Common use of Records and Schedules of Accounts Clause in Contracts

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default exists. Each Borrower shall also provide to the Collateral Agent on or before the 20th day of each month, (i) a detailed aged trial balance of all Accounts existing as of the last day of the preceding month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) upon the Collateral Agent’s request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 cease to be Eligible Accounts in whole or in part, Borrowers shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence.

Records and Schedules of Accounts. Each Borrower shall keep --------------------------------- accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default exists. Each Borrower shall also provide to the Collateral Agent on On or before the 20th day of each monthmonth from and after the date hereof, (i) Borrower shall deliver to Agent and Lenders, in form acceptable to Agent and Lenders, a detailed aged trial balance of all Accounts existing as of the last day of the preceding month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“"Schedule of Accounts”"), (ii) and, upon the Collateral Agent’s 's request therefor, copies of proof of delivery and a the original copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 100,000 cease to be Eligible Accounts in whole or in part, Borrowers Borrower shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s 's having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. At the request of Agent made at any time, each Borrower shall deliver to Agent copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and Accounts, including all payments and collections thereon thereon, and shall submit to the Agent and Co-Collateral Agent sales, collection, reconciliation and other reports in form reasonably satisfactory to Agent and Co-Collateral Agent, on such periodic basis as the Agent and Co-Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default existsmay reasonably request. Each Borrower shall also provide to the Agent and Co-Collateral Agent Agent, on or before the 20th 15th day of each month, (i) a detailed aged trial balance of all Accounts existing as of the last day end of the preceding month, specifying in the names, addresses, face value, dates of form customarily maintained by Borrowers and such invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) upon the Collateral Agent’s request thereforinvoice registers, copies of proof of delivery and a copy of all related documents, including repayment histories and present histories, status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger and applicable Borrowing Base Certificates delivered to the Collateral other information as Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall may reasonably request. In addition, if If Accounts in an aggregate face amount in excess of $1,500,000 1,000,000 or more cease to be Eligible Accounts in whole or in partAccounts, Borrowers shall notify the Agent and Co-Collateral Agent of such occurrence promptly (and in any event within 2 three (3) Business Days) after any Borrower’s having obtained Borrower has knowledge thereof. Within 180 days after the Closing Date, Borrowers shall put into effect a system of maintaining records, satisfactory to Agent, which segregates those Accounts encumbered pursuant to Vessel Lease Agreements from all other Accounts; provided, that the failure of Borrowers to do so shall not constitute a Default or an Event of Default hereunder; provided, further, that if such occurrence and system is not in effect within such period Agent may establish additional reserves in respect of Accounts as provided in the Borrowing Base shall thereupon be adjusted to reflect such occurrencedefinition of Vessel Lease Accounts Reserve.

