Common use of Financial Reports and Other Data Clause in Contracts

Financial Reports and Other Data. (i) Furnish to the Bank as soon as available, and in any event within one hundred eighty (180) days after the end of each fiscal year of Borrower, audited consolidated balance sheets and statements of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Bank, showing the financial condition of Borrower and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty (50) days after the end of each of the first three fiscal quarters of each year, financial statements similar to those mentioned above, on a consolidated basis, not audited, such balance sheets to be as of the end of each such quarter, and such statements of income to be for the period from the beginning of the fiscal year to the end of such quarter, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved. (ii) Borrower’s delivery to Bank of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 of this Agreement during and as of the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. Furnish (ior cause the Guarantor to furnish) Furnish to the Bank as soon as available, and in any event within one hundred eighty ninety (18090) days after the end of each fiscal year of BorrowerGuarantor, audited consolidated and consolidating balance sheets and statements of income and surplus of Borrower and its Subsidiaries Guarantor which have been audited and certified by an independent Certified Public Accountant acceptable to the Bank, showing the financial condition of Borrower Guarantor and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty forty-five (5045) days after the end of each of the first three fiscal quarters of each yearquarter, financial statements similar to those mentioned above, on a consolidated and consolidating basis, not auditedaudited but certified by the Treasurer or other appropriate financial officer (“Certifying Officer”) of Guarantor, such balance sheets to be as of the end of each such quarter, and such statements of income and surplus to be for the period from the beginning of the fiscal year to the end of such quarter, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower Guarantor as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that that, with respect to year-end statements, such financial statement has statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved. (ii) Borrower’s delivery GAAP and with respect to Bank of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that quarterly statements, such financial statements set forth the information required in order to establish whether the Borrower was are in compliance with applicable United States Securities and Exchange Commission regulations. Notwithstanding the foregoing, for so long as Guarantor is a publicly-traded company and such financial statements and information or the equivalent thereof are readily available to Bank for no charge via a publicly-accessible website, the timely posting by Guarantor of such financial statements and information shall satisfy the requirements set forth in Section 6.9 of this Agreement during and as of the end of the period covered by the financial statements then being furnishedSection 6.5. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. (i) Furnish Each Obligor shall deliver or cause to be delivered to Lender the Bank following financial information, prepared in accordance with GAAP, as applicable: a. As soon as availablepracticable and in any event within forty-five (45) days after the end of each fiscal quarter during the term of this Agreement, internally prepared quarterly and year-to-date management consolidated financial statements of FAS, prepared in accordance with GAAP and including a balance sheet, income statement, a statement of cash flows, and containing comparative information for the corresponding quarter and year-to-date of the prior fiscal year, all in form and content reasonably acceptable to Lender and certified by the Authorized Officer of FAS, which statements shall contain such documentation and information to enable Lender to verify compliance with the financial covenants contained in this Agreement. b. As soon as practicable and in any event within one hundred eighty twenty (180120) days after each Fiscal Year end of Obligors, audited consolidated Financial Statement of FAS (i) audited in accordance with GAAP by independent certified public accountants of recognized standing reasonably acceptable to Lender; (ii) prepared in reasonable detail in comparative form to the prior fiscal year; (iii) accompanied by a report of such accountants containing an opinion in form and content reasonably acceptable to the Lender; and (iv) including a balance sheet, an income statement, a statement of retained earnings, a statement of cash flows, and all notes and schedules relating thereto. c. Together with each delivery of those items required in clauses (a) and (b) above, Obligors shall deliver or cause to be delivered to Lender compliance certificates executed by the Authorized Officer of FAS, certifying Obligors' compliance with the terms and conditions of the Loan Agreement and specifically including the financial covenants. The certifications shall contain computations indicting compliance with the financial covenant ratios contained in this Agreement and, stating that to the best such officer's knowledge, each Obligor has kept, observed, performed and fulfilled in all material respects each and every Agreement binding upon it contained in the Loan Documents, and is not at the time in default in any material respect of the keeping, observance, performance or fulfillment of any of the terms, provisions and conditions thereof. d. Lender is hereby authorized to deliver a copy of any financial statements or any other information relating to the business, operations, or financial condition of any Obligor which may be furnished to it or come to its attention pursuant to the Loan Documents or otherwise, to any participating lender, regulatory body or agency having jurisdiction over Lender or to any Person which shall, or shall have the right or obligation to, succeed to all or any part of Lender's interest in the Loan Documents. e. Within thirty (30) days after the same are sent, Obligors