Common use of Collateral Reports Clause in Contracts

Collateral Reports. Concurrent with the execution of this Agreement by Borrowers and concurrent with each request for a loan pursuant to Section 2(a), and no less frequently than as required by Item 26 of the Schedule, Borrowers’ Agent shall deliver to Agent a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Chief Financial Officer, Treasurer or Controller of Borrowers’ Agent as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer). Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as may from time to time be necessary. Borrowers’ Agent shall deliver to Agent within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Chief Financial Officer, Treasurer or Controller of Borrowers’ Agent as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Accounts, (ii) a current detailed aging, by total and by vendor, of Borrowers’ accounts payable, and (iii) a detailed report of Borrowers’ Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to Agent. Borrowers will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ records to reflect the results of the count and deliver to Agent monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent may require. At Agent’s request, Borrowers shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers or Borrowers’ business or financial condition as Agent may reasonably request.

Collateral Reports. Concurrent with the execution of this Agreement by Borrowers Borrower and concurrent with each request for a loan pursuant to Section 2(a), and but no less frequently than as required by Item 26 of the Schedule, Borrowers’ Agent Borrower shall deliver to Agent Lender a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent Borrower shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report to Lender of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer)Lender. Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as may from time to time be necessary. Borrowers’ Agent Borrower shall deliver to Agent Lender within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Borrower’s Accounts, (ii) a current detailed aging, by total and by vendor, of Borrowers’ Borrower’s accounts payable, and (iii) a detailed report of Borrowers’ Borrower’s Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to AgentLender. Borrowers Borrower will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ Borrower’s records to reflect the results of the count and deliver to Agent Lender monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent Lender may require. At AgentLender’s request, Borrowers Borrower shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers Borrower or Borrowers’ Borrower’s business or financial condition as Agent Lender may reasonably request.

Collateral Reports. Concurrent with the execution of this Agreement by Borrowers and concurrent with each request for a loan pursuant to Section 2(a), and but no less frequently than as required by Item 26 of the Schedule, Borrowers’ Agent Borrowers shall deliver to Agent Lender a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Datrek as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent Borrowers shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report to Lender of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer)Lender. Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as may from time to time be necessary. Borrowers’ Agent shall deliver to Agent Lender within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Datrek as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Accounts, (ii) a current detailed aging, by total and by vendor, of Borrowers’ accounts payable, and (iii) a detailed report of Borrowers’ Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to AgentLender. Borrowers will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ records to reflect the results of the count and deliver to Agent Lender monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent Lender may require. At AgentLender’s request, Borrowers shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers or Borrowers’ business or financial condition as Agent Lender may reasonably request.

Collateral Reports. Concurrent with the execution of this Agreement by Borrowers Borrower and concurrent with each request for a loan pursuant to Section 2(a), and but no less frequently than as required by Item 26 of the Schedule, Borrowers’ Agent Borrower shall deliver to Agent Lender a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent Borrower shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report to Lender of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including Lender. Borrower shall deliver to Lender on the first day of each week a spreadsheet detailed report of Borrower’s Inventory, setting forth the quantity, type, cost and location thereof, all of which shall be set forth in a form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer). Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to contain such information as may from time is acceptable to time be necessaryLender. Borrowers’ Agent Borrower shall deliver to Agent Lender within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Borrower’s Accounts, and (ii) a current detailed aging, by total and by vendor, of Borrowers’ Borrower’s accounts payable, and (iii) a detailed report of Borrowers’ Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to Agent. Borrowers Borrower will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ Borrower’s records to reflect the results of the count and deliver to Agent Lender monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent Lender may require. At AgentLender’s request, Borrowers Borrower shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers Borrower or Borrowers’ Borrower’s business or financial condition as Agent Lender may reasonably request.

Collateral Reports. (i) Concurrent with the execution of this Agreement by Borrowers the Obligors and concurrent with each request for a loan pursuant to Section 2(a), and but no less frequently than as required by Item 26 25 of the Schedule, Borrowers’ Agent Borrower shall deliver to Agent Lender a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent Borrower shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report to Lender of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent Lender. (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer). Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as may from time to time be necessary. Borrowers’ Agent ii) Borrower shall deliver to Agent Lender within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct, containing (iA) a copy of Borrower's internal audit report for such month, (B) a current detailed aging, by total and by Customerstore, of Borrowers’ Borrower's Accounts, together with an aging of all Accounts by Customer for Borrower's three largest stores (iibased on gross revenue for the twelve-month period most recently ended)) (and, upon Lender's request, Borrower shall provide a detailed aging for all Customers), (C) a current detailed aging, by total and by vendor, of Borrowers’ Borrower's accounts payable, and (iiiD) a detailed report of Borrowers’ Borrower's Inventory, setting forth the quantity, type and cost thereof, and an aging thereof, (E) a bank reconciliation, (F) a vehicle repossession recovery analysis, and (G) a copy of all cancelled checks relating to payments of taxes deferred in connection with Parent's bankruptcy reorganization plan, all of which shall be set forth in a form and shall contain such information as is acceptable to Agent. Borrowers Lender. (iii) Borrower will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ Borrower's records to reflect the results of the count and deliver to Agent Lender monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent Lender may require. . (iv) At Agent’s Lender's request, Borrowers Borrower shall conduct such physical inventory counts counts, and the Obligors deliver such the information contemplated by this Section 9, more or less often than described above herein and such other information with respect to the Collateral, Borrowers any Obligor or Borrowers’ any Obligor's business or financial condition as Agent Lender may reasonably request.

