APPENDIX II. INFORMATION TO BE SUPPLIED; CONFIDENTIALITY. In connection with Roth’s and Spencer Trask’s activities on behalf of the Company, the Company will furnish Roth and Spencer Trask with all financial and other information regarding the Company that Roth and Spencer Trask reasonably believes appropriate to its assignment (all such information so furnished by the Company, whether furnished before or after the date of this Agreement, being referred to herein as the “Information”). The Company will provide Roth and Spencer Trask with access to the officers, directors, employees, independent accountants, legal counsel and other advisors and consultants of the Company. The Company recognizes and agrees that Roth and Spencer Trask (i) will use and rely primarily on the Information and information available from generally recognized public sources in performing the services contemplated by this Agreement without independently verifying the Information or such other information, (ii) does not assume responsibility for the accuracy of the Information or such other information, and (iii) will not make an appraisal of any assets or liabilities owned or controlled by the Company or its market competitors. Roth and Spencer Trask will maintain the confidentiality of the Information and, unless and until such information shall have been made publicly available by the Company or by others without breach of a confidentiality agreement, shall disclose the Information only as authorized by the Company or as required by law or by order of a governmental authority or court of competent jurisdiction. In the event that Roth and Spencer Trask is legally required to make disclosure of any of the Information, Roth and Spencer Trask will give notice to the Company prior to such disclosure, to the extent that Roth and Spencer Trask can practically do so. The foregoing paragraph shall not apply to information that:
APPENDIX II. FORM OF TRANSFER FORM INSTRUMENT OF TRANSFER US$4,840,000 NOTES DUE 2020 (the “Notes”) NEW FOCUS AUTO TECH HOLDINGS LIMITED on  FOR VALUE RECEIVED [Name of transferor] hereby transfers to: [Name of transferee], a company incorporated in  whose registered office is situated at  (“Transferee”) Unless otherwise specified, capitalized terms used in this letter have the meanings set forth in the Note Exchange Agreement entered into between the Issuer, High Inspiring Limited and CCBI Solar Energy (Holding) Limited ( 建 銀 國 際 光 電 ( 控 股 ) 有 限 公 司 ) in relation to the Notes dated 26 September 2019 (as the same may be amended, supplemented or otherwise modified from time to time) and the Conditions attached to the Certificate of the Notes. US$ principal amount of the Notes in respect of which the attached Note Certificate(s) is/are issued, and all rights in respect thereof. All payments in respect of the Notes hereby transferred are to be made by cashier order (unless otherwise instructed by the Transferee). The address of the Transferee for the purposes of Condition 11 of the Notes Terms and Conditions in relation to the Notes is [that stated above] / [ ]. Date: Signed by for and on behalf of [transferor]: Signed by for and on behalf of [transferee]: APPENDIX III FORM OF NOTICE OF OPTIONAL EARLY REDEMPTION US$4,840,000 NOTES DUE 2020 (the “Notes”) TO: [Name of the Holder] (the “Holder”) Attention: The Directors [Date] Unless otherwise specified, capitalized terms used in this letter have the meanings set forth in the Note Exchange Agreement entered into between the Issuer, High Inspiring Limited and CCBI Solar Energy (Holding) Limited (建銀國際光電(控股)有限公司) in relation to the Notes dated 26 September 2019 (as the same may be amended, supplemented or otherwise modified from time to time) and the Conditions attached to the Certificate of the Notes. We, being the Issuer, hereby give notice that we exercise our right to redeem US$[●] principal amount of the Notes in accordance with Condition 9.3 of the Conditions. The Optional Early Redemption Date is [●]. The redemption will be fully satisfied by payment of [Early Redemption Amount] to the Holder in accordance with the Conditions. NEW FOCUS AUTO TECH HOLDINGS LIMITED ................................................................... Address: ................................................................... Date: ................................................................... Tel. No: .........................