shall provide copies of all reports and other financial information which any Obligor sends to its public stockholders, and within ten (10) days after filing, copies of all financial statements and non-confidential reports, including, but not limited to, 10-K and 10-Q filings, which any Obligor may make to, or file with, the Securities and Exchange Commission or any successor or analogous Government Authority. f. Within thirty (30) days after the end of each fiscal year of BorrowerFAS, audited consolidated balance sheets and statements FAS shall deliver a summary, if any exist, of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Bankall interest rate protection agreements, showing the financial condition of Borrower and at the close of such year and the results of operations during such yearforeign currency exchange ---------------------------------------------------------- LOAN AGREEMENT IN FAVOR OF BANK OF AMERICA, together with a Supplemental Schedule; andN.A. PAGE 25 agreements, within fifty (50) days after the end of each of the first three fiscal quarters of each year, financial statements similar to those mentioned above, on a consolidated basis, not audited, such balance sheets to be as of the end of each such quarter, and such statements of income to be for the period from the beginning of the fiscal year to the end of such quarter, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer commodity purchase or option agreements or other appropriate financial officer (“Certifying Officer”). Borrower’s failure interest or exchange rate or commodity price hedging agreements entered into by any Obligor with sufficient detail to submit a certificate enable Lender to determine all potential exposures of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involvedObligor thereunder. (ii) Borrower’s delivery to Bank of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 of this Agreement during and as of the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. (i) Furnish Deliver to the Bank Bank, in form and detail satisfactory to the Bank: (a) as soon as available, and but in any event within one hundred eighty twenty (180120) days after the end of each fiscal year of Borrowerthe Borrowers, deliver, or cause to be delivered to the Bank, a copy of the audited consolidated and consolidating balance sheets of the Borrowers and related consolidated and consolidating statements of income and retained earnings and cash flow for such fiscal year, setting forth in each case in comparative form corresponding figures for the preceding annual period, and in the case of Borrower such consolidated statements, audited and its Subsidiaries which have been certified accompanied by a report and opinion of an independent Certified Public Accountant certified public accountant reasonably acceptable to the Bank, showing which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the financial condition of Borrower and at the close scope of such year and the results of operations during such yearaudit. (b) as soon as available, together with a Supplemental Schedule; and, but in any event within fifty forty-five (5045) days after the end of each of the first three fiscal quarters of each yearfiscal year of the Borrowers, financial statements similar to those mentioned above, on a consolidated basis, not audited, such and consolidating balance sheets to be as sheet of the end of each such quarter, Borrowers and such statements of income to be for the period from the beginning of the fiscal year to as at the end of such fiscal quarter, the related consolidated and consolidating statements of income or operations for such fiscal quarter and for the portion of the Borrowers’ fiscal year then ended, and the related consolidated and consolidating statements of changes in shareholders’ equity and cash flows for the portion of the Borrowers’ fiscal year then ended, in each case setting forth in comparative form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and in the case of such consolidated statements certified by the chief executive officer, chief financial officer, treasurer or controller of the Borrowers as fairly presenting the financial condition, results of operations, shareholders’ equity and cash flows of the Borrowers in accordance with GAAP, subject only to audit and normal year-end adjustment. Borrower shall use good faith efforts to submit audit adjustments and the unaudited financial statements as certified by the Treasurer or other appropriate financial officer absence of footnotes; and (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer c) contemporaneously with the unaudited financial statements shall not constitute an Event delivery of Default, but any submission of Borrower shall automatically have been deemed to make (i) the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved. (ii) Borrower’s delivery to Bank of each set of audited financial statements pursuant to Section 6.5(i6.1(a) hereof shall constitute a certification to above and (ii) the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 of this Agreement during and as of the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of quarterly management prepared financial statements pursuant to Section 6.5(i6.1(b), a Compliance Certificate of the chief executive officer, chief financial officer, treasurer or controller of the Borrowers to the Bank. (d) a Covenant Compliance Report detailing whether promptly after the Borrower is in compliance same are available, copies of each annual report, proxy or financial statement or other report or communication sent to the equity holders of Air T, and copies of all annual, regular, periodic and special reports and registration statements which Air T may file or be required to file with the provisions SEC under Section 13 or 15(d) of Section 6.9the Securities Exchange Act of 1934, and not otherwise required to be delivered to the Bank pursuant hereto; (e) promptly upon execution thereof, copies of any amendments, modifications, waivers, extensions or supplements to the FedEx Contracts; and (f) with reasonable promptness, deliver such additional financial or other data as the Bank may reasonably request regarding the Borrower’s operations, business affairs and financial condition.