Collateral Reports. Concurrent with the execution of this Agreement by Borrowers Borrower and concurrent with each request for a loan pursuant to Section 2(a), and but no less frequently than as required by Item 26 of the Schedule, Borrowers’ Agent Borrower shall deliver to Agent Lender a fully completed Borrowing Base Certificate certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent Borrower shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report to Lender of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer)Lender. Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as may from time to time be necessary. Borrowers’ Agent Borrower shall deliver to Agent Lender within ten (10) days after the end of each month a report, reflecting the status as of the end of each month and certified by the Chief Executive Officer, Officer or Chief Financial Officer, Treasurer or Controller Officer of Borrowers’ Agent Borrower as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Borrower's Accounts, (ii) a current detailed aging, by total and by vendor, of Borrowers’ Borrower's accounts payable, and (iii) a detailed report of Borrowers’ Borrower's Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to AgentLender. Borrowers Borrower will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ Borrower's records to reflect the results of the count and deliver to Agent Lender monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent Lender may require. At Agent’s Lender's request, Borrowers Borrower shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers Borrower or Borrowers’ Borrower's business or financial condition as Agent Lender may reasonably request.

Collateral Reports. Concurrent with Borrower shall deliver to Foothill, as soon as they are available, but in no event later than Tuesday of each week during the execution term of this Agreement Agreement, a detailed aging, by Borrowers total, of the Accounts of the Borrower and concurrent its Subsidiaries and a reconciliation statement, each updated through the preceding Friday, and, as soon as they are available, but in no event later than Tuesday of each week during the term of this Agreement, a summary aging, by vendor, of all accounts payable, (such summary aging to include a specific itemization of the amount of accounts payable due and owing to Lien Creditors with each request for a loan pursuant respect to Section 2(awhich Borrower or any of its Subsidiaries has obtained letters of credit to secure the repayment of sums due an owing to such Lien Creditors from time to time), and no less frequently than as required any book overdraft, each updated through the preceding Friday. Original sales invoices evidencing daily sales shall be mailed by Item 26 Borrower to each Account Debtor with, at Foothill’s request, a copy to Foothill, and, at Foothill’s direction from and after and during the continuation of an Event of Default, the Schedule, Borrowers’ Agent invoices shall indicate on their face that the Account has been assigned to Foothill and that all payments are to be made directly to Foothill. Borrower shall deliver to Agent a fully completed Borrowing Base Certificate certified by the Chief Executive OfficerFoothill, Chief Financial Officer, Treasurer or Controller of Borrowers’ Agent as being true and correct. Concurrent with the delivery of each such Borrowing Base Certificate, Borrowers’ Agent shall provide a to Agent (x) a copy of the Specified Customer Scorecard, and (y) a written report of all materially significant returns, disputes and claims, together with sales and other reports relating to the Accounts and Inventory as required by Agent (including a spreadsheet in form and substance satisfactory to Agent setting forth shipment tracking information with respect to all outstanding shipments of Eligible In-Transit Inventory and all outstanding shipments of Inventory sold to the Specified Customer). Borrowers shall ensure that Agent has all information necessary to electronically access shipping information provided by any carrier or provider of Specified Customer Inventory, including providing Agent with updates to such information as Foothill reasonably may from time to time require, collection reports, sales journals, invoices, original delivery receipts, customer’s purchase orders, shipping instructions, bills of lading, and other documentation respecting shipment arrangements. Absent such a request by Foothill, copies of all such documentation shall be necessaryheld by Borrower as custodian for Foothill. Borrowers’ Agent In addition, from time to time, Borrower shall deliver to Agent within ten Foothill such other and additional information or documentation as Foothill reasonably may request.” (10m) days after the end of each month a report, reflecting the status as Section 6.4 of the end of each month Loan Agreement is hereby amended by amending and certified by restating the Chief Executive Officer, Chief Financial Officer, Treasurer or Controller of Borrowers’ Agent first paragraph thereof in its entirety as being true and correct, containing (i) a current detailed aging, by total and by Customer, of Borrowers’ Accounts, (ii) a current detailed aging, by total and by vendor, of Borrowers’ accounts payable, and (iii) a detailed report of Borrowers’ Inventory, setting forth the quantity, type and cost thereof, all of which shall be set forth in a form and shall contain such information as is acceptable to Agent. Borrowers will also conduct a physical inventory count no less frequently than annually, adjust Borrowers’ records to reflect the results of the count and deliver to Agent monthly a list of locations of Inventory and the types and values of Inventory at each such location, in such form as Agent may require. At Agent’s request, Borrowers shall conduct such physical inventory counts and deliver such information more or less often than described above and such other information with respect to the Collateral, Borrowers or Borrowers’ business or financial condition as Agent may reasonably request.follows: