Common use of Financial Statements, Reports, Certificates, Collateral Audits Clause in Contracts

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as available, but in any event within 30 days after the end of each calendar month, a company prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as available, but in any event within 180 days after the end of Borrower’s fiscal year, audited consolidated and consolidating financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of an independent certified public accounting firm reasonably acceptable to Bank; (iii) annual budget approved by Borrower’s Board of Directors as soon as available but not later than 15 days after the end of each fiscal year during the term hereof; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time. (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (d) As soon as possible and in any event within 3 Business Days after becoming aware of the occurrence or existence of an Event of Default hereunder, a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower has taken or proposes to take with respect thereto. (e) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: : (a) Each of the following: (i) as soon as promptly upon becoming available, but in any event within 30 thirty (30) days after the end of each calendar month, a company prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified by a Responsible Officer; , provided that such statement in consolidated and consolidating form shall be provided upon Bank’s request; (ii) as soon as promptly upon becoming available, but in any event within 180 Two Hundred Seventy (270) days after the end of Borrower’s fiscal year, audited consolidated and consolidating financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an unqualified opinion which is either unqualified, (or an opinion qualified only for going concern due to Borrower’s projected need for additional funding to continue operations so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date)needed, or as otherwise consented to in writing by Bank in writing) on such financial statements of from an independent certified public accounting firm of nationally recognized standing or otherwise reasonably acceptable to BankBank (the “Audited Financial Statements”); provided that, if Borrower’s board of directors (the “Board”) requires a different level of annual financial statements (e.g., company-prepared) for any applicable fiscal year, Borrower shall deliver to Bank such annual financial statements required by the Board for such fiscal year; (iii) an annual budget approved by Borrower’s the Board of Directors as soon as promptly upon becoming available but not no later than 15 days after the end February 28 of each fiscal year during the term hereof; ; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; ; (v) promptly upon upon, but in any event within five (5) Business Days following, receipt by Borrower of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could would reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 250,000 or more; ; (vi) promptly upon receiptupon, but in any event within five (5) Business Days following, receipt by Borrower, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and ; (vii) such budgets, sales projections, operating plans plans, financial exhibits, material FDA correspondence or other financial information as Bank may reasonably request from time to time; (viii) promptly upon becoming available, but in any event within forty five (45) days of the last day of each fiscal quarter, a report signed by Borrower, in form reasonably acceptable to Bank, describing in reasonable detail any clinical updates that have occurred during such quarter; and (ix) promptly upon receipt of notice thereof, notice of all returns and recoveries and of all disputes and claims involving inventory having a book value of more than Two Hundred Fifty Thousand Dollars ($250,000). (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. thirty (c30) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto.; (c) promptly upon becoming available, but in any event within thirty (30) days after the end of each calendar month, Borrower shall deliver to Bank copies of all bank account statements for accounts maintained at financial institutions other than Bank; (d) As as soon as possible and possible, but in any event within 3 three (3) Business Days after a Responsible Officer of Borrower becoming aware of the occurrence or existence of an Event of Default hereunder, Borrower shall deliver to Bank a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower has taken or proposes to take with respect thereto.; and (e) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once twice a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 30 no later than 45 days after the end last day of each calendar monthfirst, second, and third fiscal quarter of Borrower, a company company-prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified quarter; provided that Borrower’s delivery of such quarterly financial statements with its reports on Form 10-Q as required by a Responsible Officerclause (iv) below will satisfy this clause (i); (ii) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 180 no later than 90 days after the end last day of Borrower’s each fiscal year, audited consolidated and consolidating annual financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an unqualified opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of from an independent certified public accounting firm reasonably acceptable to Bank; provided that Xxxxxxxx’s delivery of such annual financial statements and opinion with its reports on Form 10-K as required by clause (iv) below will satisfy this clause (ii); (iii) an annual budget approved by Borrower’s Board of Directors as soon as available available, but not no later than 15 the earlier of (A) 90 days after the end of each fiscal year during the term hereofof Borrower, or (B) 15 days following approval by Borrower’s Board of Directors; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time. (b) Within 30 45 days after the last day of each monthfiscal quarter of Borrower, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each monthBank, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (dc) As soon as possible and in any event within 3 Business Days after becoming aware of the occurrence or existence of an Event of Default hereunder, Borrower shall deliver to Bank a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower Xxxxxxxx has taken or proposes to take with respect thereto. (ed) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (fe) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports reports, requests, or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.the