Financial Reports and Other Data. (ia) Furnish to the Bank as As soon as available, practicable and in any event within one hundred eighty ninety (18090) days after the end of each fiscal year of Borroweryear, deliver, or cause to be delivered to the Lender an audited consolidated balance sheets sheet of the Parent Corporation and its Consolidated Subsidiaries and related statements of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable retained earnings and cash flow for such fiscal year, setting forth in each case in comparative form corresponding figures for the preceding annual period, all satisfactory to the BankLender. All annual financial statements will be consolidated, showing will be prepared in conformity with generally accepted accounting principles and will be in a form satisfactory to the financial condition Lender. In connection with the examination, the independent certified public accountant will issue a letter stating any and all of Borrower the terms of this Agreement that are being violated or that there are no violations. (b) Deliver to the Lender as soon as practicable and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, in any event within fifty forty-five (5045) days after following the end of each fiscal quarter except for the last fiscal quarter of the first three Parent Corporation's fiscal quarters of each year, financial statements similar to those mentioned above, on a year an unaudited consolidated basis, not audited, such balance sheets to be as of sheet for the end of each such quarter, Parent Corporation and such its Consolidated Subsidiaries and related statements of income to be and retained earnings and cash flow, in each case for the period from the beginning of the then current fiscal year to the end of such quarter, all in each case subject only to audit reasonable detail and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate chief financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event Parent Corporation to provide a fair presentation of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower Parent Corporation and its consolidated subsidiaries, subject to normal year end audit adjustments. (c) As soon as available each year, copies of all state and federal tax returns filed by each of the date Fountain Corporations. (d) With reasonable promptness, deliver such additional financial or other data as the Lender may reasonably request regarding each Fountain Corporation's operations, business affairs and financial condition. The Lender is hereby authorized by each Fountain Corporation to deliver a copy of such information made available by such corporation to any regulatory authority having jurisdiction over the Lender. (e) Deliver to the Lender, on a quarterly basis, at the time quarterly financial statements are tendered, a Certificate of Compliance prepared by the Parent Corporation's Chief Financial Officer and certified as to accuracy by such officer of the financial statementParent Corporation and the Borrower (the "Certificate of Compliance"). The Certificate of Compliance shall set forth the Fountain Corporations' status with respect to their compliance with the covenants and other default provisions contained in the Loan Documents hereinafter delivered. Any default shall be identified with particularity, and the results of its operations for Borrower shall also identify proposed action to be taken by the period ending on the date reflected in said financial statement; and that Borrower or such financial statement has been prepared in accordance other Fountain Corporation with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved.respect thereto. R#0202662.05 (iif) Deliver to Lender at least once each calendar month an itemized list of the Borrower’s delivery 's "Inventory" (as defined in the Security Agreement) and "Receivables" (as defined in the Security Agreement) (the "Monthly Assets Report"). The Monthly Assets Report shall identify the names and addresses of all dealers to Bank of each set of financial statements pursuant to Section 6.5(iwhom Inventory is in transit. This Monthly Assets Report shall also describe with particularity additional equipment, molds and other Tangible Personal Property (as defined in the Security Agreement) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether acquired by the Borrower was within the prior calendar month and identify any Tangible Personal Property disposed of within the prior calendar month and shall identify and federal trademark registration applications and patent applications filed during the preceding calendar month. The Borrower shall provide serial numbers for any Tangible Personal Property having a value of $50,000 individually and, if requested by the Lender, shall identify the Lender's security interest in compliance such property by tagging such property with a written disclosure of such security interest. The Borrower shall at all times maintain an aggregate value of Inventory (as defined in the requirements set forth Security Agreement) and Receivables (as defined in Section 6.9 the Security Agreement) of at least Five Million Five Hundred Thousand Dollars ($5,500,000). Compliance with this Agreement during covenant shall be established once each month through the Monthly Assets Report and as more frequently, upon request of the end of the period covered by the financial statements then being furnishedLender. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. Furnish to the Lender the following: (i) Furnish to the Bank as soon as available, and but in any event within one hundred eighty not later than forty-five (18045) days after the end of each Fiscal Quarter, unaudited consolidated financial statements of the Borrower for such reporting period and for the Borrower's fiscal year of Borrowerto date prepared in accordance with GAAP and on a basis consistent with past monthly financial statements, audited consolidated including a profit and loss statement and a balance sheets and statements of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Banksheet; (ii) as soon as available, showing the financial condition of Borrower and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty but in any event not later than forty-five (5045) days after the end of each of the first three fiscal quarters of each yearFiscal Quarter, financial statements similar to those mentioned above, on a consolidated basis, not audited, such balance sheets to be an accounts receivable aging report as of the end of each such quarter; (iii) as soon as available, and such statements of income to be for the period from the beginning of the fiscal year to but in any event not later than one hundred twenty (120) days after the end of each Fiscal Year, annual, audited consolidated financial statements of the Borrower, including balance sheets, profit and loss statements, changes in financial position, stockholder equity and such quarterother accounting data in a format and in such detail as the Lender may reasonably request, for such Fiscal Year, with the corresponding figures for the previous Fiscal Year. Each report shall be unqualified in all respects, shall be prepared by an independent certified public accountant reasonably satisfactory to the Lender, in each case subject only to audit accordance with GAAP, consistently applied, and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that such financial statements fairly present the financial position of the Borrower and the results of its operations and the changes in their financial position for the year then ended in accordance with GAAP, consistently applied; (iv) such other audited and unaudited financial statements, profit and loss statements, and other accounting data, including but not limited to supporting documentation for financial statements provided the Lender under other clauses of this Section 8.01(a), as may be reasonably requested by the Lender from time to time concerning the Borrower; (v) concurrently with the delivery of the financial statements described in this Section 8.01(a)(i) and (iii), the Borrower shall deliver an Officers' Certificate addressed to the Lender in the form attached hereto as Exhibit D acknowledging that such financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and statements fairly presents present the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout GAAP and (A) certifying that, as to matters which would be required to be recognized and disclosed under applicable standards of the period involved. (ii) Borrower’s delivery to Bank AICPA, no Event of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance Default and no Default that, with the requirements set forth in Section 6.9 giving of this Agreement during notice, the passage of time, or both, would constitute an Event of Default has occurred and as is continuing, or describing the nature and duration of any such Event of Default or Default and the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification steps that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is taking to remedy such Event of Default or Default; and (B) certifying that the Borrower is not in compliance violation of or in default under any other material loan or any other material loan agreement; and (vi) not later than ten (10) days after each filing with the provisions Securities and Exchange Commission, a copy of Section 6.9each of Borrower's SEC Form 8K, 10Q and 10K reports.

