have been prepared by or at the direction of ▇▇▇▇▇▇▇▇ and having been certified in writing by the senior petroleum engineer of Borrower as to the truth and accuracy of the immediately preceding monthhistorical information utilized to prepare the Reserve Report and the estimates included therein and (ii) with the delivery of each Reserve Report under this clause (d), an accompanying report containing (A) information and analysis with respect to (1) the Proved Reserves of the Loan Parties as of the date of such Reserve Report and the PV 10 Value and (2) the Proved Developed Producing Reserves of the Loan Parties as of the date of such Reserve Report and the PV 10 Value; (B) the lease operating statement and midstream statement attributable to the Oil and Gas Properties of the Loan Parties since the date of the last Reserve Report previously delivered, and (C) such additional data and information concerning the operations of Loan Parties, pricing, quantities, volume of production and production imbalances from or attributable to the Oil and Gas Properties with respect thereto, in each case, as Agent or any Lender may reasonably request, including granting access to Borrower’s electronic database related to the Oil and Gas Properties; (e) on With the delivery of each Reserve Report, the Borrower a monthly basis, a report listing the top ten (10) customers of Ideal during Reserve Report Certificate from Responsible Officer certifying that month, providing in all material respects: (i) details in the case of Reserve Reports prepared by petroleum engineers who are employees of Borrower or any of its Affiliates (rather than the level of sales made to each Petroleum Engineers), such customer; Reserve Report has been prepared, except as otherwise specified therein, in accordance with the procedures used in the immediately preceding Reserve Report prepared by the Petroleum Engineers or the Initial Reserve Reports, as applicable; (ii) details of any credit notes issued to each such customer or the information contained in the Reserve Report and any other account adjustments made information delivered in respect of such customer; connection therewith is true and correct in all material respects; (iii) except as set forth in an exhibit to such certificate, the amount Borrower or another Loan Party has good and defensible title to the Borrowing Base Properties evaluated in such Reserve Report (other than those (x) Disposed of cash actually received in compliance with Section 6.5 since delivery of such Reserve Report, and (y) with title defects disclosed in writing to the Agent on or before the delivery date thereof) and such Borrowing Base Properties are free of all Liens except for Permitted Liens; (iv) except as set forth on an exhibit to such certificate, on a net basis there are no Gas Imbalances in excess of the amounts permitted under Section 6.19 and there are no take or pay or other prepayments with respect to any Oil and Gas Properties which would require any Loan Party to deliver Hydrocarbons produced from each such customer during Oil and Gas Properties at some future time without then or thereafter receiving full payment therefor; (v) none of the relevant monthBorrowing Base Properties have been Disposed of since the date of the last Borrowing Base determination except those Borrowing Base Properties listed on such certificate as having been Disposed of; and the certificate shall also attach, as schedules thereto, (A) a list of all Borrowing Base Properties evaluated by such Reserve Report that are Collateral and demonstrating that the PV 10 of the Collateral (calculated at the time of delivery of such Reserve Report) satisfies the requirements of Section 5.12(a), and (B) a description of any minimum volume commitments or deficiency payment obligations estimated (calculated at the time of delivery of such Reserve Report and based upon the production forecasts therein) to be payable by any Loan Party pursuant to any gathering, processing or transportation agreement; (f) reports, certifications, engineering studies, environmental assessments or other written material or data requested by, and in form, scope and substance reasonably satisfactory to Agent, in the event that Agent or the Required Lenders has or have a reasonable basis to believe that there may be a material violation of any Environmental Law or an environmental condition at any Property owned, operated or leased by any Loan Party in each case that could reasonably be expected to give rise to a Material Adverse Effect, or if an Event of Default has occurred and is continuing; provided that if any Loan Party fails to provide such reports, certifications, engineering studies or other written material or data within seventy-five days after the request of Agent or the Required Lenders, Agent shall have the right, at such Loan Party’s sole cost and expense, to conduct such environmental assessments or investigations as may reasonably be required to enable Agent to determine whether each of the Loan Parties is in material compliance with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock countEnvironmental Laws; (g) monthly ageings prior to any Asset Sale anticipated to generate in excess of accounts payable no later than the 10th day of the following month$10,000,000 in Net Cash Proceeds, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect at least three Business Days’ prior written notice of such accounts payable Asset Sale, which notice shall (i) describe such Asset Sale or the nature and each material terms and conditions of such suppliertransaction and (ii) state the estimated Net Cash Proceeds anticipated to be received by any Loan Party; (h) with effect from any Inventory Eligibility within 60 days after the Closing Date, upon requesta listing of all Oil and Gas Properties of Borrower and each Subsidiary, copies including all material agreements under which Borrower or any Subsidiary has the right to earn, purchase or otherwise acquire an ownership or revenue interest in any Hydrocarbon Interests of purchase orders, invoicesany other Person, and delivery documents for Inventory all other Real Property of