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 30 no later than 45 days after the end last day of each calendar monthfiscal quarter, a company company-prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified quarter; provided that Borrower’s delivery of such quarterly financial statements with its reports on Form 10-Q as required by a Responsible Officerclause (iv) below will satisfy this clause (i); (ii) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 180 no later than 90 days after the end last day of Borrower’s each fiscal year, audited consolidated and consolidating annual financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an unqualified opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of from an independent certified public accounting firm reasonably acceptable to Bank; provided that Borrower’s delivery of such annual financial statements and opinion with its reports on Form 10-K as required by clause (iv) below will satisfy this clause (ii); (iii) an annual budget approved by Borrower’s Board of Directors as soon as available but not later than 15 days after the end February 28 of each fiscal year during the term hereofof this Agreement; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; provided that documents required to be delivered pursuant to this clause (iv) may be delivered electronically, and, if so delivered, will be deemed to have been delivered on the date on which Borrower posts such documents to its website or provides a link thereto on its website; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 250,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) promptly following provision to Borrower’s Board of Directors, and in no event less frequently than quarterly within 30 days after the last day of each calendar quarter, product and commercial updates; (viii) such budgets, sales projections, operating plans plans, or other financial information as Bank may reasonably request from time to time; and (ix) promptly following any request Ekso Bionics, Inc. – LSA – EXECUTION 9. by Bank from time to time, an update on the status of the PPP Loan and of the uses of the proceeds thereof. (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (dc) As soon as possible and in any event within 3 Business Days calendar days after becoming aware of the occurrence or existence of an Event of Default hereunder, Borrower shall deliver to Bank a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower has taken or proposes to take with respect thereto. (ed) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as available, but in any event within 30 days after the end of each calendar month, a company prepared consolidated and consolidating (and, to the extent available, consolidating) balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as available, but in any event within 180 days after the end of Borrower’s fiscal year, audited consolidated and consolidating (and, to the extent available, consolidating) financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an opinion which is either unqualified, qualified only for unqualified (other than going concern so long as qualifications with respect to the Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank Cash balances) opinion on such financial statements of from an independent certified public accounting firm reasonably acceptable to Bank, provided that such annual financial statement is waived for financial year of 2019; (iii) annual budget approved by Borrower’s Board of Directors as soon as available but not later than 15 45 days after the end of each Borrower’s fiscal year during the term hereofyear; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon (and in any event on or prior to the next Reporting Date) after receipt of notice thereof, a report of any legal actions pending or threatened in writing against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 250,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans plans, informal clinical updates on any material developments or other financial information as Bank may reasonably request from time to time.; (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (dc) As soon as possible and in any event within 3 Business Days calendar days after becoming aware of the occurrence or existence of an Event of Default hereunder, a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower has taken or proposes to take with respect thereto. (ed) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once twice a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit test and appraise inspect the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 30 no later than 45 days after the end last day of each calendar monthfirst, second, and third fiscal quarter of Borrower, a company company-prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified quarter; provided that Borrower’s delivery of such quarterly financial statements with its reports on Form 10-Q as required by a Responsible Officerclause (iv) below will satisfy this clause (i); (ii) as soon as availablewithin 5 Business Days after filing with the Securities and Exchange Commission, but in any event within 180 no later than 90 days after the end last day of Borrower’s each fiscal year, audited consolidated and consolidating annual financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an unqualified opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of from an independent certified public accounting firm reasonably acceptable to Bank; provided that Xxxxxxxx’s delivery of such annual financial statements and opinion with its reports on Form 10-K as required by clause (iv) below will satisfy this clause (ii); (iii) an annual budget approved by BorrowerXxxxxxxx’s Board of Directors as soon as available available, but not no later than 15 the earlier of (A) 90 days after the end of each fiscal year during the term hereofof Borrower, or (B) 15 days following approval by Borrower’s Board of Directors; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by BorrowerXxxxxxxx’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time. (b) Within 30 45 days after the last day of each monthfiscal quarter of Borrower, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each monthBank, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (dc) As soon as possible and in any event within 3 Business Days after becoming aware of the occurrence or existence of an Event of Default hereunder, Borrower shall deliver to Bank a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower Xxxxxxxx has taken or proposes to take with respect thereto. (ed) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (fe) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports reports, requests, or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.the

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as available, but in any event within 30 days after the end of each calendar month, a company prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, along with accounts payable agings, all in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as available, but in any event within 180 days after the end of Borrower’s fiscal year, audited (or such other level as is required by the Investment Agreement) consolidated and consolidating financial statements of Borrower prepared in accordance with GAAP, consistently applied, together with an opinion which is either unqualified, qualified only for unqualified (provided that the opinion may contain a qualification as to going concern so long as typical for venture backed companies similar to Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), ) or otherwise consented to in writing by Bank on such financial statements of an independent certified public accounting firm reasonably acceptable to Bank; (iii) annual budget approved by Borrower’s Board of Directors as soon as available but not later than 15 sixty (60) days after the end of each fiscal year during the term hereof; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed (including, but not limited to, quarterly clinical program updates) with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time. (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (dc) As soon as possible and in any event within 3 Business Days three (3) calendar days after becoming aware of the occurrence or existence of an Event of Default hereunder, a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower has taken or proposes to take with respect thereto. (d) Borrower shall deliver to Bank the notices required in Section 7.2. (e) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once twice a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank10. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower shall deliver to Bank: (i) as soon as available, but in any event within 30 days after the end of each calendar month, a company prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering Borrower’s operations during such period, in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as available, but in any event within 180 days after the end of Borrower’s fiscal year, audited consolidated and consolidating financial statements of Borrower Xxxxxxxx prepared in accordance with GAAP, consistently applied, together with an opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of an independent certified public accounting firm reasonably acceptable to Bank; (iii) annual budget approved by BorrowerXxxxxxxx’s Board of Directors as soon as available but not later than 15 days after the end of each fiscal year during the term hereof; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time. (b) Within 30 days after the last day of each month, Borrower shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each month, Borrower Xxxxxxxx shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto. (d) As soon as possible and in any event within 3 Business Days after becoming aware of the occurrence or existence of an Event of Default hereunder, a written statement of a Responsible Officer setting forth details of the Event of Default, and the action which Borrower Xxxxxxxx has taken or proposes to take with respect thereto. (e) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s expense in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower may deliver to Bank on an electronic basis any certificates, reports or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by a Responsible Officer. Borrower shall include a submission date on any certificates and reports to be delivered electronically.