Common use of Financial Statements, Reports and Documents Clause in Contracts

Financial Statements, Reports and Documents. The Borrower shall deliver to the Bank each of the following: Quarterly Statements. As soon as available, and in any event within forty-five (45) days after the end of each quarterly fiscal period (except the last) of each fiscal year of Borrower, copies of the consolidated balance sheet of Borrower as of the end of such fiscal period, and consolidated statements of income and cash flows of Borrower for that quarterly fiscal period and for the portion of the fiscal year ending with such period, in each case setting forth in comparative form the figures for the corresponding period of the preceding fiscal year, all in reasonable detail and fairly stated, subject to year-end audit and adjustments; Annual Statements. As soon as available and in any event within ninety (90) days after the close of each fiscal year of Borrower, copies of the consolidated balance sheet of Borrower as of the close of such fiscal year and consolidated statements of income, retained earnings and cash flows of Borrower for such fiscal year, in each case setting forth in comparative form the figures for the preceding fiscal year, all in reasonable detail and accompanied by an opinion thereon (which shall not be qualified by reason of any limitation imposed by Borrower) of an independent public accountant of recognized national standing selected by Borrower to the effect that such financial statements have been prepared in accordance with GAAP consistently maintained and applied (except for changes in which such accountants concur) and that the examination of such accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards and, accordingly, includes such tests of -15- the accounting records and such other auditing procedures as were considered necessary in the circumstances;

Financial Statements, Reports and Documents. The Borrower shall deliver, or cause to be delivered, to the Banks each of the following: (a) Within one hundred twenty (120) days after the close of each fiscal year of the Borrower, commencing May 5, 2001, and within sixty (60) days after the close of each fiscal quarter, beginning with that fiscal year and quarter that includes the Closing Date, consolidated, and for each fiscal year consolidating, financial statements of the Borrower and its Subsidiaries, including a balance sheet, statement of income and expenses and statement of cash flows, all in reasonable detail and prepared according to GAAP. All quarterly statements shall be Borrower prepared by the Borrower, and shall be delivered to the Banks with a certificate from the chief financial officer of the Borrower or other officer of the Borrower satisfactory to the Banks. Annual consolidated statements shall be audited by an independent certified public accountant (reasonably acceptable to the Required Banks) and such statements shall contain no material qualification and shall also be certified by the chief financial officer of the Borrower, or other officer of the Borrower satisfactory to the Banks. Annual consolidating schedules shall be prepared by the Borrower and shall be delivered to the Banks with a certificate from the chief financial officer of the Borrower, or other officer of the Borrower satisfactory to the Banks. When requested by the Banks, the Borrower shall promptly deliver, in writing, such further information as the Banks may reasonably request relating to any such financial statements. (b) On December 1, 2000 and thereafter annually no later than December 1, the Borrower shall deliver to the Bank each Banks a detailed consolidated budget for the following fiscal year (including a projected balance sheet of the following: Quarterly Statements. As Related Parties as of the end of the following fiscal year, and the related combined and consolidated statements of income, cash flows and shareholders' equity of the Related Parties), and, as soon as available, significant revisions, if any, of such budget and projections with respect to such fiscal year (collectively, the "Projections"), which Projections shall in each case be accompanied by a certificate of the chief financial officer of the Borrower stating that such Projections are based on reasonable estimates, information and assumptions and that such officer has no reason to believe that such Projections are incorrect or misleading in any