Common use of Periodic Reports Clause in Contracts

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing TBC shall be deemed to have furnished the Lenders the items referred to information specified in clauses (1), (3), (5) and (6) above, above on the Company may make available date that such items on information is posted at the Company’s website on the Internet at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBCXXX, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(b4.2(d), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, TBC may notify the Company may make available Lenders that such items are available on the CompanyTBC’s website at xxx.xxxxxx.xxx, on the SEC’s website at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Five-Year Credit Agreement 39 Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing TBC shall be deemed to have furnished the Lenders the items referred to information specified in clauses (1), (3), (5) and (6) above, above on the Company may make available date that such items on information is posted at the Company’s website on the Internet at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the LendersLender: (1a) within 60 Within ninety (90) calendar days after the close end of each Fiscal Year consolidated and consolidating balance sheets, statements of income, statements of stockholders’ equity, and statements of cash flows of the first three quarters of each of TBC’s fiscal yearsBorrower and its Subsidiaries, a Consolidated statement of together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial position of TBC and the Subsidiaries as condition of the end of such quarter Borrower and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the its Subsidiaries at the close of such quarters,Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (3b) within 120 Within (i) thirty (30) calendar days after the end of each fiscal month (forty-five (45) calendar days in the case of the end of a fiscal quarter), consolidated (and, if specifically requested by the Lender reasonably in advance, consolidating) unaudited balance sheets, statements of income, statements of stockholders’ equity and statements of cash flows of the Borrower and its Subsidiaries, in each case with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of each such fiscal month and such statements of TBC’s fiscal yearsincome, a copy statements of stockholders’ equity and statements of cash flows to be for the period from the beginning of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of then-current Fiscal Year to the end of such fiscal year month or fiscal quarter (as the case may be), together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a Consolidated statement certificate on behalf of earnings the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying (i) that he has examined the provisions of this Agreement and retained earnings that no Default or Event of TBC Default has occurred and/or is continuing, and (ii) with respect to any financial statements as of or ending on a date as of which compliance with Sections 6.18 and/or 6.19 below is required, a calculation of the applicable EBITDA and/or EBITDA to Fixed Charges ratio for the subject measuring period; (d) On or prior to the fifteenth (15th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of the close of the immediately preceding calendar month, in form and substance, and with supporting documentation (including, without limitation, receivables and payables agings as of the close of the immediately preceding calendar month), as may reasonably be required by the Lender; (e) Within fifteen (15) calendar days after the end of each calendar month, an accounts receivable aging report and an accounts payable aging report for the Borrower and the Subsidiaries (each on a consolidated and consolidating basis); (f) As soon as approved by the Borrower’s Board of Directors (but in any event not later than the beginning of each Fiscal Year), a budget and operating plan (on a quarter-by-quarter basis) for such fiscal year,Fiscal Year, in such detail as may reasonably be required by the Lender; (4g) within 120 days after As and when distributed to the close Borrower’s shareholders, copies of each all proxy materials, reports and other information which the Borrower provides to its shareholders; and as and when distributed to any other holders of TBCIndebtedness of the Borrower or the Subsidiaries, copies of all reports, statements and other information provided to such lenders; and (h) Promptly, from time to time, such other information (including, without limitation, receivables and payables agings, and sales reports) regarding the Borrower’s fiscal yearsor any Subsidiary’s operations, a statement certified assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the independent public accountants who shall have prepared Borrower within the corresponding audit report furnished to required time period hereunder for the Lenders pursuant to the provisions delivery of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with then the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which Borrower shall be deemed to have satisfied complied with the requirement subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items in accordance with this Sectionof material non-public information or the nature thereof), and if so requested by the Lender prior to the required date of the information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to the Lender on a timely basis.