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower Loan Parties shall deliver to Bank: (i) as soon as available, but in any event within 30 45 days after the end of each calendar monthquarter, a company company-prepared consolidated and consolidating balance sheet, income statement, and statement of cash flows covering BorrowerTurnstone Group’s operations during such period, prepared in accordance with GAAP, consistently applied (subject to year-end audit adjustments and the absence of footnotes), in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as available, but in any event within 180 days after the end of Borrowereach of Parent’s fiscal yearyears, audited (or such other level of review as Parent’s board of directors requires) consolidated and consolidating financial statements of Borrower Turnstone Group prepared in accordance with GAAP, consistently applied, together with with, if audited, an unqualified opinion which is either unqualified, qualified only for (other than a going concern so long as Borrower’s investors provide additional equity as needed (qualification based solely on Borrower having negative profits or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank determination that Borrower has fewer than 12 months’ liquidity) on such financial statements of from an independent certified public accounting firm of nationally recognized standing or other accounting firm reasonably acceptable to Bank; (iii) an annual budget approved (which shall include a balance sheet, income statement, and statement of cash flows for each calendar month),approved by BorrowerParent’s Board board of Directors as soon as available but directors, for each of Parent’s fiscal years not later than 15 45 days after the end beginning of each such fiscal year during the term hereofyear; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower Parent to its security holders shareholders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened against Borrower any Loan Party or any Subsidiary that could reasonably be expected to result in damages or costs to Borrower any Loan Party or any Subsidiary of $500,000 or more; (vi) promptly upon receipt, each management letter prepared by Borrower’s an independent certified public accounting firm regarding BorrowerParent’s management control systems; and (vii) such budgets, sales projections, operating plans or other financial information as Bank may reasonably request from time to time; and (viii) promptly upon Bank’s request, and otherwise as Loan Parties may determine, informal updates on any material developments with Loan Parties. (b) Within 30 days after the last day of each month, Borrower Xxxxxxxx shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (ci) Within 30 days after the last day of each month, Borrower shall deliver to Bank with the monthly financial statements a Compliance Certificate certified as of the last day of the applicable month and signed by a Responsible Officer in substantially the form of Exhibit D hereto, (ii) account statements prepared as of the last day of the applicable month for all of Loan Parties’ bank accounts held outside Bank, and (iii) a balance sheet for the Canadian Subsidiary prepared as of the last day of such month. (dc) As soon as possible and in any event within 3 Business Days three calendar days after becoming aware of the occurrence or existence of an Event of Default hereunder, Loan Parties shall deliver to Bank a written statement of a Responsible Officer setting forth details of the Event of Default, Default and the action which Borrower has that Loan Parties have taken or proposes propose to take with respect thereto. (ed) Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s Loan Parties’ usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Loan Parties’ Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s Loan Parties’ expense in order to verify Borrower’s Loan Parties’ financial condition or the amountamount of, condition of, or any other matter relating to, to the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower Loan Parties may deliver to Bank on an electronic basis any certificates, reports reports, requests, or information required pursuant to this Section 6.2, and Bank shall be entitled to rely on the information contained in the electronic files, provided that Bank in good faith believes that the files were delivered by by, or on behalf of, a Responsible Officer. Borrower Loan Parties shall include a submission date on any certificates certificates, statements, and reports to be delivered electronically. Any submission by Loan Parties of a Compliance Certificate or other financial statement pursuant to this Section 6.2or otherwise submitted to Bank shall be deemed to be a representation by each Loan Party that (v) as of the date of such Compliance Certificate, financial statement, or request, the information and calculations set forth therein are true, accurate and correct; (w) as of the end of the compliance period set forth in such submission, Loan Parties are in complete compliance with all required covenants except as noted in such Compliance Certificate or financial statement, as applicable; (x) as of the date of such submission, no Event of Default has occurred and is continuing; and (y) all representations and warranties, other than any representations or warranties that are made as of a specific date in Article 5, remain true and correct in all material respects as of the date of such submission except as noted in such Compliance Certificate, financial statement, or request, as applicable.

Financial Statements, Reports, Certificates, Collateral Audits. (a) Borrower The Loan Parties shall deliver to BankAgent, who will then promptly deliver to each Lender: (i) as soon as availablewith respect to the first three fiscal quarters of each fiscal year of the Loan Parties, but in any event within 30 on or before the earlier of (w) forty-five (45) days after the end of each calendar monthsuch fiscal quarter and (x) five (5) days after Parent’s Form 10-Q for such fiscal quarter is made publicly available, a company Borrower-prepared unaudited consolidated and consolidating balance sheet, income statement, statement and statement of cash flows covering Borrower’s the operations of Borrower and its Subsidiaries during such period, in a form reasonably acceptable to Bank and certified by a Responsible Officer; (ii) as soon as availablewith respect to each fiscal year of the Loan Parties, but in any event within 180 on or before the earlier of (y) ninety (90) days after the end of Borrowersuch fiscal year and (z) five (5) days after Parent’s Form 10-K for such fiscal yearyear is made publicly available, audited consolidated and consolidating financial statements of Borrower and its Subsidiaries (including a consolidated balance sheet, income statement and statement of cash flows covering the operations of Borrower and its Subsidiaries during such period, certified