Financial Reports and Other Data. (ia) Furnish to the Bank as soon as available, and in any event within one hundred eighty twenty (180120) days after the end of each fiscal year of Borrower, audited consolidated and consolidating balance sheets and statements of income and surplus of Borrower and its Subsidiaries which have been audited by a certified by an independent Certified Public Accountant professional accountant acceptable to the Bank, showing the financial condition of Borrower and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty thirty (5030) days after the end of each of the first three fiscal quarters of each yearmonth, financial statements similar to those mentioned above, on a consolidated and consolidating basis, not auditedcertified by an Authorized Agent, such balance sheets to be as of the end of each such quartermonth, and such statements of income and surplus to be for the period from the beginning of the fiscal year to the end of such quartermonth, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer Authorized Agent shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its their operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on GAAP. Additionally, Borrower shall provide the tax returns of Borrower and the Entity Guarantor within thirty (30) days from filing, and if a consistent basis maintained throughout request for extension has been filed with the period involvedIRS and a copy of such extension is to be provided to the Bank All of the foregoing shall be in form and substance reasonably acceptable to Bank. (iib) Borrower’s delivery Furnish to the Bank as soon as available, and in any event within one hundred twenty (120) days after the end of each set fiscal year of the Entity Guarantor, consolidated and consolidating balance sheets and statements of income and surplus of the Entity Guarantor which have been audited by a certified professional accountant acceptable to the Bank, showing the financial condition of the Entity Guarantor and at the close of such year and the results of operations during such year; and, within thirty (30) days after the end of each month, financial statements pursuant similar to Section 6.5(i) hereof shall constitute those mentioned above, on a certification consolidated and consolidating basis, certified by an authorized officer of the Entity Guarantor, such balance sheets to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 of this Agreement during and be as of the end of each such month, and such statements of income and surplus to be for the period covered by from the beginning of the fiscal year to the end of such month, in each case subject only to audit and year-end adjustment. The certificate of the authorized officer of the Entity Guarantor shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial statements then being furnishedcondition of the Entity Guarantor as of the date of the financial statement, and the results of their operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with GAAP. All of the foregoing shall be in form and substance reasonably acceptable to Bank. (iiic) Furnish to the Bank on or before as soon as available, and in any event within one hundred twenty (120) days after the twentieth (20th) day end of calendar year, the personal financial statements of each month (or at such other frequency Individual Guarantor certified as Bank may require) a borrowing base certificate as true and correct, to their respective knowledge, by each Individual Guarantor. Additionally, Borrower shall provide the personal tax returns of the last day Individual Guarantors within thirty (30) days from filing, and if a request for extension has been filed with the IRS and a copy of such extension is to be provided to the Bank All of the preceding month, together with an aging of Accounts Receivable foregoing shall be in form and substance reasonably acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts)Bank. (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. Each Obligor, for itself, covenants that, so long as any portion of the indebtedness evidenced by the Notes remains unpaid or any Obligation remains outstanding and unless the Bank otherwise consents in writing, it will: (i1) Furnish Within 30 days after the end of each calendar month, deliver to the Bank a Borrowing Base Certificate, showing the Borrowing Base Amount and the Excess Borrowing Base Amount, together with summaries of Inventory, Eligible Inventory (specifying character of the Eligible Inventory), Eligible Accounts and such other information as the Bank may request from time to time, and shall deliver written assignments of all Eligible Accounts therewith in form and content acceptable to the Bank; provided, however, the failure of any Obligor to execute and deliver such schedules of Eligible Accounts or assignments shall not affect or limit the Bank's security interest to other rights in and to any Accounts. (2) Within 10 days after the end of each quarter, schedules of all Inventory and Accounts in such detail and format as is reasonably acceptable to the Bank. (3) As soon as available, practicable and in any event within one hundred eighty 120 days after each Fiscal Year End, deliver to the Bank consolidated and consolidating balance sheets of the Company and Subsidiaries as at such Fiscal Year End, and related consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Year, all in reasonable