Borrower or any Subsidiary, which are not, as of the Closing Date, encumbered, or purported to be encumbered, by a Lien in favor of CAA Agent pursuant to the Security Documents, and Equipment acquired by that Trading Companywhich list shall be updated as prescribed in Section 5.3(a); (i) such other reports as soon as is practicable following the written request of Agent and in any event within 60 days after the end of each fiscal year, (i) a report in form and substance satisfactory to the Collateral Agent and the Accounts Lenders outlining all material insurance coverage maintained as of the date of such report by each Loan Party and the duration of such coverage and (ii) evidence reasonably satisfactory to Agent that all premiums then due and each Borrower hereby authorises the payable with respect to such coverage have been paid and confirming that CAA Agent to make enquiries of its customers in this respect) has been named as the Agent shall request from time to timeloss payee or additional insured, as applicable; and (j) certificates of an officer of Ideal certifying as upon request by Agent, such other reports and information with respect to the foregoing;Oil and Gas Properties of the Loan Parties, the other Collateral or the financial condition of the Loan Parties as may be so requested. Each delivery of a Reserve Report by Borrower to Agent pursuant to this Agreement shall constitute a representation and warranty by Borrower to Agent and the Lenders (A) with respect to the matters referenced in Section 3.9(c), (B) that the Loan Parties own the Oil and Gas Properties specified therein free and clear of any Liens (except Permitted Liens) and (C) that Properties constituting at least 90% of (i) the PV 10 Value of all Proved Reserves covered therein, (ii) the PV 10 Value of all Proved Developed Producing Reserves covered therein, and (iii) the book value of Oil and Gas Properties other than Proved Reserves, in each case are Mortgaged Properties subject to an Acceptable Security Interest.

Collateral Reporting. it will (a) Borrowers or Borrowers' Agent shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form reasonably satisfactory to the Agent: (ai) daily, reports, in form and substance satisfactory to Agent, on Cash Equivalents, to the extent such Cash Equivalents are to be included in the calculation of Excess Availability and Excess and Suppressed Availability. (ii) on Tuesday of each week for the immediately preceding week ending on the close of business on Saturday of that week or more frequently as Agent may request, (A) perpetual inventory reports in substantially the form set forth as Exhibit 7.1, with such modifications as Agent shall request from time to time, (B) reports of sales of Inventory, returns, and aggregate Inventory purchases (including all costs related thereto, such as freight, duty and taxes), and (C) markdown reports by categories of Inventory, setting forth the original Cost, original retail sales price prior to any markdowns and the Retail Sales Price and (D) a weekly basis on each Wednesday based on figures report with respect to loans by Borrowers and Obligors to FSC permitted under Section 9.10(k) hereof, which report shall detail the outstanding amount of such loans as of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule close of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report business for each calendar day of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request;preceding week. (biii) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than as soon as possible at the 10th day end of each month (but in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top any event within ten (10) customers days after the end thereof) or more frequently, as Agent may request, (A) inventory aging reports by category (including identifying Inventory at locations owned and operated by third parties or on consignment), (B) a report of Ideal during that month, providing (i) details of all store openings and closings which occurred in the level of sales made to each such customer; month just ended and (ii) details projected store openings and closings for the current month, (C) agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, consolidators and other third parties from time to time in possession of any credit notes issued to each Collateral), and (D) a certificate from the chief financial officer of Borrowers' Agent (1) representing that Borrowers have made payment of sales and use taxes during such customer or any month or, at Lender's request, other account adjustments made in respect evidence of such customer; payment and (iii2) reporting each dispute in an amount equal to or in excess of $100,000 with any lessor or other third party operator of locations where Collateral is located (the report should indicate the amount of cash actually received from each such customer during the relevant monthdispute and whether reserves (and the amount thereof) are set aside therefor); (fiv) with effect from any Inventory Eligibility Date, upon Agent's reasonable request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date(A) copies of deposit slips and bank statements, a quarterly report of all Inventory based on a physical stock count; (gB) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Company;Borrowers, and (C) the monthly statements received by any Borrower from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Lender to monitor the transactions pursuant to the Credit Card Agreements; and (iv) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and. (jb) certificates If any of Borrower's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, Borrowers hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to the Agent: (ai) on a weekly basis on each Wednesday based on figures as of the previous Friday, or more frequently if determined by Agent a Borrowing Base Certificate incorporatingcertificate, inter aliain form and substance satisfactory to Agent in all respects; (ii) on a regular basis as required by Agent, schedules of sales made, credits issued and cash received; (iii) as soon as possible after the end of each month (but in any event within ten (10) Business Days after the end thereof), on a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details monthly basis or more frequently as the Agent may request, (a) perpetual inventory reports, (b) inventory reports by location and category (and including the amounts of Inventory and the value thereof at any leased locations and at premises of warehouses, processors or other third parties), (c) agings of accounts receivable (together with a reconciliation to the previous month's aging and general ledger) and (d) agings of accounts payable (and including information indicating the amounts owing to owners and lessors of leased premises, warehouses, processors and other third parties from time to time in possession of any Collateral); (biv) upon Agent's request, and in each form and substance satisfactory to Agent in all respects, (e) copies of customer statements, purchase orders, sales invoices, credit notesmemos, remittance advices and reports, and copies of deposit slips and bank statements, (f) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment acquired by that Trading Companyany Borrower or Guarantor; (iv) upon the termination or expiration of any distribution agreement or the execution of any new distribution agreement by a Borrower, a written certificate from the chief executive officer, president or chief financial officer of Borrowers that certifies the list of distribution agreements that have expired, terminated or been entered into by a Borrower since the date of the last certificate provided by Borrowers, and if requested by Agent, such other information as Agent may require; (vi) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and. (jb) certificates If any Borrower's or Guarantor's records or reports of the Collateral are prepared or maintained by an officer accounting service, contractor, shipper or other agent, such Borrower and Guarantor hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent's instructions with respect to further services at any time that an Event of Ideal certifying as to the foregoing;Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the AgentFoothill: (a) on a weekly basis on each Wednesday based on figures as of the previous FridayBusiness Day, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such scheduleschedule and a calculation of the Borrowing Base as of such date, (b) on a monthly basis and, in any event, by no later than the 15th day of each month during the term of this Agreement, (1) a detailed calculation of the Borrowing Base, (2) a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Foothill, and (3) an Inventory report specifying Borrower's cost and the wholesale market value of its Inventory by category, with effect additional detail showing additions to and deletions from the Inventory, (c) on a monthly basis and, in any Inventory Eligibility Dateevent, by no later than the 15th day of each month during the term of this Agreement, a report summary aging, by vendor, of the Inventory balance Borrower's accounts payable segregating current accounts payable from those that are past due by 30 days or more, and any book overdraft, (by locationd) based on the perpetual inventory reports and such further details as the Agent may request; each Business Day, notice of all returns, disputes, or claims, (be) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices, (cf) monthly ageings on a quarterly basis, a detailed list of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; Borrower's customers, (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eg) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details calculation of the level of sales made to each such customerDilution for the prior month; (iih) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal Borrower's electronic data and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may reasonably request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Lender with the following documents and information at the following times in form agreed upon by the Borrower and the Lender prior to the Closing Date or in such other form as is reasonably satisfactory to the Agent: Lender: (a) on a weekly basis on each Wednesday based on figures as of the previous Friday, a Borrowing Base Certificate incorporating, inter aliabasis, a schedule of credit notes, a summary of collections of accounts receivable, and a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; ; (b) upon requestrequest by the Lender, a schedule of remittance advices no later than five Business Days following the end of the week; (c) upon request by the Lender, copies of invoices, credit notesmemos, shipping and delivery documents; ; (cd) monthly ageings agings of accounts receivable to be delivered no later than the 10th 15th day of each month in respect of respecting the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; ; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings agings of accounts payable no later than the 10th 15th day of the following month, together with a specific breakdown ; (in reasonable detailf) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower; (ig) such other reports as to the Collateral (including without limitation reports as to Equipment and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respectInventory) as the Agent Lender shall reasonably request from time to time; and and (jh) certificates of an officer of Ideal the Borrower certifying as to the foregoing;. If (x) an Event of Default has occurred, or (y) Loans outstanding exceed 60% of Availability (assuming no Loans are outstanding), or (z) Availability is less than four million dollars ($4,000,000), then, upon request from the Lender, the Borrower shall provide the information specified in clause (a) of this Section 7.8 on a daily basis and the Lender shall have the right to retain the services of a collateral monitoring company (at the Borrower's expense) to aid in providing and assessing any and all reports relating to Accounts and collections as may be designated by the Lender from time to time. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Lender.