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a), 4.2(b) and 4.2(b4.2(f), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c), 4.2(d) and 4.2(d4.2(f), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the LendersAgent and each Lender: (1a) within 60 Within one hundred twenty (120) days after the close end of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC Fiscal Year (or (x) one hundred and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at eighty (180) days after the end of the previous fiscal year and Fiscal Year ending with the end of such quarterDecember 31, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years2020, and on or before May 19, 2023 with respect to any quarter thereofthe Fiscal Year ending December 31, if requested in writing by the Majority Lenders (with a copy to the Agent2022), within 60 days after the later of (xi) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBCthe Loan Parties for such Fiscal Year, certified by independent public accountants including therein consolidated audited balance sheets, and consolidated audited statements of nationally recognized standingincome, statements of stockholders’ equity, and statements of cash flows of the Loan Parties, together with footnotes and supporting schedules thereto, certified without qualification by Rxxxx Kxxxxxxxx, CPA P.C. or another nationally recognized independent certified public accounting firm selected by CCRF and reasonably satisfactory to the Agent, showing the financial statements consisting condition of a Consolidated statement the Loan Parties at the close of financial position of TBC such Fiscal Year and the Subsidiaries results of operations of the Loan Parties during such Fiscal Year; (b) Within thirty (30) days after the end of each month, consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Loan Parties, together with supporting schedules thereto, prepared by the Borrower and certified by the Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to the Agent) of Borrower, such balance sheets to be as of the close of such month and such statements of income and statements of cash flows to be for each of (x) the period from the beginning of such month to the end of such fiscal year month and a Consolidated statement (y) the period from the beginning of earnings the then-current Fiscal Year to the end of such month, in each case with respect to the foregoing clauses (x) and retained earnings (y), together with comparative statements of TBC income and cash flows for the Subsidiaries for such fiscal corresponding periods in each of (A) the immediately preceding Fiscal Year and (B) the budget, projections and operating plan delivered pursuant to Section 5.04(d), in each case subject to the absence of footnotes and normal audit and year,-end adjustment; (4c) within 120 days after Concurrently with the close delivery of each of TBC’s fiscal yearsthe financial statements required by Sections 5.04(a) and 5.04(b), (i) a statement certified Compliance Certificate, signed by the independent public accountants who shall have prepared the corresponding audit report furnished Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to the Lenders pursuant to Agent) of the Borrower), certifying that such person has examined the provisions of clause this Agreement and the other Loan Documents and that no Default or Event of Default has occurred and/or is continuing (3such certificate, when delivered in connection with (A) the financial statements required by Section 5.04(a) and Section 5.04(b) with respect to a period ending on the last day of this subsection a Fiscal Quarter, shall also set forth (ain reasonable detail) the calculations supporting such statements in respect of (x) Section 6.18 and (y) the determination of the Effective Advance Rate as of the last Business Day of such Fiscal Quarter and (B) the financial statements required by Section 5.04(b) with respect to a period ending on the last day of a calendar month, shall also set forth (in reasonable detail) the calculations supporting such statements in respect of Section 7.01(s) and Section 7.01(t) as of the last Business Day of such calendar month), to and that such financial statements fairly present in all material respects the effect thatfinancial condition and results of operations of each Loan Party as of the dates and periods covered by such financial statements and have been prepared in accordance with GAAP applied on a consistent basis, subject to, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation case of the provisions of any one of Sections 4.2(afinancial statements delivered pursuant to Section 5.04(b), 4.2(bchanges resulting from audit and normal year-end adjustments and the absence of footnote disclosures, and (ii) with respect to each such financial statements being delivered with respect to a period ending on the last day of a Fiscal Quarter, a management discussion and analysis, in form and detail reasonably acceptable to Agent, describing the performance of the Loan Parties for such periods; (d) In addition to the requirement set forth above in Section 5.04(c), 4.2(c(i) and 4.2(d), at any time during such fiscal year, no later than five (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery last day of each calendar month, a Borrowing Base Certificate (including ERC Financial Data and any reforecast of collections as of such date), signed by the Chief Financial Officer