detail and (1804) As soon as practicable and in any event within sixty (60) days after the end of each fiscal year quarterly period of Borrowerthe Company, audited deliver to the Bank consolidated and consolidating balance sheets of the Company and Subsidiaries as at the end of such quarterly period, and related consolidated and consolidating statements of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Bank, showing the financial condition of Borrower and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty (50) days after the end of each of the first three fiscal quarters of each year, financial statements similar to those mentioned above, on a consolidated basis, not audited, such balance sheets to be as of the end of each such quarter, and such statements of income to be retained earnings for the period from the beginning of the fiscal year current Fiscal Year to the end of such quarterquarterly period, all to be in each case subject only to audit reasonable detail and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate chief financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of DefaultCompany and each Subsidiary, but any submission of Borrower shall automatically to have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved. basis, subject only to changes resulting from normal, recurring year-end adjustments; (ii5) Borrower’s delivery to Bank Copies of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance all filings made with the requirements set forth U.S. Securities and Exchange Commission as and when filed therewith; (6) As soon as practicable and in Section 6.9 of this Agreement during and as of any event within sixty (60) days after the end of the each quarterly period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day Company, deliver to the Bank quarterly a certificate of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all Chief Financial Officer of the Accounts Receivable included in Company and each Subsidiary stating that no Defaults or Events of Default have occurred during the borrowing base certificate related quarter, or specifying the nature and aging are owned by a Borrowing Base Obligor and shall include a summary circumstances of the top ten largest customers any Default or Event of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts)Default which has occurred during such period. (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. (i) Furnish Each Obligor shall deliver or cause to be delivered to Lender the Bank following financial information, prepared in accordance with GAAP, as applicable: a. As soon as availablepracticable and in any event within forty-five (45) days after the end of each fiscal quarter during the term of this Agreement, internally prepared quarterly and year-to-date management consolidated financial statements of FAS, prepared in accordance with GAAP and including a balance sheet, income statement, a statement of cash flows, and containing comparative information for the corresponding quarter and year-to-date of the prior fiscal year, all in form and content reasonably acceptable to Lender and certified by the Authorized Officer of FAS, which statements shall contain such documentation and information to enable Lender to verify compliance with the financial covenants contained in this Agreement. b. As soon as practicable and in any event within one hundred eighty twenty (180120) days after each Fiscal Year end of Obligors, audited consolidated Financial Statement of FAS (i) audited in accordance with GAAP by independent certified public accountants of recognized standing reasonably acceptable to Lender; (ii) prepared in reasonable detail in comparative form to the prior fiscal year; (iii) accompanied by a report of such accountants containing an opinion in form and content reasonably acceptable to Lender; and (iv) including a balance sheet, an income statement, a statement of retained earnings, a statement of cash flows, and all notes and schedules relating thereto. c. Together with each delivery of those items required in clauses (a) and (b) above, Obligors shall deliver or cause to be delivered to Lender compliance certificates executed by an Authorized Officer of FAS, certifying Obligors’ compliance with the terms and conditions of the Loan Agreement and specifically including the financial covenants. The certifications shall contain computations indicating compliance with the financial covenant ratios contained in this Agreement and, stating that to the best of such officer’s knowledge, each Obligor has kept, observed, performed and fulfilled in all material respects each and every Agreement binding upon it contained in the Loan Documents, and is not at the time in default in any material respect of the keeping, observance, performance or fulfillment of any of the terms, provisions and conditions thereof. d. Lender is hereby authorized to deliver a copy of any financial statements or any other information relating to the business, operations, or financial condition of any Obligor which may be furnished to it or come to its attention pursuant to the Loan Documents or otherwise, to any participating lender, regulatory body or agency having jurisdiction over Lender or to any Person which shall, or shall have the right or obligation to, succeed to all or any part of Lender’s interest in the Loan Documents. e. Within thirty (30) days after the same are sent, Obligors shall