material respect. (c) Within sixty (60) days after the end of each fiscal quarter, a certificate (the "Compliance Certificate") substantially in the form attached hereto as Exhibit "A" signed by the chief financial officer of the Borrower, (i) stating that a review of the activities of the Borrower during such fiscal quarter has been made under such officer's supervision, that, as of such date, the Borrower has observed, performed and fulfilled each and every obligation and covenant contained herein and no Event of Default or no other event within that with the passing of time or the giving of notice or both would become an Event of Default exists under any of the same or, if any Event of Default and/or such other event shall have occurred, specifying the nature and status thereof, and stating that all financial statements of the Borrower delivered to Bank during the respective period pursuant to Section 7.1(a) hereof, to such officer's knowledge after due inquiry, fairly present in all material respects the financial position of the Borrower and the results of its operations at the dates and for the periods indicated, and have been prepared in accordance with GAAP, subject to year end audit and adjustments, and (ii) setting forth in such level of detail as the Banks shall reasonably require a calculation of the Financial Covenants as of the end of that quarter. (d) No later than forty-five (45) days after the end of each quarterly fiscal period (except month if the last) RLC Balance has been at any time in the prior month in excess of the RLC Borrowing Base Exclusion, otherwise after the end of each fiscal year quarter, a fully executed RLC Borrowing Base Certificate together with the following: (i) An aging and listing of Borrower, copies of the consolidated balance sheet of Borrower as of the end of such fiscal period, and consolidated statements of income and cash flows of Borrower for that quarterly fiscal period and for the portion of the fiscal year ending with such period, in each case setting forth in comparative form the figures for the corresponding period of the preceding fiscal year, all in reasonable detail and fairly stated, subject to year-end audit and adjustments; Annual Statements. As soon as available and in any event within ninety (90) days after the close of each fiscal year of Borrower, copies of the consolidated balance sheet of Borrower as of the close of such fiscal year and consolidated statements of income, retained earnings and cash flows of Borrower for such fiscal year, in each case setting forth in comparative form the figures for the preceding fiscal year, all in reasonable detail and accompanied by an opinion thereon (which shall not be qualified by reason of any limitation imposed by Borrower) of an independent public accountant of recognized national standing selected by Borrower to the effect that such financial statements have been Eligible Accounts Receivable prepared in accordance with GAAP consistently maintained which itemizes each account debtor by name and applied address and which states the total amount payable to Borrower and contains a breakdown indicating future amounts due and when due, current amounts due, amounts thirty (except for changes 30) days past due, sixty (60) days past due, and ninety (90) or more days past due, and reflecting any credit adjustments, returns, and allowances; (ii) An aging and listing of all trade accounts payable prepared in which a similar manner; (iii) A listing of Eligible Inventory broken out by raw materials and finished goods in a form satisfactory to the Banks; and (iv) A listing of Marketable Securities in a form satisfactory to the Banks. (e) No later than sixty (60) days after each fiscal quarter from Borrower a pro forma reforecast to the extent applicable of the most recent Projections. (f) When filed, copies of each filing with the SEC made by the Borrower, including without limitation its annual 10-K and quarterly 10-Q reports. (g) When requested by the Banks, the Borrower and the Guarantors shall promptly deliver, in writing, to the Administrative Agent such accountants concur) additional financial information and that the examination of such accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards and, accordingly, includes such tests as any of -15- the accounting records and such other auditing procedures as were considered necessary in the circumstances;Banks may reasonably request.