of the occurrence Borrower) determining the Borrowing Base and including ERC Financial Data and any reforecast of collections, in each case, as of the last day of such calendar month (and, concurrently with the delivery of such Borrowing Base Certificate and ERC Financial Data to Agent, Borrower shall deliver the same to the Validation Agent), (ii) no later than five (5) Business Days after the fifteenth (15) day of each calendar month, a Borrowing Base Certificate (including ERC Financial Data as of such date), signed by the Chief Financial Officer of the Borrower) determining the Borrowing Base and including ERC Financial Data, in each case, as of the fifteenth (15th) day (or if such day is not a Business Day, the next succeeding Business Day) of such calendar month; provided, that any Borrowing Base Certificate delivered pursuant to this clause (ii) shall be determined using the applicable forecasted collections components used to deliver the Borrowing Base Certificate for the last day of the immediately preceding calendar month, (x) as reduced by the difference of (1) actual Collections minus (2) any costs and expenses in connection with the collection thereof including, without limitation, court costs, filing fees, contingency fees paid to third parties and other direct collection expenses) received (provided, that in the event the foregoing difference is determined to be less than zero dollars ($0.00) (i.e., a negative number), then the amount to be used for the purposes of this clause (x) shall be zero dollars ($0.00)) and (y) as increased by any Eligible Portfolio purchases made, in each case, during the period following the last day of such immediately preceding calendar month through and including the fifteenth (15th) day of the following month (or if such day is not a Business Day, the next succeeding Business Day) and (iii) concurrently with any Validation Agent Report required to be delivered under Section 5.04(e), a Borrowing Base Certificate (signed by the Chief Financial Officer of the Borrower) determining the Borrowing Base as of as of the date of such Validation Agent Report (or if such day is not a Business Day, the next succeeding Business Day); (e) Concurrently with the delivery of each of the financial statements required by Section 5.04(b) with respect to a period ending on the last day of a Fiscal Quarter, a Validation Agent Report (and Borrower shall use commercially reasonably efforts to cause the Validation Agent to deliver such report); (f) As soon as approved by the Borrower’s board of directors (or other comparable body) (but in any event which constitutes not later than thirty (30) days prior to beginning of each Fiscal Year), a Defaultbudget, notice of projections and operating plan (on a month-by-month basis) for such occurrence together with a detailed statement Fiscal Year, in such detail as may reasonably be required by a responsible officer of TBC the Agent, and promptly following the preparation thereof, updates to any of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may foregoing from time to time reasonably request. In lieu prepared; (g) As and when distributed to each Loan Party’s direct and indirect equityholders, copies of furnishing all proxy materials, reports and other information which each Loan Party provides to its equityholders; and as and when distributed to any other holders of any Indebtedness (other than the Lenders Obligations) of any Loan Party that has an outstanding aggregate balance in an amount in excess of $250,000, copies of all reports, statements and other information provided to such holders; (h) Reasonably promptly, such other information regarding any Loan Party’s operations, assets, business, affairs and financial condition, as the items referred Agent or any Lender may request from time to in clauses time; (1i) On Wednesday of each week, but initially commencing with Friday, May 19, 2023 (or on the immediately succeeding Business Day if any such Wednesday is not a Business Day), the Borrower shall deliver to Agent a rolling thirteen (3)13) week cash flow forecast, (5) in form, detail and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified substance satisfactory to the Agent Required Lenders, setting forth all forecasted receipts and disbursements on a weekly basis for Borrower and its Subsidiaries (commencing with the week in which such cash flow forecast is delivered to Agent) (it being agreed that such forecast shall include line items with respect to cash receipts, payroll, trade payables, rent, insurance, taxes, debt payments, gross capital expenditures, available cash, aggregate amount of outstanding Revolving Loans and letters of credit, and the Lendersanticipated weekly use of the proceeds of any Revolving Loans), which shall be deemed certified in writing by a the Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to have satisfied the requirement Agent) and shall be accompanied by (i) commencing with the second such required forecast hereunder, a comparison of delivery the actual results for the most recently ended week to the forecasted results for such week set forth in the immediately preceding thirteen (13) week cash flow forecast delivered hereunder and (ii) footnotes or other similar notations describing any material differences in the actual versus forecasted results as well as material differences in forecasts for the same periods (and Borrower shall provide Agent and Lenders access to the management