Collateral Reporting. it will Each Borrower, a portion of whose assets are included in the Borrowing Base, shall provide the Agent, in each case in respect of each Trading Company, Agent and on a consolidated and consolidating basis, the Co-Agent with the following documents at the following times in form satisfactory to the Agent and the Co-Agent (including in sufficient number, if applicable, for the Agent to provide a copy to those Lenders who request a copy thereof from the Agent: ): (a) on within ten (10) days after the end of each month (for such month), or more frequently if reasonably requested by the Agent or the Co-Agent, an aging of each Borrower's Accounts, together with, within ten (10) Business Days after the end of each month (for such month), a weekly basis on each Wednesday based on figures as reconciliation to the detailed calculation of the previous Friday, a Borrowing Base Certificate incorporating, inter alia, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last and to such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; Borrower's general ledger; (b) within ten (10) days after the end of each month (for such month), or more frequently if reasonably requested by the Agent or the Co-Agent, Inventory reports of each Borrower by category (including Appliance, Salton at Home, Personal Care and Wellness and In-Transit) and facility location, together with, within ten (10) Business Days after the end of each month (for such month), a reconciliation to the detailed calculation of the Borrowing Base and to such Borrower's general ledger; (c) upon reasonable request, copies of invoicesinvoices in connection with each Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month documents in respect of the immediately preceding month; connection with such Borrower's Accounts; (d) monthly perpetual inventory such other reports by category as to be delivered no later than the 10th day Collateral of each month in respect of such Borrower as the immediately preceding month; Agent or the Co-Agent shall reasonably request from time to time; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than basis by the 10th day of the following month, together or more frequently if requested by the Agent or the Co-Agent, an aging of such Borrower Party's accounts payable; and (f) with a specific breakdown (in reasonable detail) the delivery of each of the monthly ageings foregoing (other than clause (c)), a certificate of accounts payable the Administrative Borrower executed by an officer thereof certifying as to the largest ten supplier creditors of Ideal accuracy and details completeness of the Inventory held by Ideal foregoing. The Parent shall provide the Agent and the Co-Agent with the following documents at the following times in respect of such accounts payable form satisfactory to the Agent and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company;the Co-Agent: (i) upon reasonable request, a statement of the balance of each intercompany account (including the Intercompany Account); (ii) such other reports as to the Collateral and the Accounts (and of each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) Party as the Agent or the Co- Agent shall reasonably request from time to time; and and (jiii) certificates with the delivery of each of the foregoing, upon the request of the Agent or the Co-Agent, a certificate of the Parent executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower Parties' records or reports of the Collateral are prepared by an accounting service or other agent, each Borrower Party hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent or Co-Agent, for distribution to the Lenders.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of the previous Fridaydaily basis, a Borrowing Base Certificate incorporating(reflecting the calculation of the Accounts and Inventory components thereof as provided in the definition of Borrowing Base Certificate) and on a weekly basis, inter aliaor more frequently if requested by the Agent, a schedule of credit notesthe Borrower's sales, a summary of Accounts, collections of accounts receivableand credits, a schedule of Accounts created in each case created, received or granted since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request; ; (b) upon request, copies of invoices, credit notes, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no not later than the 10th fifteenth day of the following month, together with a specific breakdown (in reasonable detail) an aging of the monthly ageings of accounts payable Borrower's Accounts, together with, if requested by the Agent, a reconciliation to the largest ten supplier creditors of Ideal and details previous month's aging of the Inventory held by Ideal in respect Borrower's Accounts and to the Borrower's general ledger; (c) on a monthly basis, not later than the fifteenth day of the following month, a report indicating for each Account Debtor to whom the Borrower owes $10,000 or more as of the last day of the previous month the name of such accounts payable Account Debtor, the amount owed by the Borrower to such Account Debtor as of the last day of such previous month and each the amount owed by such supplier; Account Debtor to the Borrower as of the last day of such previous month; (hd) on a monthly basis (or more frequently if requested by the Agent), Inventory reports by category and location, with effect additional detail, if requested by the Agent, showing additions to and deletions from any Inventory Eligibility Date, the Inventory; (e) upon requestrequest during the continuance of a Default, copies of purchase ordersinvoices in connection with the Borrower's Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with the Borrower's Accounts and for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (if) upon request, a statement of the balance of each of the Intercompany Accounts; (g) upon request, an open voucher and cash requirements report; (h) such other reports as to the Collateral and of the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it Each Borrower will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis on each Wednesday based on figures as of basis, or more frequently if requested by the previous Friday, a Borrowing Base Certificate incorporating, inter aliaAgent, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of such Borrower's Accounts created since the last such schedule, with effect from any Inventory Eligibility Dateprepared as of a date no more than five (5) Business Days prior to the delivery date of such schedule and accompanied by a current Borrowing Base Certificate; (b) within two (2) Business Days following the receipt of remittances into such Borrower's lock-box or Payment Account, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as sufficient information to enable the Agent may to properly apply remittances to the appropriate Borrower's account in the correct amount; (c) on a monthly basis, by the fifteenth (15th) day of each month for the immediately preceding calendar month, an aging of such Borrower's Accounts, together with a reconciliation to the previous month's aging of such Borrower's Accounts and to such Borrower's general ledger; (d) upon request; , an aging