APPENDIX II. Kelly Time Request Form I, (Print Name) hereby request that my scheduled Kelly day for the month of beassigned to the day/night shift of (Date) Signed Date____________________________ APPENDIXIII - -REQUEST TO DECLINE AND WAIVE HEALTH INSURANCE COVERAGE 1 . I , hereby request to decline and waive health insurance coverage provided by the City for which I am presently eligible. I understand that I must be covered by another health insurance plan to be eligible for waiver of the City health insurance coverage. Accordingly, I certify that I am presently covered by the following health insurance plan: Name of Plan: Coverage provided through or by: Subscriber Number: Attached to this form is a copy of the identification card for this health insurance plan.
APPENDIX II. Certain additional terms and conditions of this Option, are set forth in Appendix II. In addition, Appendix II specifies certain rights and obligations of the Participant and the Company related to this Option. Appendix II is attached to, and expressly made an integral part of, this Agreement.
APPENDIX II. Except as set forth below, (i) all rent owing under any Leases, and all obligations and liabilities in respect of Taxes, are current and being paid on a timely basis and (ii) no Loan Party has received notice that any material obligations or liabilities in respect of utilities have not been timely paid or has received notice that any obligations or liabilities in respect of insurance premiums that have not been timely paid. [If any obligations and liabilities of the Loan Parties in respect of rent, utilities, Taxes and/or insurance premiums are not current, the following describes the details of all past due payments (if any) and the steps (if any) being taken or contemplated by the Loan Parties to be taken on account thereof.] Details of any new Store openings, or closings of any Store. APPENDIX IV [Financial Statements] APPENDIX V [GAAP Changes] APPENDIX VI [Management Analysis] EXHIBIT E Form of Assignment and Assumption ASSIGNMENT AND ASSUMPTION Reference is made to the Credit Agreement, dated as of , 2010 (as amended, modified, supplemented or restated and in effect from time to time, the “Credit Agreement”), by and among (i) SPORTSMAN’S WAREHOUSE, INC., a Utah corporation (in such capacity, the “Lead Borrower”), as representative for the Borrowers from time to time party thereto (individually, a “Borrower” and, collectively with the Lead Borrower, the “Borrowers”), (ii) the Borrowers, (iii) the Guarantors from time to time party thereto (individually, a “Guarantor” and, collectively, the “Guarantors”), (iv) the Lenders from time to time party thereto (individually, a “Lender” and, collectively, the “Lenders”), and (v) WELLS FARGO RETAIL FINANCE, LLC, as Administrative Agent, Collateral Agent and Swing Line Lender. Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement. (the “Assignor”) and (the “Assignee”) agree as follows:
APPENDIX II. Equity Payment Regarding transaction and execution fees associated with refinancing activities and implementation of strategic alternatives, CFOex extends Cannon the following equity-based fee schedule payable in common stock/options of the Company. To CFOex 500,000 shares of Cannon common stock/options To mgmt. up to 250,000 shares of Cannon common stock/options Financing Fees A financing fee (the "Financing Fee"') with respect to any Senior Debt Financing which was initiated by CFOex and/or any Subordinated Debt/Equity linked Financing that was initiated by any party that the Company, in its sole discretion, chooses to accept during the Applicable Fee Period. The Financing Fee will be payable in cash, in federal funds via wire transfer or certified check, at, and as a condition of, closing of such Financing, regardless of whether the Company chooses to draw down the full amount of the committed Financing at that time, equal to the greater of: • Senior Debt 1.5% of proposed Financing • Subordinated Debt 4.0% of proposed Financing • Subordinated/Equity-linked 8.0% of proposed Financing or • $75,000 In the event the financing source increases the total Financing amount made available to the Company within eighteen months (18) months of a Financing Closing, CFOex shall be entitled to receive an additional Financing Fee based upon the above formulas in Section (iv)(a) above only; no minimum fee will apply in such case. In the event that Financing is provided to the Company during the Applicable Fee Period by the Company's existing lender(s) (the "Existing Lender(s)), on better terms than exist as of the date of this agreement (i.e. including, but not limited to, additional availability, and/or lower interest rates or lower all in costs and/or less restrictive loan covenants), then CFOex will be owed a full Financing Fee as it relates to the Existing Lender(s) Financing.