teams of the Loan Parties to discuss material variances) and (iii) a report setting forth the cash balances in all bank accounts that are subject to a Control Agreement for each Business Day of the preceding week (and promptly upon receipt of a request therefor, Borrower shall deliver to Agent such additional supporting documentation, as may be reasonably requested by Agent, including but not limited to, bank statements); and (j) Promptly following the receipt by any Loan Party thereof, copies of all material marketing materials, legal documentation, indications and letters of interest, engagement letters, term sheets, commitment letters and other, similar material documentation received or produced by them (or otherwise reasonably requested by Agent or any Lender) in connection with any potential or consummated SPAC Transaction; provided that the Loan Parties shall promptly deliver copies of such items other information and documentation related to the forgoing to the extent requested by Agent or any Lender. Notwithstanding anything to the contrary contained herein, Agent shall promptly provide the Lenders with copies of all reports, notices, financial statements, modifications to Loan Documents, and other information received by Agent from time to time under or in accordance connection with this Sectionthe Loan Documents.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, andand Five-Year Credit Agreement 48 (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish So long as any Securities are Outstanding (as defined in Section 11(c) hereof), the Issuer, or the Fiscal Agent upon request by and at the expense of the Issuer, will furnish or cause to be furnished to holders of Securities and to the Lenders: Fiscal Agent, (1i) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5when the Issuer is subject to Section 13 or 15(d) promptly upon their becoming availableof the Exchange Act, all financial statements, copies of its annual and quarterly reports to stockholders and of each report or definitive proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files statement filed with the Securities and Exchange Commission (the "Commission") under the Exchange Act, such reports or statements to be so furnished within 15 days after the due date for filing with the Commission, and (ii) at any time when the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, (A) its annual financial statements prepared in accordance with generally accepted accounting principles applied consistently (except as otherwise noted therein) with those of the prior years (together with notes thereto and a report thereon by an independent accounting firm of established national reputation), such report to be so furnished as soon as reasonably available and in any event within 120 days after the end of the fiscal year covered thereby, (B) its unaudited comparative financial statements for each of the first three fiscal quarters and the corresponding quarter of the prior year prepared in accordance with generally accepted accounting principles applied consistently (except as otherwise noted therein) with those of the most recent annual financial statements (which unaudited statements and related notes may be condensed to the extent permitted by Form 10-Q under the Exchange Act or any national securities exchange, (7) successor form), such statements to be so furnished as soon as reasonably available and in any event within 3 Business Days 60 days after the discovery end of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1)fiscal quarter covered thereby, (3)C) any other interim reports or financial statements prepared generally for its nonaffiliated investors or lenders, (5) such reports or statements to be so furnished concurrently with their distribution to such investors or lenders, and (6D) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement each time of delivery of the financial statements in (A), a certificate ("Officers' Certificate") signed by its Chairman of the Board, Vice Chairman of the Board, President or a Vice President and by its Treasurer, Assistant Treasurer, Secretary or an Assistant Secretary, and stating whether or not to the best knowledge of the signers thereof the Issuer is in default in the performance and observance of any of the terms, provisions and conditions of the Securities or this Agreement and, if the Issuer shall be in default, specifying all such items in accordance with this Sectiondefaults and the nature and status thereof of which they may have knowledge.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s 's fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s 's fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any each of the first three quarters thereof subject of such request and (y) such requestthereof, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(b4.2(d), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s 's fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standingstanding acceptable to the Agent, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s 's fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of the Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, TBC may notify the Company may make available Lenders that such items are available on the Company’s TBC's website at xxx.xxxxxx.xxx, at xxx.xxx.xxx xxx.xxxxxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish So long as any Securities are Outstanding (as defined in Section 