of such Borrower's accounts payable; (be) on a monthly basis by the twentieth (20th) day of each month for the immediately preceding calendar month (or more frequently if requested by the Agent), Inventory reports by category, with additional detail showing additions to and deletions from the Inventory; (f) upon request, copies of invoicesinvoices in connection with such Borrower's Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; documents in connection with such Borrower's Accounts and for Inventory and Equipment acquired by such Borrower, purchase orders and invoices; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eg) on a monthly basis, a report listing by the top ten twenty-fifth (1025th) customers day of Ideal during that each month, providing (i) details a statement of the level balance of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect the Intercompany Notes as of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th last day of the following immediately preceding calendar month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; ; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (i) such other reports as to the Collateral and the Accounts (and each of such Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent or any Lender shall reasonably request from time to time; and and (ji) certificates with the delivery of each of the foregoing, a certificate of an officer of Ideal such Borrower certifying as to the accuracy and completeness of the foregoing;. If any of any Borrower's records or reports of the Collateral are prepared by an accounting service or other agent, each Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will The Borrower shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in form satisfactory to the Agent: : (a) on a weekly basis monthly basis, at any time prior to the first date, if any, on each Wednesday based on figures which either (i) the Loan to Availability Ratio is equal to or greater than 40% for five (5) consecutive Business Days or (ii) Availability as of the previous Fridayclose of Agent’s business is less than $50,000,000 (either of such dates, a Borrowing Base Certificate incorporating“Trigger Date”), inter aliaand on a weekly basis thereafter, a schedule of credit notes, a summary of collections of accounts receivable, a schedule of the Borrower’s Accounts created since the last such schedule, with effect which schedule shall also identify any collections, credits and other adjustments in respect of the Borrower’s Accounts since the last such schedule, and a Borrowing Base Certificate; provided, however, that if after any Trigger Date the Loan to Availability Ratio is less than 40% for 120 consecutive days (such 120th day, a “Shut-Off Date”) then, from any Inventory Eligibility and after such Shut-Off Date, the Agent and the Lenders agree that the Borrower shall only be required to deliver each such schedule of Borrower’s Accounts and each such Borrowing Base Certificate on a report monthly basis until the next Trigger Date, if any, and on a weekly basis thereafter until the next Shut-Off Date, if any (the parties agree that the immediately preceding proviso shall govern the required frequency of the Inventory balance Borrower’s delivery of schedules of Borrower’s Accounts and Borrowing Base Certificates pursuant to this Section 6.7 in respect of each subsequent Trigger Date and Shut-Off Date occurring thereafter); (by locationb) based on a monthly basis, (i) within seven (7) Business Days after the perpetual inventory reports and such further details end of each month, an aging of the Borrower’s Accounts, together with a reconciliation to the previous month’s or week’s, as the Agent case may request; be, aging of the Borrower’s Accounts and to the Borrower’s general ledger; (bii) within ten (10) Business Days after the end of each month, an aging of the Borrower’s accounts payable; and (iii) within ten (10) Business Days after the end of each month, Inventory reports by category, with additional detail showing additions to and deletions from the Inventory; (c) upon request, copies of invoicesinvoices in connection with the Accounts, customer statements, credit notesmemos, remittance advices and reports, deposit slips, shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than documents in connection with the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; Borrower’s Accounts and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; the Borrower, purchase orders and invoices; (id) upon request, a statement of the balance of each of the Intercompany Accounts; (e) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and and (jf) certificates with the delivery of each of the foregoing, a certificate of the Borrower executed by an officer of Ideal thereof certifying as to the accuracy and completeness of the foregoing;. If any of the Borrower’s records or reports of the Collateral are prepared by an accounting service or other agent, the Borrower hereby authorizes such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Agent with the following documents at the following times in form reasonably satisfactory to the Agent: (a) on a weekly basis on each Wednesday based on figures as daily basis, from and after the Receivables Activation Date and during any period after the occurrence and during the continuance of the previous Fridayan Event of Default, a Borrowing Base Certificate incorporatingsales journal, inter aliacollection journal, a schedule of and credit notes, a summary of collections of accounts receivable, a schedule of Accounts created register since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details as the Agent may request;, (b) upon requeston a weekly basis and, copies in any event, by no later than the third Business Day of invoicesthe immediately following week (i) from and after the Receivables Activation Date and during any period when no Event of Default has occurred and is continuing, a sales journal, collection journal, and credit notesregister since the last such schedule, (ii) during any period after the occurrence and during the continuance of an Event of Default, shipping (A) a Borrowing Base Certificate setting forth the calculation of the Borrowing Base as of such date and delivery documents;demonstrating Borrowers' compliance with the limitation on Advances set forth in SECTION 2.1(c), and, (B) Inventory reports specifying Borrowers' cost and the wholesale market value of its Inventory by category, with additional detail showing additions to and deletions from the Inventory with additional detail showing additions to and deletions from the Inventory (the so called "roll forward inventory collateral report"), (iii) during any period after the occurrence and during the continuance of an Event of Default, Inventory reports specifying the cost of Borrowers' Inventory by category, with additional detail showing additions to and deletions from the Inventory (the so-called "Roll Forward Inventory Collateral Report"), (c) on a monthly ageings of accounts receivable to be delivered basis and, in any event, by no later than the 10th day of each month during the term of this Agreement, (i) prior to the Receivables Activation Date, a sales journal, collection