Records and Schedules of Accounts. Each Borrower Obligor shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default exists. Each Borrower Obligor shall also provide to the Collateral Agent on or before the 20th 25th day of each month, (i) a detailed aged trial balance summary aging of all Accounts existing and lists specifying the names, outstanding face amounts of Accounts of the 10 Account Debtors owing the largest amounts of Accounts and of the 10 largest Approved Account Debtors, all as of the last day of such preceding month (collectively, the preceding month"Schedule of Accounts"). Each Obligor shall also provide to Agent, upon Agent's request therefor, a detailed aged trial balance for all Accounts specifying the names, addresses, face value, value and dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) upon the Collateral Agent’s request therefor, and copies of proof of delivery of Inventory and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation on the Schedule of Accounts or the Borrowers’ Accounts aging report to the Borrowers’ general ledger detailed aged trail balance and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 5,000,000 shall cease to be Eligible Accounts in whole or in part, Borrowers Obligors shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s Obligor's having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. Each Obligor shall deliver to Agent copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales “Sales and collections report Collections Report” for the preceding period, in the form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long attached as no Event of Default exists. Each Borrower Exhibit N. Borrowers shall also provide to the Collateral Agent on or before the 20th 15th day of each month, (i) Fiscal Month a detailed aged trial balance of all Accounts existing as of the last day of the preceding monthFiscal Month, specifying the names, addresses, face value, value and dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) and, upon the Collateral Agent’s request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 4,000,000 (unless an Activation Period has occurred and is continuing, in which case such aggregate face amount shall be $2,000,000) cease to be Eligible Accounts in whole or in partpart on account of discounts, disputes, returns, Insolvency Proceedings or Liens, Borrowers shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s having obtained knowledge Borrowers’ Knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrenceoccurrence and at Borrowers’ option, Borrowers may submit an updated Borrowing Base Certificate reflecting such adjustments. Upon the reasonable request of Agent, each Borrower shall deliver to Agent copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default exists. Each Borrower shall also provide to the Collateral Agent on or before the 20th day of each month, (i) a detailed aged trial balance of all Accounts existing as of the last day of the preceding month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“"Schedule of Accounts”"), (ii) upon the Collateral Agent’s 's request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ ' Accounts aging report to the Borrowers’ ' general ledger and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 cease to be Eligible Accounts in whole or in part, Borrowers shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s 's having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent Lender on such periodic basis as the Collateral Agent Lender shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default existsLender. Each Borrower shall also provide to the Collateral Agent Lender on or before the 20th 15th day of each monthFiscal Month, (i) a detailed aged trial balance of all of its Accounts existing as of the last day of the preceding monthFiscal Month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) and, upon the Collateral AgentLender’s request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent Lender shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 500,000 cease to be Eligible Accounts in whole or in part, Borrowers shall notify the Collateral Agent Lender of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. Upon Lender’s request, each Borrower shall deliver to Lender copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent Lender on such periodic basis as the Collateral Agent Lender shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default existsLender. Each Borrower shall also provide to the Collateral Agent on On or before the 20th day of each monthmonth from and after the date hereof, (i) Borrowers shall deliver to Lender, in form acceptable to Lender, a detailed aged trial balance of all Accounts existing as of the last day of the preceding month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“"Schedule of Accounts”"), (ii) and, upon the Collateral Agent’s Lender's request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent Lender shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 100,000 cease to be Eligible Accounts in whole or in part, Borrowers shall notify the Collateral Agent Lender of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s Borrowers' having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. At the request of Lender made at any time, each Borrower shall deliver to Lender copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each of Borrower and each Subsidiary Guarantor shall keep accurate and complete records of its Accounts and in all material respects, including all payments and collections thereon thereon, and shall submit to the Collateral Agent sales, collection, reconciliation and other reports in form reasonably satisfactory to Agent, on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default existsmay reasonably request. Each Borrower shall also provide to Agent, as soon as available and in any event by no later than the Collateral Agent on or before the 20th twenty-fifth (25th) day of each month, (i) a detailed aged trial balance of all Accounts existing as of the last day end of the immediately preceding month, specifying the nameseach Account’s Account Debtor name and address, addressesamount, face valueinvoice date and due date, dates showing any discount, allowance, credit, authorized return or dispute, and including such proof of delivery, copies of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) upon the Collateral Agent’s request thereforinvoice registers, copies of proof of delivery and a copy of all related documents, including repayment histories and present histories, status reports relating and other information as Agent may reasonably request; provided, that during the continuance of any period commencing on any day that Availability has been less than the Threshold Amount for two consecutive Business Days, and continuing until Availability has exceeded, at all times during the preceding thirty consecutive days, the Threshold Amount, Borrower shall, no later than the last Business Day of each calendar week, deliver such Accounts information to the Accounts so scheduled, (iii) a reconciliation Agent prepared as of the Borrowers’ Accounts aging report to close of business of the Borrowers’ general ledger and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably requestprior calendar week. In addition, if If Accounts in an aggregate face amount in excess of $1,500,000 7,500,000 or more cease to be Eligible Accounts in whole or in partper month, Borrowers Borrower shall notify the Collateral Agent of such occurrence promptly within three (and in any event within 2 3) Business Days) Days after any Borrower’s having obtained Borrower has knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrencethereof.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales and collections report for the preceding period, in form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long as no Event of Default exists. Each Borrower shall also provide to the Collateral Agent on On or before the 20th day of each monthmonth from and after the date hereof, (i) Borrower shall deliver to Agent and Lenders, in form acceptable to Agent and Lenders, a detailed aged trial balance of all Accounts existing as of the last day of the preceding month, specifying the names, addresses, face value, dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“"Schedule of Accounts”"), (ii) and, upon the Collateral Agent’s 's request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 200,000 cease to be Eligible Accounts in whole or in part, Borrowers Borrower shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s 's having obtained knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. At the request of Agent made at any time, each Borrower shall deliver to Agent copies of invoices or invoice registers related to all of its Accounts.

Records and Schedules of Accounts. Each Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit to the Collateral Agent on such periodic basis as the Collateral Agent shall request a sales “Sales and collections report Collections Report” for the preceding period, in the form satisfactory to the Collateral Agent; provided that Collateral Agent shall not request such report more than once during any 30 day period for so long attached as no Event of Default exists. Each Borrower Exhibit N. Borrowers shall also provide to the Collateral Agent on or before the 20th 15th day of each month, (i) Fiscal Month a detailed aged trial balance of all Accounts existing as of the last day of the preceding monthFiscal Month, specifying the names, addresses, face value, value and dates of invoices and due dates for each Account Debtor obligated on an Account so listed (“Schedule of Accounts”), (ii) and, upon the Collateral Agent’s request therefor, copies of proof of delivery and a copy of all documents, including repayment histories and present status reports relating to the Accounts so scheduled, (iii) a reconciliation of the Borrowers’ Accounts aging report to the Borrowers’ general ledger scheduled and applicable Borrowing Base Certificates delivered to the Collateral Agent and (iv) such other matters and information relating to the status of then existing Accounts as the Collateral Agent shall reasonably request. In addition, if Accounts in an aggregate face amount in excess of $1,500,000 4,000,000 (unless a Collateral Documentation Trigger Event has occurred, in which case such aggregate face amount shall be $2,000,000) cease to be Eligible Accounts in whole or in partpart on account of discounts, disputes, returns, Insolvency Proceedings or Liens, Borrowers shall notify the Collateral Agent of such occurrence promptly (and in any event within 2 Business Days) after any Borrower’s having obtained knowledge Borrowers’ Knowledge of such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrenceoccurrence and at Borrowers’ option, Borrowers may submit an updated Borrowing Base Certificate reflecting such adjustments. Upon the reasonable request of Agent, each Borrower shall deliver to Agent copies of invoices or invoice registers related to all of its Accounts.