11(c) hereof), the Issuer, or the Fiscal Agent upon request by and at the expense of the Issuer, will furnish or cause to be furnished to holders of Securities and to the Lenders: Fiscal Agent, (1i) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5when the Issuer is subject to Section 13 or 15(d) promptly upon their becoming availableof the Exchange Act, all financial statements, copies of its annual and quarterly reports to stockholders and of each report or definitive proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files statement filed with the Securities and Exchange Commission (the "Commission") under the Exchange Act, such reports or statements to be so furnished within 15 days after the due date for filing with the Commission, and (ii) at any time when the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, (A) its annual financial statements prepared in accordance with generally accepted accounting principles applied consistently (except as otherwise noted therein) with those of the prior years (together with notes thereto and a report thereon by an independent accounting firm of established national reputation), such report to be so furnished as soon as reasonably available and in any event within 120 days after the end of the fiscal year covered thereby, (B) its unaudited comparative financial statements for each of the first three fiscal quarters and the corresponding quarter of the prior year prepared in accordance with generally accepted accounting principles applied consistently (except as otherwise noted therein) with those of the most recent annual financial statements (which unaudited statements and related notes may be condensed to the extent permitted by Form 10-Q under the Exchange Act or any national securities exchange, (7) successor form), such statements to be so furnished as soon as reasonably available and in any event within 3 Business Days 60 days after the discovery end of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1)fiscal quarter covered thereby, (3)C) any other interim reports or financial statements prepared generally for its nonaffiliated investors or lenders, (5) such reports or statements to be so furnished concurrently with their distribution to such investors or lenders, and (6D) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement each time of delivery of the financial statements in (A), an Officers' Certificate stating whether or not to the best knowledge of the signers thereof the Issuer is in default in the performance and observance of any of the terms, provisions and conditions of the Securities or this Agreement and, if the Issuer shall be in default, specifying all such items in accordance with this Sectiondefaults and the nature and status thereof of which they may have knowledge.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBCthe Company’s fiscal years, a Consolidated statement of financial position of TBC the Company and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC the Company and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBCthe Company, (2) within 120 days after the close of each of TBCthe Company’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such requesteach quarter thereof, a statement certified by an authorized officer of TBC the Company showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC the Company and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBCthe Company’s fiscal years, a copy of the annual audit report of TBCthe Company, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC the Company and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC the Company and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBCthe Company’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC the Company had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC the Company sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC the Company or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC the Company of the steps being taken by TBC the Company or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC the Company or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders:: 40 (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be 41 deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s 's fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s 's fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any each of the first three quarters thereof subject of such request and (y) such requestthereof, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(b4.2(d), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s 's fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standingstanding acceptable to the Agent, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s 's fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (31),(3), (5) and (6) above, TBC may notify the Company may make available Lenders that such items are available on the Company’s TBC's website at xxx.xxxxxx.xxx, at xxx.xxx.xxx www.boeing.com or at such other website as notified to the Agent Xxxxt and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders,, Five-Year Credit Agreement 40 (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. Five-Year Credit Agreement 44 In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders,, Five-Year Credit Agreement 44 (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the LendersAgent and each Lender: (1a) within 60 Within one hundred twenty (120) days after the close