journal, and credit register since the last such schedule. (ii) during any period when no Event of Default has occurred and is continuing, a Borrowing Base Certificate setting forth the calculation of the Borrowing Base and demonstrating Borrowers' compliance with the limitation on Advances set forth in respect SECTION 2.1(a)(iii) as of the last day of the immediately preceding month;. (iii) during any period when no Event of Default has occurred and is continuing, Inventory reports specifying the cost of Borrowers' Inventory by category, with additional detail showing additions to and deletions from the Inventory (the so-called "Roll Forward Inventory Collateral Report"), (iv) a listing, by vendor, of Borrowers' accounts payable and any book overdraft, (v) a consigned inventory report by vendor, (vi) an inventory reconciliation to general ledger, (vii) and a calculation of Dilution for the prior month, (d) on a monthly perpetual inventory reports basis and, in any event, by category to be delivered no later than the 10th 16th day of each month in respect during the term of this Agreement, a detailed aging, by total, of the immediately preceding month;Eligible Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base previously provided to Agent, together with a calculation of Accounts or rights to payment that are not Eligible Accounts, gift certificates, and merchandise credits, (e) on a monthly basis, a report listing promptly upon request of Agent in the top ten (10) customers exercise of Ideal during that month, providing its Permitted Discretion, (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase ordersinvoices in connection with the Accounts, invoicescustomer statements, credit memos, remittance advices and reports, deposit slips, shipping and delivery documents in connection with the Accounts and for Inventory and Equipment acquired by that Trading Company;Borrowers, purchase orders and invoices (iii) a list of all unissued credit memos and a copy of Borrowers' unissued credit log, (iii) notice of all returns, or credit memos as reported in the accounts receivable activity report, (iv) copies of all draft or unaudited results of the then most recently completed component of Borrowers' Inventory cycle count program, together with a report of all adjustments to Borrowers' Inventory made on the basis of the results of such cycle count component. (v) evidence of payment of sales taxes, and (vi) such other reports as to the Collateral and or the Accounts (and each Borrower hereby authorises financial condition of Borrowers, or the above reports but at a greater reporting frequency, as Agent to make enquiries of its customers in this respect) as the Agent shall may request from time to time; andtime in its Permitted Discretion, (jf) certificates of an officer of Ideal certifying as on the Receivables Activation Date, a roll-forward to the foregoing;Business day immediately preceding the Receivables Activation Date of the sales journal, collection journal, and credit register delivered by Borrower to Agent for the immediately preceding month pursuant to SECTION 6.2(c)(i).

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Foothill with the following documents at the following times in form satisfactory to the Agent: Foothill: (a) on a weekly monthly basis and, in any event, by no later than the 25th day of each month during the term of this Agreement (or, in the event that Borrower's then Availability is less than $10,000,000, on each Wednesday based on figures such more frequent basis as Foothill may require), a monthly accounts receivable roll-forward report and a detailed calculation of the Borrowing Base as of such date; (b) on a monthly basis and, in any event, by no later than the previous Friday25th day of each month during the term of this Agreement, a detailed aging, by total, of the Accounts, together with a reconciliation to the detailed calculation of the Borrowing Base Certificate incorporating, inter aliapreviously provided to Foothill; (c) on such frequency (if any) as Foothill reasonably may require, a schedule listing of Borrower's accounts payable, by vendor; (d) [intentionally omitted]; (e) upon Foothill's reasonable request, copies of invoices in connection with the Accounts, credit notesmemos, and remittance advices and reports in connection with the Accounts and for Inventory and Equipment acquired by Borrower, purchase orders and invoices; (f) in the event that Borrower's then Availability is less than $10,000,000, on such frequent basis as Foothill may require, a summary of collections of accounts receivablesales journal, a schedule of Accounts created collection journal, and credit register since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports schedule and such further details as the Agent may request; (b) upon request, copies of invoices, credit notesdeposit slips, shipping and delivery documents; documents in connection with the Accounts and for Inventory and Equipment acquired by Borrower; (cg) monthly ageings on a quarterly basis, a detailed list of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; Borrower's customers; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (eh) on a monthly basis, a report listing calculation of the top ten (10) customers of Ideal during that Dilution for the prior month, providing ; (i) details of on a quarterly basis, a detailed report specifying each Permitted Toehold Investment, including the level of sales made book value and market value thereof; (j) (1) on a monthly basis, with respect to each Permitted Appraised Asset Disposition with respect to which no replacement Equipment was purchased in respect thereof, a detailed report specifying each such customerPermitted Appraised Assets Disposition consummated since the last such report, and (2) with respect to each Permitted Appraised Asset Disposition with respect to which replacement Equipment was purchased in respect thereof, as requested by Foothill, a detailed report specifying each Permitted Appraised Assets Disposition and Equipment replacement in respect thereof consummated since the last such report; (iik) details on a quarterly basis, a detailed report specifying the aggregate amount of any credit notes issued Permitted Subsidiary Loans and Capital Contributions made by Borrower to each such customer or any other account adjustments made in respect date during the then current calendar year and the aggregate amount of such customer; Indebtedness then outstanding and permitted under Section 7.1(b), and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, and delivery documents for Inventory and Equipment acquired by that Trading Company; (il) such other reports as to the Collateral and or the Accounts (and each financial condition of Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall Foothill may request from time to time; . Original sales invoices evidencing daily sales shall be mailed by Borrower to each Account Debtor and (j) certificates of an officer of Ideal certifying as , at Foothill's direction if there is a Triggering Event, the invoices shall indicate on their face that the Account has been assigned to the foregoing;Foothill and that all payments are to be made directly to Foothill.