by a Responsible Officer), prepared in accordance with GAAP, consistently applied, together with an unqualified opinion which is either unqualified, qualified only for going concern so long as Borrower’s investors provide additional equity as needed (or qualified for going concern as a result of the scheduled occurrence of the Maturity Date), or otherwise consented to in writing by Bank on such financial statements of from an independent certified public accounting firm reasonably acceptable to Bankfirm; (iii) an annual budget operating plan approved by BorrowerParent’s Board of Directors as soon as available but not later than 15 days after the end March 1st of each fiscal year of the Loan Parties during the term hereofof this Agreement; (iv) if applicable, copies of all statements, reports and notices sent or made available generally by Borrower any Loan Party to its security holders or to any holders of Subordinated Debt and all reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commissionholders; (v) promptly upon receipt of notice thereof, a report of any legal actions pending or threatened in writing against Borrower a Loan Party or any Subsidiary that could would reasonably be expected to result in damages or costs to Borrower or any Subsidiary of $500,000 or morecause a Material Adverse Effect; (vi) promptly upon receipt, each management letter prepared by Borrower’s independent certified public accounting firm regarding Borrower’s management control systems[reserved]; and (vii) such budgets, sales projections, operating plans or other financial information generally prepared (and to the extent prepared) by a Loan Party in the ordinary course of business as Bank Agent or a Lender may reasonably request from time to time; and (viii) within ninety (90) days of the last day of each fiscal year, a report, in form reasonably acceptable to Agent, listing any material Copyrights, Patents or Trademarks acquired since the date of the most recent report delivered pursuant to this clause (or, in the case of the first such report so delivered, since the Closing Date) and any material change in the Loan Parties’ Intellectual Property Collateral, including but not limited to any subsequent ownership right of a Loan Party in or to any Copyrights, Patents or Trademarks not specified in Exhibits A, B and C of any Intellectual Property Security Agreement delivered to Agent by a Loan Party in connection with this Agreement. (b) Within 30 days after Concurrently with delivery of the last day of each monthfinancial reporting required by Sections 6.2(a)(i) and 6.2(a)(ii) above, Borrower the Loan Parties shall deliver to Bank detailed aged listings by invoice date of accounts receivable and accounts payable. (c) Within 30 days after the last day of each monthAgent, Borrower shall who will then promptly deliver to Bank with the monthly financial statements each Lender, (i) a Compliance Certificate certified as of the last day of the applicable month quarter and signed by a Responsible Officer in substantially the form of Exhibit D hereto, and (ii) aged listings by invoice date of accounts receivable and accounts payable, if any, in a form reasonably satisfactory to Agent. (dc) As soon as possible and in any event within 3 three (3) Business Days after becoming aware of the occurrence or existence of an Event of Default hereunder, the Loan Parties shall deliver to Agent, who will then promptly deliver to each Lender, a written statement of a Responsible Officer setting forth the details of the Event of Default, Default and the action which Borrower has the Loan Parties have taken or proposes propose to take with respect thereto. (ed) Bank Agent (through any of its officers, employees, employees or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s the Loan Parties’ usual business hours but no more than once a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s the Loan Parties’ Books and to make copies thereof and to check, test, inspect, audit and appraise the Collateral at Borrower’s the Loan Parties’ expense in order to verify Borrower’s the Loan Parties’ financial condition or the amountamount of, condition of, or any other matter relating to, to the Collateral. (f) Borrower shall deliver to Bank, promptly following the end of each calendar quarter, quarterly strategic business updates in a form satisfactory to Bank. Borrower The Loan Parties may deliver to Bank Agent and the Lenders on an electronic basis any certificates, reports reports, requests, or information required pursuant to this Section 6.2, and Bank Agent and the Lenders shall be entitled to rely on the information contained in the electronic files, provided that Bank Agent and the Lenders in good faith believes believe that the files were delivered by by, or on behalf of, a Responsible Officer. Borrower The Loan Parties shall include a submission date on any certificates certificates, statements, and reports to be delivered electronically. Any submission by the Loan Parties of a Compliance Certificate or other financial statement pursuant to this Section 6.2 or otherwise submitted to Agent and the Lenders shall be deemed to be a representation by each Loan Party that, to the best of its knowledge, (v) as of the date of such Compliance Certificate, financial statement, or request, the information and calculations set forth therein are true, accurate and correct in all material respects, (w) as of the end of the compliance period set forth in such submission, the Loan Parties are in compliance with all required covenants except as noted in such Compliance Certificate or financial statement, as applicable; (x) as of the date of such submission, no Events of Default have occurred or are continuing except as noted in such Compliance Certificate; and (y) all representations and warranties other than any representations or warranties that are made as of a specific date in Article 5 remain true and correct in all material respects as of the date of such submission except as noted in such Compliance Certificate, financial statement, or request, as applicable.