end of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC Fiscal Year (or (x) one hundred and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at eighty (180) days after the end of the previous fiscal year and Fiscal Year ending with the end of such quarterDecember 31, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years2020, and on or before May 19, 2023 with respect to any quarter thereofthe Fiscal Year ending December 31, if requested in writing by the Majority Lenders (with a copy to the Agent2022), within 60 days after the later of (xi) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBCthe Loan Parties for such Fiscal Year, certified by independent public accountants including therein consolidated audited balance sheets, and consolidated audited statements of nationally recognized standingincome, statements of stockholders’ equity, and statements of cash flows of the Loan Parties, together with footnotes and supporting schedules thereto, certified without qualification by Rxxxx Kxxxxxxxx, CPA P.C. or another nationally recognized independent certified public accounting firm selected by CCRF and reasonably satisfactory to the Agent, showing the financial statements consisting condition of a Consolidated statement the Loan Parties at the close of financial position of TBC such Fiscal Year and the Subsidiaries results of operations of the Loan Parties during such Fiscal Year; (b) Within thirty (30) days after the end of each month, consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Loan Parties, together with supporting schedules thereto, prepared by the Borrower and certified by the Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to the Agent) of Borrower, such balance sheets to be as of the close of such month and such statements of income and statements of cash flows to be for each of (x) the period from the beginning of such month to the end of such fiscal year month and a Consolidated statement (y) the period from the beginning of earnings the then-current Fiscal Year to the end of such month, in each case with respect to the foregoing clauses (x) and retained earnings (y), together with comparative statements of TBC income and cash flows for the Subsidiaries for such fiscal corresponding periods in each of (A) the immediately preceding Fiscal Year and (B) the budget, projections and operating plan delivered pursuant to Section 5.04(d), in each case subject to the absence of footnotes and normal audit and year,-end adjustment; (4c) within 120 days after Concurrently with the close delivery of each of TBC’s fiscal yearsthe financial statements required by Sections 5.04(a) and 5.04(b), (i) a statement certified Compliance Certificate, signed by the independent public accountants who shall have prepared the corresponding audit report furnished Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to the Lenders pursuant to Agent) of the Borrower), certifying that such person has examined the provisions of clause this Agreement and the other Loan Documents and that no Default or Event of Default has occurred and/or is continuing (3such certificate, when delivered in connection with (A) the financial statements required by Section 5.04(a) and Section 5.04(b) with respect to a period ending on the last day of this subsection a Fiscal Quarter, shall also set forth (ain reasonable detail) the calculations supporting such statements in respect of (x) Section 6.18 and (y) the determination of the Effective Advance Rate as of the last Business Day of such Fiscal Quarter and (B) the financial statements required by Section 5.04(b) with respect to a period ending on the last day of a calendar month, shall also set forth (in reasonable detail) the calculations supporting such statements in respect of Section 7.01(s) and Section 7.01(t) as of the last Business Day of such calendar month), to and that such financial statements fairly present in all material respects the effect thatfinancial condition and results of operations of each Loan Party as of the dates and periods covered by such financial statements and have been prepared in accordance with GAAP applied on a consistent basis, subject to, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation case of the provisions of any one of Sections 4.2(afinancial statements delivered pursuant to Section 5.04(b), 4.2(bchanges resulting from audit and normal year-end adjustments and the absence of footnote disclosures, and (ii) with respect to each such financial statements being delivered with respect to a period ending on the last day of a Fiscal Quarter, a management discussion and analysis, in form and detail reasonably acceptable to Agent, describing the performance of the Loan Parties for such periods; (d) In addition to the requirement set forth above in Section 5.04(c), 4.2(c(i) and 4.2(d), at any time during such fiscal year, no later than five (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery last day of each calendar month, a Borrowing Base Certificate (including ERC Financial Data and any reforecast of collections as of such date), signed by the Chief Financial Officer of the occurrence Borrower) determining the Borrowing Base and including ERC Financial Data and any reforecast of collections, in each case, as of the last day of such calendar month (and, concurrently with the delivery of such Borrowing Base Certificate and ERC Financial Data to Agent, Borrower shall deliver the same to the Validation Agent), (ii) no