Collateral Reporting. it will (a) Borrowers shall provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Agent with the following documents at the following times in a form satisfactory to Agent (and Agent shall provide to each Lender, the Agent:reports and information referred to in Section 7.1(a)(ii)hereof): (ai) after the end of each calendar week, as soon as available, but in any event no later than five (5) days after the end of such week, a Weekly Collateral Report, as of the last business day of the immediately preceding week as to the Accounts and Inventory balances, duly completed and executed by the chief financial officer, Vice President-Finance of Pep Boys, or such other financial officer of Pep Boys reasonably acceptable to the Agent on behalf of Borrowers; provided, that, without limiting any other rights of Agent, upon Agent's request, Borrower shall provide Agent on a daily basis with a schedule of Accounts, collections received and credits issued and on a weekly basis on with an inventory report in the event that at any time either: (1) a Default or an Event of Default, shall exist or have occurred, or (2) Borrowers shall have failed to deliver any Borrowing Base Certificate in accordance with the terms hereof, or (3) upon Agent's good faith belief, any information contained in any Borrowing Base Certificate is incomplete, inaccurate or misleading, or (4) Excess Availability shall be less than $37,500,000; (ii) as soon as possible after the end of each Wednesday based on figures month (but in any event within ten (10) Business Days after the end of each month) so long as of the previous FridayExcess Availability is greater than $37,500,000, or more frequently as Agent may in good faith request if at any time Excess Availability is equal to or less than $37,500,000, (A) a Borrowing Base Certificate incorporatingsetting forth Borrowers= calculation of the Loans and Letter of Credit Accommodations available to Borrowers, inter aliaduly completed and executed by the chief financial officer or Vice President-Finance of Pep Boys, on behalf of Borrowers; (B) a schedule of credit notessales made, a summary of collections of accounts receivablecredits issued and cash received, a schedule of Accounts created since the last together with such schedule, supporting documentation and detail with effect from any Inventory Eligibility Date, a report of the Inventory balance (by location) based on the perpetual inventory reports and such further details respect thereto as the Agent may request; (bC) upon requestperpetual inventory reports, including inventory reports by location, category and a gross margin report by category, (D) reports with respect to Inventory sold or purchased on consignments, (E) a schedule detailing use of Loan (whether Working Capital Advances or Asset Purchase Advances) proceeds and Letter of Credit Accommodations; provided, that, Borrowers shall make available to Agent such supporting documentation with respect to the use of Loan proceeds and Letter of Credit Accommodations (including without limitation, vendor invoices, copies of invoicescancelled checks, disbursement receiving journals, purchase journals) and detail with respect thereto as Agent may request, from time to time, (F) agings of accounts payable (and including information indicating the status of payments to owners and lessors of the leased premises of Borrowers), and (G) agings of accounts receivable (together with a reconciliation to the then current month's general ledger); (iii) upon Agent's request, (A) copies of customer statements and credit notesmemos, remittance advices and reports, and copies of deposit slips and bank statements, (B) copies of shipping and delivery documents; (c) monthly ageings of accounts receivable to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iiiC) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following month, together with a specific breakdown (in reasonable detail) of the monthly ageings of accounts payable to the largest ten supplier creditors of Ideal and details of the Inventory held by Ideal in respect of such accounts payable and each such supplier; (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase orders, invoices, invoices and delivery documents for Inventory and Equipment property acquired by that Trading Companya Borrower; (iiv) as soon as available, but in any event not later than five (5) Business Days after receipt by any Borrower, the monthly statements received by any Borrower from any Credit Card Issuers or Credit Card Processors, together with such additional information with respect thereto as shall be sufficient to enable Agent to monitor the transactions pursuant to the Credit Card Agreements; and (v) such other reports as to the Collateral and the Accounts (and each Borrower hereby authorises the Agent to make enquiries of its customers in this respect) as the Agent shall reasonably request from time to time; and. (jb) certificates Nothing contained in any Borrowing Base Certificate shall be deemed to limit, impair or otherwise affect the rights of an officer Agent contained herein and in the event of Ideal certifying any conflict or inconsistency between the calculation of the Loans and Letter of Credit Accommodations available to Borrowers as to set forth in any Borrowing Base Certificate and as determined by Agent, the determination of Agent shall govern and be conclusive and binding upon Borrowers. Without limiting the foregoing;, Borrowers shall furnish to Agent any information which Agent may reasonably request regarding the determination and calculation of any of the amounts set forth in the Borrowing Base Certificate. If any Borrower's records or reports of the Collateral are prepared or maintained by an accounting service, contractor, shipper or other agent, such Borrower hereby irrevocably authorizes such service, contractor, shipper or agent to deliver such records, reports, and related documents to Agent and to follow Agent's instructions with respect to further services at any time that an Event of Default exists or has occurred and is continuing.