provide copies of all reports and other financial information which any Obligor sends to its public stockholders, and within ten (10) days after filing, copies of all financial statements and non-confidential reports, including, but not limited to, 10-K and 10-Q filings, which any Obligor may make to, or file with, the Securities and Exchange Commission or any successor or analogous Government Authority. f. Within thirty (30) days after the end of each fiscal year of BorrowerFAS, audited consolidated balance sheets and statements FAS shall deliver a summary, if any exist, of income of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Bankall interest rate protection agreements, showing the financial condition of Borrower and at the close of such year and the results of operations during such yearforeign currency exchange agreements, together with a Supplemental Schedule; and, within fifty (50) days after the end of each of the first three fiscal quarters of each year, financial statements similar to those mentioned above, on a consolidated basis, not audited, such balance sheets to be as of the end of each such quarter, and such statements of income to be for the period from the beginning of the fiscal year to the end of such quarter, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer commodity purchase or option agreements or other appropriate financial officer (“Certifying Officer”). Borrower’s failure interest or exchange rate or commodity price hedging agreements entered into by any Obligor with sufficient detail to submit a certificate enable Lender to determine all potential exposures of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involvedObligor thereunder. (ii) Borrower’s delivery to Bank of each set of financial statements pursuant to Section 6.5(i) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 of this Agreement during and as of the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.

Financial Reports and Other Data. (ia) Furnish to the Bank as soon as available, and in any event within one hundred eighty twenty (180120) days after the end of each fiscal year of Borrower, audited consolidated balance sheets and statements of income and surplus of Borrower and its Subsidiaries which have been certified by an independent Certified Public Accountant acceptable to the Bank, showing the financial condition of Borrower and at the close of such year and the results of operations during such year, together with a Supplemental Schedule; and, within fifty ninety (5090) days after the end of each of the first three fiscal quarters of each yearquarter, financial statements similar to those mentioned above, on a consolidated consolidating basis, not audited, such balance sheets to be as of the end of each such quarter, and such statements of income and surplus to be for the period from the beginning of the fiscal year to the end of such quarter, in each case subject only to audit and year-end adjustment. Borrower shall use good faith efforts to submit the unaudited financial statements as certified by the Treasurer or other appropriate financial officer (“Certifying Officer”). Borrower’s failure to submit a certificate of the Certifying Officer with the unaudited financial statements shall not constitute an Event of Default, but any submission of Borrower shall automatically have been deemed to make the certifications in the preceding sentence when Borrower submits any financial statements to the Bank. The certificate of the Certifying Officer shall state that the attached financial statement, together with any explanatory notes therein referred to and attached thereto, is correct and complete and fairly presents the financial condition of the Borrower as of the date of the financial statement, and the results of its operations for the period ending on the date reflected in said financial statement; and that such financial statement has been prepared in accordance with generally accepted accounting principles applied on a consistent basis maintained throughout the period involved. (iib) Borrower’s delivery to Bank of each set of financial statements pursuant to Section 6.5(i6.5(a) hereof shall constitute a certification to the effect that such financial statements set forth the information required in order to establish whether the Borrower was in compliance with the requirements set forth in Section 6.9 6.8 of this Agreement during and as of the end of the period covered by the financial statements then being furnished. (iii) Furnish to Bank on or before the twentieth (20th) day of each month (or at such other frequency as Bank may require) a borrowing base certificate as of the last day of the preceding month, together with an aging of Accounts Receivable in form acceptable to Bank (which borrowing base certificate and aging shall contain a certification that all of the Accounts Receivable included in the borrowing base certificate and aging are owned by a Borrowing Base Obligor and shall include a summary of the top ten largest customers of the Borrowing Base Obligors, aged out, a breakout of Accounts with respect to whether the Account Debtor is CenTra, Inc. or one of its Subsidiaries and a breakout of unbilled Accounts). (iv) Together with Borrower’s delivery of each set of financial statements pursuant to Section 6.5(i) a Covenant Compliance Report detailing whether the Borrower is in compliance with the provisions of Section 6.9.