Common use of Collection and Maintenance of Collateral Clause in Contracts

Collection and Maintenance of Collateral. (a) Laurus may verify each Company’s Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit of any Company’s Accounts shall be done following five (5) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities laws. (b) Proceeds of Accounts received by Laurus will be deemed received on the Business Day after Laurus’ receipt of such proceeds in good funds in dollars of the United States of America to an account designated by Laurus. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of Accounts of any Company, it shall (i) apply such proceeds, as required, to amounts outstanding under the Note, and (ii) remit all such remaining proceeds (net of interest, fees and other amounts then due and owing to Laurus hereunder) to Company Agent (for the benefit of the applicable Companies) upon request (but no more often than twice a week). Notwithstanding the foregoing, following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) apply such proceeds to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may verify each Company’s 's Accounts from time to time, but not more often than twice once every calendar year and not more than once in any consecutive six-month period, three (3) months unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit of any Company’s Accounts shall be done following five (5) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities laws. (b) Proceeds of Accounts received by Laurus will be deemed received on the Business Day after Laurus’ ' receipt of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) . As Laurus receives the proceeds of Accounts of any CompanyAccounts, it shall (i) apply such proceeds, as required, to amounts outstanding under the Note, and (ii) remit all such remaining proceeds (net of interest, fees and other amounts then due and owing to Laurus hereunder) to Company Agent (for the benefit of the applicable Companies) upon request (but no more often than twice a week). Notwithstanding the foregoing, following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) apply such proceeds to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing. Inspections and Appraisals. At all times during normal business hours, Laurus, and/or any agent of Laurus shall have the right to (a) have access to, visit, inspect, review, evaluate and make physical verification and appraisals of Company's properties and the Collateral, (b) inspect, audit and copy (or take originals if necessary) and make extracts from Company's Books and Records, including management letters prepared by independent accountants, and (c) discuss with Company's principal officers, and independent accountants, Company's business, assets, liabilities, financial condition, results of operations and business prospects. Company will deliver to Laurus any instrument necessary for Laurus to obtain records from any service bureau maintaining records for Company. If any internally prepared financial information, including that required under this Section is unsatisfactory in any manner to Laurus, Laurus may request that the Accountants review the same.

Collection and Maintenance of Collateral. (a) Laurus may verify each the Company’s 's Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit So long as no Default or Event of Default shall have occurred and be continuing and/or Laurus does not believe such verifications are necessary to preserve or protect the Collateral or its rights and remedies under this Agreement and applicable law, Laurus shall not verify the Company's Accounts more than two (2) times during any Company’s Accounts calendar year and not more than one (1) time during any consecutive six (6) month period. If, during any audit, a Material Error is discovered, Laurus may double the number of verifications required by the Company for the succeeding twelve (12) month period. A Material Error shall be done following five defined as actual auditable Collateral being lower than reported Collateral by ten percent (510%) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities lawsor more. (b) Proceeds Laurus will credit (conditional upon final collection) all proceeds of Accounts received by Laurus will be deemed received on to the Company's account one (1) Business Day after Laurus’ receipt by Laurus of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of Accounts of any CompanyAccounts, it shall (i) apply such proceedsproceeds to (A) Revolving Credit Advances including Overadvances made by Laurus (of which all due and unpaid fees, as requiredinterest and Overadvances shall be repaid first), if any, (B) the interest and fees earned by Laurus with respect to amounts outstanding under the Notesuch Accounts, and (iiC) remit all any amounts otherwise due Laurus including, without limitation, and pursuant to Sections 2, 5(b), 22 and 25 hereof which have theretofore not been paid, and if no Revolving Credit Advances are then outstanding, pay to the Company in daily intervals the aggregate amount so collected when such remaining proceeds amount shall exceed $5,000, PROVIDED, HOWEVER, that Laurus shall have five (net of interest, fees and other amounts then due and owing 5) Business Days in which to Laurus hereunder) cure any failure to Company Agent (for pay such aggregate amount to the benefit of the applicable Companies) upon request (but no more often than twice a week). Notwithstanding the foregoing, following Company's account.. Following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) Laurus shall have the right to apply such all proceeds of Accounts to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may at any time verify each the Company’s 's Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of LaurusLaurus may verify the Company's Accounts utilizing an audit control company or any other agent of Laurus at the sole expense of the Company . Any audit So long as no Event of Default shall have occurred and be continuing and/or Laurus does not believe such verifications are necessary to preserve or protect the Collateral or its rights and remedies under this Agreement and applicable law, Laurus shall not verify the Company's Accounts more than two (2) times during any Company’s Accounts calendar year and not more than one (1) time during any consecutive six (6) month period. If, during any audit, a Material Error is discovered, Laurus may double the number of verifications required by the Company for the succeeding twelve (12) month period. A Material Error shall be done following defined as actual auditable Collateral being lower than reported Collateral by five percent (5%) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities laws.or more.. (b) Proceeds Laurus will credit (conditional upon final collection) all proceeds of Accounts received Accounts, minus any accrued and unpaid