Collateral Reporting. it will provide the Agent, in each case in respect of each Trading Company, and on a consolidated and consolidating basis, Provide Lender with the following documents at the following times in form satisfactory to the Agent: Lender: Weekly, for any week during which there are any outstanding monetary Obligations (a) on each Wednesday, a weekly basis on each Wednesday based on figures certificate showing the detailed calculation of the Borrowing Base as of the end of the previous Fridaycalendar week (the "Borrowing Base Certificate", a Borrowing Base Certificate incorporating, inter alia, a schedule form of credit notes, a summary of collections of accounts receivable, a schedule of Accounts created since the last such schedule, with effect from any Inventory Eligibility Date, a report of the Inventory balance (which is attached hereto as Exhibit B-1) which may be sent by location) based on the perpetual inventory reports and such further details as the Agent may request; (b) facsimile transmission or electronically only upon Lender's request, copies of invoices, credit notes, shipping and delivery documents; Monthly (c) monthly ageings of accounts receivable to be delivered no not later than the 10th day of each month in respect month) (b) a Borrowing Base Certificate (including detail regarding those Accounts of Borrowers that are not Eligible Accounts), (c) a detailed aging, by total, of the immediately preceding month; (d) monthly perpetual inventory reports by category to be delivered no later than the 10th day Accounts of each month in respect of the immediately preceding month; (e) on a monthly basis, a report listing the top ten (10) customers of Ideal during that month, providing (i) details of the level of sales made to each such customer; (ii) details of any credit notes issued to each such customer or any other account adjustments made in respect of such customer; and (iii) the amount of cash actually received from each such customer during the relevant month; (f) with effect from any Inventory Eligibility Date, upon request, monthly perpetual inventory reports with effect from any Inventory Eligibility Date, a quarterly report of all Inventory based on a physical stock count; (g) monthly ageings of accounts payable no later than the 10th day of the following monthBorrowers, together with a specific breakdown (in reasonable detail) reconciliation to the detailed calculation of the monthly ageings Borrowing Base previously provided to Lender, (d) a summary aging, by vendor, of accounts payable to the largest ten supplier creditors of Ideal Borrowers' and details of the Inventory held by Ideal in respect of such their Domestic Subsidiaries' accounts payable and any book overdraft, and (e) a detailed report regarding Borrowers' and their Domestic Subsidiaries' cash and Cash Equivalents including an indication of which amounts constitute Qualified Cash. Quarterly (f) a detailed list of each such supplier; Borrower's and each Domestic Subsidiary of a Borrower's customers, and (g) a report regarding each Borrower's and each Domestic Subsidiary of a Borrower's accrued, but unpaid, ad valorem taxes. Promptly upon request by Lender, in the exercise of its Permitted Discretion (h) with effect from any Inventory Eligibility Date, upon request, copies of purchase ordersinvoices in connection with Borrowers' and their Domestic Subsidiaries' Accounts, invoicescredit memos, remittance advices, deposit slips, shipping and delivery documents in connection with Borrowers' and their Domestic Subsidiaries' Accounts and, for Inventory and Equipment acquired by that Trading Company; Borrowers or their Domestic Subsidiaries, purchase orders and invoices, and (i) such other reports as to the Collateral Collateral, or the financial condition of Borrowers and their Domestic Subsidiaries, as Lender may request in the Accounts (and exercise of its Permitted Discretion. In addition, each Borrower hereby authorises agrees to cooperate fully with Lender to facilitate and implement a system of electronic collateral reporting in order to provide electronic reporting of each of the Agent to make enquiries of its customers in this respect) as the Agent shall request from time to time; and (j) certificates of an officer of Ideal certifying as to the foregoing;items set forth above.