later than five (5) Business Days after the fifteenth (15) day of each calendar month, a Borrowing Base Certificate (including ERC Financial Data as of such date), signed by the Chief Financial Officer of the Borrower) determining the Borrowing Base and including ERC Financial Data, in each case, as of the fifteenth (15th) day (or if such day is not a Business Day, the next succeeding Business Day) of such calendar month; provided, that any Borrowing Base Certificate delivered pursuant to this clause (ii) shall be determined using the applicable forecasted collections components used to deliver the Borrowing Base Certificate for the last day of the immediately preceding calendar month, (x) as reduced by the difference of (1) actual Collections minus (2) any costs and expenses in connection with the collection thereof including, without limitation, court costs, filing fees, contingency fees paid to third parties and other direct collection expenses) received (provided, that in the event the foregoing difference is determined to be less than zero dollars ($0.00) (i.e., a negative number), then the amount to be used for the purposes of this clause (x) shall be zero dollars ($0.00)) and (y) as increased by any Eligible Portfolio purchases made, in each case, during the period following the last day of such immediately preceding calendar month through and including the fifteenth (15th) day of the following month (or if such day is not a Business Day, the next succeeding Business Day) and (iii) concurrently with any Validation Agent Report required to be delivered under Section 5.04(e), a Borrowing Base Certificate (signed by the Chief Financial Officer of the Borrower) determining the Borrowing Base as of as of the date of such Validation Agent Report (or if such day is not a Business Day, the next succeeding Business Day); (e) Concurrently with the delivery of each of the financial statements required by Section 5.04(b) with respect to a period ending on the last day of a Fiscal Quarter, a Validation Agent Report (and Borrower shall use commercially reasonably efforts to cause the Validation Agent to deliver such report); (f) As soon as approved by the Borrower’s board of directors (or other comparable body) (but in any event which constitutes not later than thirty (30) days prior to beginning of each Fiscal Year), a Defaultbudget, notice of projections and operating plan (on a month-by-month basis) for such occurrence together with a detailed statement Fiscal Year, in such detail as may reasonably be required by a responsible officer of TBC the Agent, and promptly following the preparation thereof, updates to any of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may foregoing from time to time reasonably request. In lieu prepared; (g) As and when distributed to each Loan Party’s direct and indirect equityholders, copies of furnishing all proxy materials, reports and other information which each Loan Party provides to its equityholders; and as and when distributed to any other holders of any Indebtedness (other than the Lenders Obligations) of any Loan Party that has an outstanding aggregate balance in an amount in excess of $250,000, copies of all reports, statements and other information provided to such holders; (h) Reasonably promptly, such other information regarding any Loan Party’s operations, assets, business, affairs and financial condition, as the items referred Agent or any Lender may request from time to in clauses time; (1i) On Wednesday of each week, but initially commencing with Friday, May 19, 2023 (or on the immediately succeeding Business Day if any such Wednesday is not a Business Day), the Borrower shall deliver to Agent a rolling thirteen (3)13) week cash flow forecast, (5) in form, detail and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified substance satisfactory to the Agent Required Lenders, setting forth all forecasted receipts and disbursements on a weekly basis for Borrower and its Subsidiaries (commencing with the week in which such cash flow forecast is delivered to Agent) (it being agreed that such forecast shall include line items with respect to cash receipts, payroll, trade payables, rent, insurance, taxes, debt payments, gross capital expenditures, available cash, aggregate amount of outstanding Revolving Loans and letters of credit, and the Lendersanticipated weekly use of the proceeds of any Revolving Loans), which shall be deemed certified in writing by a the Chief Financial Officer (or such other principal financial or accounting officer with substantially similar responsibilities as designated in writing to have satisfied the requirement Agent) and shall be accompanied by (i) commencing with the second such required forecast hereunder, a comparison of delivery the actual results for the most recently ended week to the forecasted results for such week set forth in the immediately preceding thirteen (13) week cash flow forecast delivered hereunder and (ii) footnotes or other similar notations describing any material differences in the actual versus forecasted results as well as material differences in forecasts for the same periods (and Borrower shall provide Agent and Lenders access to the management teams of the Loan Parties to discuss material variances) and (iii) a report setting forth the cash balances in all bank accounts that are subject to a Control Agreement for each Business Day of the preceding week (and promptly upon receipt of a request