Financial Statements, Reports and Documents. The Borrower shall will deliver to the Bank each of the following: Quarterly Statements. : (a) As soon as available, and in any event within one hundred twenty (120) days following the end of Borrower’s fiscal year, an audited financial statement for Borrower, prepared by an independent certified public accountant acceptable to Bank, showing the financial condition of Borrower and its subsidiaries on a consolidated basis, at the close of such fiscal year and the results of its operations during such fiscal year, which financial statements will be materially complete and correct, prepared in accordance with GAAP, and will include, without limitation, an operating statement, an income statement, a balance sheet, a reconciliation of equity amounts, a source and application of funds report, an annual budget and such other matters as Bank may reasonably request; (b) As soon as available, and in any event within forty-five (45) days after following the end of each quarterly fiscal period (except the last) of each fiscal year of Borrowercalendar quarter, copies of the internally prepared financial statements for Borrower and its subsidiaries on a consolidated balance sheet of Borrower as of the end of such fiscal periodbasis, signed by a duly authorized representative, and consolidated showing the results of its operations during such calendar quarter, which statements of will include, without limitation, an income statement, a balance sheet, and cash flows of Borrower for that quarterly fiscal period and for the portion of the fiscal year ending with such period, in each case setting forth in comparative form the figures for the corresponding period of the preceding fiscal year, all in reasonable detail and fairly stated, subject to year-end audit and adjustments; Annual Statements. other matters as Bank may reasonably request; (c) As soon as available and in any event within ninety forty-five (9045) days from the end of each calendar quarter, a Compliance Certificate for Borrower in the form attached to this Agreement as Exhibit ”A” for the fiscal year or calendar month having then ended, as applicable, together with supporting financial statements and reports; (d) As soon as available, and in any event within twenty (20) days from the end of each calendar month, a Borrowing Base Certificate prepared by Borrower and signed by a duly authorized representative in form acceptable to Bank, which will contain such supporting information as Bank requests, including, without limitation, an Inventory schedule and a perpetual Inventory listing; REVOLVING LOAN AND SECURITY AGREEMENT 17 (e) As soon as available, and in any event within twenty (20) days after the close filing thereof, and in any event by October 15 of each fiscal year year, a copy of the federal income tax returns of Borrower and its subsidiaries and all requests for extensions to the filing thereof; (f) As soon as available, and in any event within thirty (30) days following the end of each calendar month, reports including, (i) agings of the Accounts Receivables aged by invoice due date, (ii) Accounts Receivable of Borrower, copies with foreign accounts and country of origin noted, and a reconciliation report fully reconciled to the consolidated balance sheet of Borrower general ledger for Accounts Receivable, (iii) detailed Inventory listings segregated by gloves, apparel and promotional items and a reconciliation report fully reconciled to the general ledger as of the close last day of the immediately preceding calendar month, (iv) agings of the Accounts payable as of the last day of the immediately preceding calendar month fully reconciled to the general ledger, (v) a general ledger trial balance listing, (vi) a slow-moving Inventory report; (vii) a list of customer deposits and a customer deposit reclassification report; (viii) a rebates report; (ix) schedules of in transit inventory, inventory located outside of the United States, and private label inventory; and (x) a reconciliation report of the Accounts Receivable, Accounts payable and Inventory sub-ledger report totals that are not in direct agreement with the general ledger balances, all in form and substance acceptable to Bank, as of the last day of the immediately preceding calendar month, and the period of time which has elapsed with respect to such fiscal year Accounts Receivable since the invoice date with respect thereto; (g) As soon as available, and consolidated statements in any event within twenty (20) days following the end of income, retained earnings and cash flows of Borrower for such Borrower’s fiscal year, in each case setting forth in comparative form the figures for the preceding fiscal yeara complete listing of customers and customer addresses; and (h) Such other documents, all in reasonable detail and accompanied by an opinion thereon (which shall not be qualified by reason instruments, data, or information of any limitation imposed type reasonably requested by Borrower) of an independent public accountant of recognized national standing selected by Borrower Bank with respect to the effect that such financial statements have been prepared in accordance with GAAP consistently maintained customer list, accounts receivable, collections, remittances, Inventory and applied (except for changes in which such accountants concur) and that the examination of such accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards and, accordingly, includes such tests of -15- the accounting records and such any other auditing procedures as were considered necessary in the circumstances;Collateral.