interest and fees, to the Company's account after receipt by Laurus will be deemed received on the Business Day after Laurus’ receipt of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As . Laurus receives the proceeds of Accounts of any Company, it shall (i) apply such proceeds, as required, to amounts outstanding under the Note, and (ii) remit all such remaining proceeds (net of interest, fees and other amounts then due and owing to Laurus hereunder) to Company Agent within two (for the benefit of the applicable Companies2) upon request (but no more often than twice a week)Business Days. Notwithstanding the foregoing, following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) apply such proceeds to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may verify each the Company’s 's Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit So long as no Default or Event of any Company’s Accounts Default shall have occurred and be done following five (5) days prior written notice from continuing and/or Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with believe such verifications are necessary to preserve or protect the Collateral or its rights and remedies under this Agreement and applicable law, Laurus shall not verify the Company’s business activities. No Company shall provide 's Accounts more than four (4) times during any material, non-public information to Laurus calendar year and not more than two (2) times during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities lawsany consecutive six (6) month period. (b) Proceeds Laurus will credit (conditional upon final collection) all proceeds of Accounts received to Companies' account four (4) Business Days after receipt by Laurus will be deemed received on the Business Day after Laurus’ receipt of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of Accounts of any CompanyAccounts, it shall (i) apply such proceedsproceeds to (A) Revolving Credit Advances including Overadvances made by Laurus, as requiredif any, (B) the interest and fees earned by Laurus with respect to amounts outstanding under the Notesuch Accounts, and (iiC) remit all such remaining proceeds (net of interestany amounts otherwise due Laurus including, fees without limitation, pursuant to Sections 2, 5(b), 20 and other amounts 26 hereof which have theretofore not been paid, and if no Revolving Credit Advances are then due and owing outstanding, pay to Laurus hereunder) to the Company Agent (for in weekly intervals, or sooner, as requested by the benefit of Company, the applicable Companies) upon request (but no more often than twice a week)aggregate amount so collected. Notwithstanding the foregoing, following Following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) Laurus shall have the right to apply such all proceeds of Accounts to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may verify each Company’s UK Subsidiary's Accounts from time to time, but not more often than twice once every calendar year and not more than once in any consecutive six-month period, three (3) months unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit of any Company’s Accounts shall be done following five (5) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities laws. (b) Proceeds of the Accounts of the UK Subsidiary received by Laurus in the Northfork Account will be deemed received on the Business Day after Laurus’ ' receipt of such proceeds in good funds in dollars US Dollars in Laurus' account . The Company shall convert the proceeds of the United States Accounts of America the UK Subsidiary received in Lockbox into US dollars for daily deposit in to an account designated by Laurusthe Northfork Account, but in no event shall such conversion be at a rate lower than then prevailing conversion rate on Great British Pounds Sterling to US dollars (as such rate is quoted in the Wall Street Journal) on the date such funds are transferred from the Lockbox to the Northfork Account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of the Accounts of any Companythe UK Subsidiary, it shall (i) apply such proceeds, as required, to amounts outstanding under the Note, and (ii) remit all such remaining proceeds (net of interest, fees and other amounts then due and owing to Laurus hereunder) to Company Agent (for the benefit of the applicable Companies) upon request (but no more often than twice a week). Notwithstanding the foregoing, following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) apply such proceeds to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company UK Subsidiary hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may verify each the Company’s 's Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit So long as no Default or Event of any Company’s Accounts Default shall have occurred and be done following five (5) days prior written notice from continuing and/or Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with believe such verifications are necessary to preserve or protect the Collateral or its rights and remedies under this Agreement and applicable law, Laurus shall not verify the Company’s business activities. No Company shall provide 's Accounts more than four (4) times during any material, non-public information to Laurus calendar year and not more than two (2) times during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities lawsany consecutive six (6) month period. (b) Proceeds Laurus will credit (conditional upon final collection) all proceeds of Accounts received to the Company's account three (3) Business Days after receipt by Laurus will be deemed received on the Business Day after Laurus’ receipt of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. Eligible Accounts for which proceeds thereof have been received by Laurus shall remain Eligible Accounts until such proceeds are credited to the Company's account. (c) As Laurus receives the proceeds of Accounts of any CompanyAccounts, it shall (i) apply such proceedsproceeds to (A) Revolving Credit Advances including Overadvances made by Laurus, as requiredif any, (B) the interest and fees earned by Laurus with respect to amounts outstanding under the Notesuch Accounts, and (iiC) remit all such remaining proceeds (net of interestany amounts otherwise due Laurus including, fees without limitation, pursuant to Sections 2, 5(b), 21 and other amounts 25 hereof which have theretofore not been paid, and if no Revolving Credit Advances are then due and owing outstanding, pay to Laurus hereunder) to the Company Agent (for in weekly intervals the benefit of the applicable Companies) upon request (but no more often than twice a week)aggregate amount so collected. Notwithstanding the foregoing, following Following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) Laurus shall have the right to apply such all proceeds of Accounts to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.

