copies of any such obtained Governmental
Approvals to Bank.
6.2
FINANCIAL STATEMENTS, REPORTS, CERTIFICATES
(A)
DELIVER TO BANK:
(I) AS SOON AS AVAILABLE, BUT NO LATER THAN
THIRTY (30) DAYS AFTER THE LAST DAY OF EACH RECONCILIATION PERIOD, A COMPANY
PREPARED CONSOLIDATED AND CONSOLIDATING BALANCE SHEET AND INCOME STATEMENT
COVERING BORROWER'S CONSOLIDATED AND CONSOLIDATING OPERATIONS DURING THE PERIOD
CERTIFIED BY A RESPONSIBLE OFFICER AND IN A FORM ACCEPTABLE TO BANK; (II) AS
SOON AS AVAILABLE, BUT NO LATER THAN ONE HUNDRED FIFTY (150) DAYS AFTER THE LAST
DAY OF BORROWER'S FISCAL YEAR, AUDITED CONSOLIDATED FINANCIAL STATEMENTS
PREPARED UNDER GAAP, CONSISTENTLY APPLIED, TOGETHER WITH AN UNQUALIFIED OPINION
ON THE FINANCIAL STATEMENTS FROM AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTING FIRM
REASONABLY ACCEPTABLE TO BANK; (III) WITHIN FIVE (5) DAYS OF FILING (AND IN
ANY
CASE, AT LEAST QUARTERLY FOR A 10-Q AND ANNUALLY FOR A 10-K), COPIES OF ALL
STATEMENTS, REPORTS AND NOTICES MADE AVAILABLE TO BORROWER'S SECURITY HOLDERS OR
TO ANY HOLDERS OF SUBORDINATED DEBT AND ALL REPORTS ON FORM 10-K, 10-Q AND 8‐K
FILED WITH THE SEC; (IV) A PROMPT REPORT OF ANY LEGAL ACTIONS PENDING OR
THREATENED AGAINST BORROWER OR ANY SUBSIDIARY THAT COULD RESULT IN DAMAGES OR
COSTS TO BORROWER OR ANY SUBSIDIARY OF ONE HUNDRED THOUSAND DOLLARS
($100,000.00) OR MORE; (V) AS SOON AS AVAILABLE, BUT NO LATER THAN FORTY-FIVE
(45) DAYS AFTER THE LAST DAY OF BORROWER'S FISCAL YEAR, AND CONTEMPORANEOUSLY
WITH ANY UPDATES THERETO, ANNUAL FINANCIAL PROJECTIONS FOR THE FOLLOWING FISCAL
YEAR APPROVED BY BORROWER'S BOARD OF DIRECTORS AND (VI) BUDGETS, SALES
PROJECTIONS, OPERATING PLANS OR OTHER FINANCIAL INFORMATION REASONABLY REQUESTED
BY BANK.
(B)
WITHIN THIRTY (30) DAYS AFTER THE LAST DAY OF EACH RECONCILIATION
PERIOD, DELIVER TO BANK WITH THE MONTHLY FINANCIAL STATEMENTS A COMPLIANCE
CERTIFICATE SIGNED BY A RESPONSIBLE OFFICER IN THE FORM OF EXHIBIT B.
(C)
ALLOW BANK TO INSPECT THE COLLATERAL AND AUDIT AND COPY BORROWER'S
BOOKS, INCLUDING, BUT NOT LIMITED TO, BORROWER'S ACCOUNTS, UPON REASONABLE
NOTICE TO BORROWER. THE FOREGOING INSPECTIONS AND AUDITS SHALL BE AT BORROWER'S
EXPENSE. IN THE EVENT BORROWER AND BANK SCHEDULE AN AUDIT MORE THAN TEN (10)
DAYS IN ADVANCE, AND BORROWER CANCELS OR SEEKS TO RESCHEDULE THE AUDIT WITH LESS
THAN TEN (10) DAYS WRITTEN NOTICE TO BANK, THEN (WITHOUT LIMITING ANY OF BANK'S
RIGHTS OR REMEDIES), BORROWER SHALL PAY BANK A FEE OF EIGHT HUNDRED FIFTY
DOLLARS ($850.00) PLUS ANY OUT-OF-POCKET EXPENSES INCURRED BY BANK TO COMPENSATE
BANK FOR THE ANTICIPATED COSTS AND EXPENSES OF THE CANCELLATION OR RESCHEDULING.
BORROWER HEREBY ACKNOWLEDGES THAT THE FIRST SUCH AUDIT WILL BE CONDUCTED WITHIN
SIXTY (60) DAYS AFTER THE EFFECTIVE DATE. AFTER THE OCCURRENCE OF AN EVENT OF
DEFAULT, BANK MAY AUDIT BORROWER'S COLLATERAL AT BORROWER'S EXPENSE, INCLUDING,
BUT NOT LIMITED TO, BORROWER'S ACCOUNTS AS FREQUENTLY AS BANK DEEMS NECESSARY AT
BORROWER'S EXPENSE AND AT BANK'S SOLE AND EXCLUSIVE DISCRETION, WITHOUT
NOTIFICATION TO AND AUTHORIZATION FROM BORROWER.
(D)
UPON BANK'S REASONABLE REQUEST, PROVIDE A WRITTEN REPORT ON ANY
FINANCED RECEIVABLE, WHERE PAYMENT OF SUCH FINANCED RECEIVABLE DOES NOT