therefor, Borrower shall deliver to Agent such additional supporting documentation, as may be reasonably requested by Agent, including but not limited to, bank statements); and (j) Promptly following the receipt by any Loan Party thereof, copies of all material marketing materials, legal documentation, indications and letters of interest, engagement letters, term sheets, commitment letters and other, similar material documentation received or produced by them (or otherwise reasonably requested by Agent or any Lender) in connection with any potential or consummated Milestone Transaction; provided that the Loan Parties shall promptly deliver copies of such items other information and documentation related to the forgoing to the extent requested by Agent or any Lender. Notwithstanding anything to the contrary contained herein, Agent shall promptly provide the Lenders with copies of all reports, notices, financial statements, modifications to Loan Documents, and other information received by Agent from time to time under or in accordance connection with this Sectionthe Loan Documents.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an Five-Year Credit Agreement 39 authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s 's fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s 's fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any each of the first three quarters thereof subject of such request and (y) such requestthereof, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(b4.2(d), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s 's fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standingstanding acceptable to the Agent, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s 's fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, TBC may notify the Company may make available Lenders that such items are available on the Company’s TBC's website at xxx.xxxxxx.xxx, at xxx.xxx.xxx xxx.xxxxxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, andand Three-year Credit Agreement 45 (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company TBC may make available such items on the CompanyTBC’s website at xxx.xxxxxx.xxx, at xxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.

Periodic Reports. Furnish to the Lenders: (1) within 60 days after the close of each of the first three quarters of each of TBC’s fiscal years, a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such quarter and a Consolidated comparative statement of earnings and retained earnings of TBC and the Subsidiaries for the period commencing at the end of the previous fiscal year and ending with the end of such quarter, each certified by an authorized officer of TBC, (2) within 120 days after the close of each of TBC’s fiscal years, and with respect to any quarter thereof, if requested in writing by the Majority Lenders (with a copy to the Agent), within 60 days after the later of (x) the close of any of the first three quarters thereof subject of such request and (y) such request, a statement certified by an authorized officer of TBC showing in detail the computations required by the provisions of Sections 4.2(a) and 4.2(b), based on the figures which appear on the books of account of TBC and the Subsidiaries at the close of such quarters, (3) within 120 days after the close of each of TBC’s fiscal years, a copy of the annual audit report of TBC, certified by independent public accountants of nationally recognized standing, together with financial statements consisting of a Consolidated statement of financial position of TBC and the Subsidiaries as of the end of such fiscal year and a Consolidated statement of earnings and retained earnings of TBC and the Subsidiaries for such fiscal year, (4) within 120 days after the close of each of TBC’s fiscal years, a statement certified by the independent public accountants who shall have prepared the corresponding audit report furnished to the Lenders pursuant to the provisions of clause (3) of this subsection (a), to the effect that, in the course of preparing such audit report, such accountants had obtained no knowledge, except as specifically stated, that TBC had been in violation of the provisions of any one of Sections 4.2(a), 4.2(b), 4.2(c) and 4.2(d), at any time during such fiscal year, (5) promptly upon their becoming available, all financial statements, reports and proxy statements which TBC sends to its stockholders, (6) promptly upon their becoming available, all regular and periodic financial reports which TBC or any Subsidiary files with the Securities and Exchange Commission or any national securities exchange, (7) within 3 Business Days after the discovery of the occurrence of any event which constitutes a Default, notice of such occurrence together with a detailed statement by a responsible officer of TBC of the steps being taken by TBC or the appropriate Subsidiary to cure the effect of such event, and (8) such other information respecting the financial condition and operations of TBC or the Subsidiaries as the Agent may from time to time reasonably request. In lieu of furnishing the Lenders the items referred to in clauses (1), (3), (5) and (6) above, the Company may make available such items on the Company’s website at xxx.xxxxxx.xxxwxx.xxxxxx.xxx, at xxx.xxx.xxx wxx.xxx.xxx or at such other website as notified to the Agent and the Lenders, which shall be deemed to have satisfied the requirement of delivery of such items in accordance with this Section.