Collection and Maintenance of Collateral. (a) Laurus may verify each Company’s 's Accounts from time to time, but not more often than twice once every calendar year and not more than once in any consecutive six-month period, three (3) months unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit of any Company’s Accounts shall be done following five (5) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities laws. (b) Proceeds of Accounts received by Laurus will be deemed received on the same Business Day after of Laurus’ ' receipt of such proceeds in good funds in dollars of the United States of America to an account designated by in Laurus' account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of Accounts Accounts, either through operation of any Companythe Control Agreement or otherwise, it shall (i) apply such proceeds, as required, to amounts outstanding under the Revolving Note or Overadvances under the Minimum Borrowing Note, and (ii) unconditionally remit all such remaining proceeds (net of interest, fees and other amounts then due and owing to Laurus hereunderhereunder or under the Notes) to Company Agent (for on the benefit same Business Day by wire transfer of same day funds into such depository account of the applicable Companies) upon request (but no more often than twice a week)Company as the Company shall designate in writing to Laurus. . Notwithstanding the foregoing, following the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) apply such proceeds to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations up to the amount of the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations provided, however, that Laurus shall unconditionally remit to the Company any cash proceeds in excess of the of the Obligations in accordance with and in the manner prescribed in clause (ii) above of this Section 9(c), and/or (c) do any combination of the foregoing. Upon the full and final satisfaction of the Obligations, Laurus' rights under the Control Agreement in respect to control over the Lockbox Account shall immediately terminate and be of no further force or effect, and Laurus shall within one (1) Business Day of such full and final satisfaction, deliver a notice to the Lockbox Bank terminating Laurus' rights under the Deposit Account Control Agreement.

Collection and Maintenance of Collateral. (a) Laurus may verify each the Company’s 's Accounts from time to time, but not more often than twice every calendar year and not more than once in any consecutive six-month period, unless an Event of Default has occurred and is continuing, utilizing an audit control company or any other agent of Laurus. Any audit So long as no Default or Event of Default shall have occurred and be continuing and/or Laurus does not believe such verifications are necessary to preserve or protect the Collateral or its rights and remedies under this Agreement and applicable law, Laurus shall not verify the Company's Accounts more than two (2) times during any Company’s Accounts calendar year and not more than one (1) time during any consecutive six (6) month period. If, during any audit, a Material Error is discovered, Laurus may double the number of verifications required by the Company for the succeeding twelve (12) month period. A Material Error shall be done following defined as actual auditable Collateral being lower than reported Collateral by five percent (5%) days prior written notice from Laurus during regular business hours and will be conducted in a manner that does not unreasonably interfere with such Company’s business activities. No Company shall provide any material, non-public information to Laurus during such audit unless Laurus first signs a confidentially agreement and otherwise complies with Regulation FD, under the federal securities lawsor more. (b) Proceeds Laurus will credit (conditional upon final collection) all proceeds of Accounts received to the Company's account two (2) Business Days after receipt by Laurus will be deemed received on the Business Day after Laurus’ receipt of such proceeds in good funds in dollars of the United States of America in Laurus' account, provided, however, that Laurus shall have five (5) Business Days in which to an account designated by Lauruscure any failure to credit such proceed of Accounts to the Company's account. Any amount received by Laurus after 12:00 noon (New York time) on any Business Day shall be deemed received on the next Business Day. (c) As Laurus receives the proceeds of Accounts of any CompanyAccounts, it shall (i) apply such proceedsproceeds to (A) Revolving Credit Advances including Overadvances made by Laurus, as requiredif any, (B) the interest and fees earned by Laurus with respect to amounts outstanding under the Notesuch Accounts, and (iiC) remit all any amounts otherwise due Laurus including, without limitation, and pursuant to Sections 2, 5(b), 22 and 25 hereof which have theretofore not been paid, and if no Revolving Credit Advances are then outstanding, pay to the Company in daily intervals the aggregate amount so collected when such remaining proceeds amount shall exceed $5,000, provided, however, that Laurus shall have five (net of interest, fees and other amounts then due and owing 5) Business Days in which to Laurus hereunder) cure any failure to Company Agent (for pay such aggregate amount to the benefit of the applicable Companies) upon request (but no more often than twice a week). Notwithstanding the foregoing, following Company's accountFollowing the occurrence and during the continuance of an Event of Default, Laurus, at its option, may (a) Laurus shall have the right to apply such all proceeds of Accounts to the Obligations in such order as Laurus shall elect, (b) hold all such proceeds as cash collateral for the Obligations and each Company hereby grants to Laurus a security interest in such cash collateral amounts as security for the Obligations and/or (c) do any combination of the foregoing.