EARNINGS OF THE BORROWER AS AT THE
END OF AND FOR SUCH MONTH AND FOR THE YEAR TO DATE PERIOD THEN ENDED, PREPARED,
IF THE LENDER SO REQUESTS, ON A CONSOLIDATING AND CONSOLIDATED BASIS TO INCLUDE
ANY AFFILIATES, IN REASONABLE DETAIL AND STATING IN COMPARATIVE FORM THE FIGURES
FOR THE CORRESPONDING DATE AND PERIODS IN THE PREVIOUS YEAR, ALL PREPARED IN
ACCORDANCE WITH GAAP, SUBJECT TO YEAR-END AUDIT ADJUSTMENTS AND WHICH FAIRLY
REPRESENT THE BORROWER'S FINANCIAL POSITION AND THE RESULTS OF ITS OPERATIONS;
AND ACCOMPANIED BY A CERTIFICATE OF THE BORROWER'S CHIEF FINANCIAL OFFICER,
SUBSTANTIALLY IN THE FORM OF EXHIBIT C HERETO STATING (I) THAT SUCH FINANCIAL
STATEMENTS HAVE BEEN PREPARED IN ACCORDANCE WITH GAAP, SUBJECT TO YEAR-END AUDIT
ADJUSTMENTS, AND FAIRLY REPRESENT THE BORROWER'S FINANCIAL POSITION AND THE
RESULTS OF ITS OPERATIONS, (II) WHETHER OR NOT SUCH OFFICER HAS KNOWLEDGE OF THE
OCCURRENCE OF ANY DEFAULT OR EVENT OF DEFAULT NOT THERETOFORE REPORTED AND
REMEDIED AND, IF SO, STATING IN REASONABLE DETAIL THE FACTS WITH RESPECT
THERETO, AND (III) ALL RELEVANT FACTS IN REASONABLE DETAIL TO EVIDENCE, AND THE
COMPUTATIONS AS TO, WHETHER OR NOT THE BORROWER IS IN COMPLIANCE WITH THE
FINANCIAL COVENANTS.
(C)
COLLATERAL REPORTS.
WITHIN 15 DAYS AFTER THE END OF EACH MONTH OR
MORE FREQUENTLY IF THE LENDER SO REQUIRES, A DETAILED AGING OF THE BORROWER'S
ACCOUNTS RECEIVABLE AND ITS ACCOUNTS PAYABLE, DETAILED INVENTORY REPORTS BY
INVENTORY CLASS AND BY INVENTORY LOCATION, AN INVENTORY CERTIFICATION REPORT,
AND A CALCULATION OF THE BORROWER'S ACCOUNTS, ELIGIBLE ACCOUNTS, INVENTORY AND
ELIGIBLE INVENTORY AS AT THE END OF SUCH MONTH OR SHORTER TIME PERIOD.
(D)
PROJECTIONS.
NO LATER THAN 30 DAYS PRIOR TO THE FIRST DAY OF EACH
FISCAL YEAR, THE BORROWER'S PROJECTED BALANCE SHEETS, INCOME STATEMENTS,
STATEMENTS OF CASH FLOW AND PROJECTED AVAILABILITY FOR EACH MONTH OF SUCH FISCAL
YEAR, EACH IN REASONABLE DETAIL.
SUCH ITEMS WILL BE
CERTIFIED BY THE OFFICER
WHO IS THE BORROWER'S CHIEF FINANCIAL OFFICER AS BEING THE MOST ACCURATE
PROJECTIONS AVAILABLE AND IDENTICAL TO THE PROJECTIONS USED BY THE BORROWER FOR
INTERNAL PLANNING PURPOSES AND BE DELIVERED WITH A STATEMENT OF UNDERLYING
ASSUMPTIONS AND SUCH SUPPORTING SCHEDULES AND INFORMATION AS THE LENDER MAY IN
ITS DISCRETION REQUIRE.
(E)
WEEKLY REPORTS.
WEEKLY (ON OR BEFORE WEDNESDAY OF EACH WEEK), OR
MORE FREQUENTLY IF THE LENDER SO REQUIRES, THE BORROWER'S REPORTS OF GROSS
SALES, COLLECTIONS AND CASH DISBURSEMENTS FOR THE PRIOR WEEK AND A REPORT OF ALL
VARIANCES BETWEEN THE CASH BUDGET AND THE ACTUAL BUDGET FOR SUCH WEEK.
(F)
DAILY REPORTS.
DAILY, REPORTS OF THE BORROWER'S SALES, CREDIT
MEMOS, CASH COLLECTIONS AND OTHER ADJUSTMENTS WITH RESPECT TO THE BORROWER'S
ACCOUNTS, ALONG WITH SUPPORTING DOCUMENTATION AS REQUESTED BY THE LENDER FROM
TIME TO TIME (INCLUDING,
26
WITHOUT LIMITATION, INVOICE REGISTERS, CASH RECEIPTS JOURNALS, COPIES OF
INVOICES, BILLS OF LADING AND CUSTOMER REMITTANCES);
(G)
CUSTOMER LISTS.
AT THE SAME TIME AS DELIVERY OF THE MONTHLY
FINANCIAL STATEMENTS REQUIRED UNDER SECTION 6.1(B) FOR THE MONTHS ENDED
MARCH 31, JUNE 30, SEPTEMBER 30 AND DECEMBER 31 OF