Financial Statements, Reports and Documents. The Borrower shall will deliver to the Bank each of the following: Quarterly Statements. REVOLVING LOAN AND SECURITY AGREEMENT 16 (a) As soon as available, and in any event within one hundred twenty (120) days following the end of Borrower’s fiscal year, an audited financial statement for Borrower, prepared by an independent certified public accountant acceptable to Bank, showing the financial condition of Borrower and its subsidiaries on a consolidated basis, at the close of such fiscal year and the results of its operations during such fiscal year, which financial statements will be materially complete and correct, prepared in accordance with GAAP, and will include, without limitation, an operating statement, an income statement, a balance sheet, a reconciliation of equity amounts, a source and application of funds report, an annual budget and such other matters as Bank may reasonably request; (b) As soon as available, and in any event within forty-five (45) days after following the end of each quarterly fiscal period (except the last) of each fiscal year of Borrowercalendar quarter, copies of the internally prepared financial statements for Borrower and its subsidiaries on a consolidated balance sheet of Borrower as of the end of such fiscal periodbasis, signed by a duly authorized representative, and consolidated showing the results of its operations during such calendar quarter, which statements of will include, without limitation, an income statement, a balance sheet, and cash flows of Borrower for that quarterly fiscal period and for the portion of the fiscal year ending with such period, in each case setting forth in comparative form the figures for the corresponding period of the preceding fiscal year, all in reasonable detail and fairly stated, subject to year-end audit and adjustments; Annual Statements. other matters as Bank may reasonably request; (c) As soon as available and in any event within ninety forty-five (9045) days from the end of each calendar quarter, a Compliance Certificate for Borrower in the form attached to this Agreement as Exhibit ”A” for the fiscal year or calendar month having then ended, as applicable, together with supporting financial statements and reports; (d) As soon as available, and in any event within twenty (20) days from the end of each calendar month, a Borrowing Base Certificate prepared by Borrower and signed by a duly authorized representative in form acceptable to Bank, which will contain such supporting information as Bank requests, including, without limitation, an Inventory schedule and a perpetual Inventory listing; (e) As soon as available, and in any event within twenty (20) days after the close filing thereof, and in any event by October 15 of each fiscal year year, a copy of the federal income tax returns of Borrower and its subsidiaries and all requests for extensions to the filing thereof; (f) As soon as available, and in any event within thirty (30) days following the end of each calendar month, reports including, (i) aging of the Accounts Receivables aged by invoice due date, (ii) Accounts Receivable of Borrower, copies with foreign accounts and country of origin noted, and a reconciliation report fully reconciled to the consolidated balance sheet of Borrower general ledger for Accounts Receivable, (iii) detailed Inventory listings segregated by gloves, apparel and promotional items and a reconciliation report fully reconciled to the general ledger as of the close last day of the immediately preceding calendar month, (iv) agings of the Accounts payable as of the last day of the immediately preceding calendar month fully reconciled to the general ledger, (v) a general ledger trial balance listing, (vi) a slow-moving Inventory report; (vii) a list of customer deposits and a customer deposit reclassification report; (viii) a rebates report; (ix) schedules of in transit inventory, inventory located outside of the United States, and private label inventory; and (x) a reconciliation report of the Accounts Receivable, Accounts payable and Inventory sub-ledger report totals that are not in direct agreement with the general ledger balances, all in form and substance acceptable to Bank, as of the last day of the immediately preceding calendar month, and the period of time which has elapsed with respect to such fiscal year Accounts Receivable since the invoice date with respect thereto; (g) As soon as available, and consolidated statements in any event within twenty (20) days following the end of income, retained earnings and cash flows of Borrower for such Borrower’s fiscal year, in each case setting forth in comparative form the figures for the preceding fiscal yeara complete listing of customers and customer addresses; and (h) Such other documents, all in reasonable detail and accompanied by an opinion thereon (which shall not be qualified by reason instruments, data, or information of any limitation imposed type reasonably requested by Borrower) of an independent public accountant of recognized national standing selected by Borrower Bank with respect to the effect that such financial statements have been prepared in accordance with GAAP consistently maintained customer list, accounts receivable, collections, remittances, Inventory and applied (except for changes in which such accountants concur) and that the examination of such accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards and, accordingly, includes such tests of -15- the accounting records and such any other auditing procedures as were considered necessary in the circumstances;Collateral. REVOLVING LOAN AND SECURITY AGREEMENT 17