Common use of Collateral Reports Clause in Contracts

Collateral Reports. (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. The Borrower shall deliver or cause to be delivered (at the expense of the Borrower) to the Collateral Agent and the Administrative Agent the following: (a) upon request by the Collateral Agent, and in no event less frequently than 30 days after the end of each fiscal quarter, (i) No later than a trial balance as of the 15th last day of each calendar monthsuch fiscal quarter showing Accounts outstanding aged from statement date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and at 91 days or more, accompanied by such other times supporting detail and documentation as may shall be requested by the Collateral AgentAgent in its reasonable discretion, (ii) a list of locations where any license related to any Government Receivable has been revoked since the date of the prior such report; and (iii) a summary of Inventory, Equipment and other tangible Property of the Loan Parties by location and type as of the period then ended:last day of such fiscal quarter, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion; (1b) a detailed aging at the time of delivery of each of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offeredfinancial statements delivered pursuant to Sections 6.01(a) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor;b): (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4i) a reconciliation of the Accounts trial balance and quarter-end Inventory and Equipment reports of the Borrowers between Loan Parties to the amounts shown in the Borrowers’ general ledger of the Loan Parties, in each case, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion, (ii) a general description of assets owned by the Loan Parties which have been Disposed during the most recent period covered by the associated financial statements and the reports delivered pursuant to clauses (1) and (2) above;aggregate book value thereof, and (5iii) a reconciliation list of any applications for the loan balance per registration of any Patent, Trademark or Copyright with the Borrowers’ general ledger to United States Patent and Trademark Office, the loan balance under this AgreementUnited States Copyright Office or any similar office or agency which any Loan Party thereof has filed in the prior fiscal quarter; and (6c) such other reports, statements and reconciliations with respect to the Collateral of any or all Loan Parties as the Collateral Agent shall from time to time request in its reasonable discretion. The delivery of each certificate and report or any other information delivered pursuant to this Section 6.03 shall constitute a representation and warranty by the Borrower that the statements and information contained therein are true and correct in all material respects on and as of the month then ended, a schedule and aging of the Borrowers’ accounts payablesuch date. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretiongood faith and in the exercise of reasonable (from the perspective of a secured asset-based lender) business judgment: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and.

Collateral Reports. (i) No later than By the 15th 20th day of each calendar month, Borrowers shall deliver to Agent (and at such other times as may be requested by the Collateral Agent, Agent shall promptly deliver same to Lenders) (a) a Borrowing Base Report prepared as of the period then ended: (1) a detailed aging close of business of the Accounts previous month; provided that the NOLV Percentage to be applied to the Value of Eligible Inventory shall be the NOLV Percentage set forth in the most recent appraisal of Inventory satisfactory to Agent, a copy of which has been delivered to the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the provided, that Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory Reports shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed delivered weekly by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i)third Business Day of each week (x) during an Increased Reporting Period; it being understood that Eligible Contracts, and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory CAI Availability Reserve and the reason for such exclusion; CCI Availability Reserve shall be provided by Borrower on a monthly basis at all times and (4y) during a Covenant Relief Period in the form attached as Exhibit B to the Third Amendment), (b) an aggregate list of Borrowers’ Contracts, aged in 30 days contractual delinquency intervals and separately identifying the revolving Contracts; (c) a reconciliation calculation of the Accounts Past Due Percent, the Cash Recovery Percent, Collateral Adjustment Percentage, the Net Charge-Off Percent; (d) an Inventory turn report of Borrowers’ Inventory; (e) a listing of each Borrower’s Inventory by location, specifying the amount of Inventory at each location; (f) the summary balances of Borrowers’ Owned Contract Portfolio and Inventory ABS Contract Portfolio and delinquent balances of such portfolios; and (g) a certificate of an officer of Borrower Agent certifying as to the accuracy and completeness in all material respects of the foregoing. All calculations of Availability in any Borrowing Base Report shall originally be made by Borrowers between the amounts shown and certified by a Senior Officer; provided, that Agent may from time to time review and adjust any such calculation, in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger its Permitted Discretion, to the loan balance under extent the calculation is not made in accordance with this Agreement; and (6) as of Agreement or does not accurately reflect the month then ended, a schedule and aging of the Borrowers’ accounts payableCAI Availability Reserve or CCI Availability Reserve. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. (i) No later than the 15th day of each calendar month, Each Credit Party shall deliver to Administrative Agent or to Administrative Agent and at such other times as may be requested by the Collateral AgentLenders, as required, the various Collateral Reports (including Borrowing Base Certificates in the form of Exhibit G) at the period then endedtimes and in the manner set forth below: (1a) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the To Administrative Agent and Collateral Agent, upon its request, and in any event no less frequently than 12:00 p.m. (New York City time) on the date that is fifteen (15) Business Days after the end of each fiscal month (together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory copy of all or any part of the Borrowers, following reports requested by any Lender in form reasonably satisfactory to writing after the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreementClosing Date), by class (raw material and finished goods)each of the following reports, by product type, and by volume on hand, each of which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative as of the last day of the immediately preceding fiscal month: (i) a Borrowing Base Certificate accompanied by such supporting detail and documentation as shall be requested by Administrative Agent in its reasonable discretion; and (ii) a monthly trial balance showing Accounts outstanding aged from invoice date as follows: one (1) to determine Eligible Accounts thirty (30) days; thirty-one (31) to sixty (60) days; sixty-one (61) to ninety (90) days; ninety-one (91) days to one hundred twenty days (120) and Eligible Inventoryone hundred twenty-one days (121) or more, accompanied by such worksheets detailing the Accounts supporting detail and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusiondocumentation as shall be requested by Administrative Agent in its reasonable discretion; (4b) To Administrative Agent, on a monthly basis or at such more frequent intervals as Administrative Agent may reasonably request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), Collateral reports including all additions and reductions (cash and non-cash) with respect to Accounts in each case accompanied by such supporting detail and documentation as shall be requested by Administrative Agent in its reasonable discretion each of which shall be prepared as of the last day of the immediately preceding month or the date that is two (2) days prior to the date of any such request; (c) To Administrative Agent, at the time of delivery of each of the monthly financial statements delivered pursuant to Section 5.1(a): (i) a reconciliation of the Accounts and Inventory of trial balance to the Borrowers between the amounts shown in the Borrowers’ most recent Borrowing Base Certificate, general ledger and monthly financial statements and the reports delivered pursuant to clauses (1) Section 5.1(a), in each case accompanied by such supporting detail and (2) abovedocumentation as shall be requested by Administrative Agent in its reasonable discretion; (5ii) an aging of accounts payable and a reconciliation of such accounts payable aging to the general ledger and monthly financial statements delivered pursuant to Section 5.1(a), in each case accompanied by such supporting detail and documentation as shall be requested by Administrative Agent in its reasonable discretion; and (iii) a reconciliation of the loan balance per outstanding Loans as set forth in the Borrowers’ monthly Loan Account statement provided by Administrative Agent to the general ledger and monthly financial statements delivered pursuant to Section 5.1(a), in each case accompanied by such supporting detail and documentation as shall be requested by Administrative Agent in its reasonable discretion. (d) To Administrative Agent, at the time of delivery of each of the annual financial statements delivered pursuant to Section 5.1(d), (i) a listing of government contracts of the Borrower subject to the loan balance Federal Assignment of Claims Act of 1940; and (ii) a list of any applications for the registration of any patent, trademark or copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency in the prior Fiscal Quarter; (e) To the Administrative Agent, such appraisals of the Borrower’s assets as Administrative Agent may request at any time after the occurrence and during the continuance of a Default, such appraisals to be conducted by an appraiser, and in form and substance reasonably satisfactory to Administrative Agent; (f) To Administrative Agent, within five (5) Business Days after receipt thereof, copies of (i) any and all default notices received under this Agreementor with respect to any leased location or public warehouse where any Collateral is located, and (ii) such other notices or documents with respect to any owned or leased Real Property of any Credit Party as Administrative Agent may reasonably request; (g) To Administrative Agent, within five (5) Business Days after receipt thereof, copies of any material amendments to any Real Property leases of any Credit Party; and (6h) Such other reports, statements and reconciliations with respect to the Borrowing Base, Collateral or Obligations of any or all Credit Parties as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent shall from time to time request in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andits reasonable discretion.

Collateral Reports. Each Credit Party shall deliver to Agent or to Agent and Lenders, as required, the various Collateral Reports at the times and in the manner set forth below: (a) To Agent, within ten (10) days of its reasonable request therefor: (i) No later than the 15th day of each calendar montha monthly trial balance showing Accounts outstanding aged from invoice date as follows: one (1) to thirty (30) days; thirty-one (31) to sixty (60) days; sixty-one (61) to ninety (90) days and ninety-one (91) days or more, accompanied by such supporting detail and at such other times documentation as may shall be requested by the Agent in its reasonable discretion; (ii) Collateral Agent, reports including all additions and reductions (cash and non-cash) with respect to Accounts in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion each of which shall be prepared as of the period then ended: (1) a detailed aging last day of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtorimmediately preceding month; (2iii) an aging of accounts payable and a reconciliation of such accounts payable aging to the general ledger and monthly financial statements delivered pursuant to Section 5.1(a), in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion; (b) To Agent, at the time of delivery of each of the quarterly financial statements delivered pursuant to Section 5.1(b) a schedule detailing list of any applications for the Inventory registration of any patent, trademark or copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency in the prior Fiscal Quarter; (c) To Agent, such appraisals of the BorrowersBorrower's assets as Agent may request at any time after the occurrence and during the continuance of an Event of Default, such appraisals to be conducted by an appraiser, and in form and substance reasonably satisfactory to the Collateral Agent; (d) To Agent, within five (A5) by Business Days after receipt thereof, copies of (i) any and all default notices received under or with respect to any leased location (showing Inventory in transit, or public warehouse where any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i)is located, and (Cii) reconciled such other notices or documents with respect to the Borrowing Base Certificate delivered any owned or leased Real Property of any Credit Party as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this AgreementAgent may reasonably request; and (6e) Such other reports, statements and reconciliations with respect to the Collateral or Obligations of any or all Credit Parties as of the month then ended, a schedule and aging of the Borrowers’ accounts payableAgent shall from time to time request in its reasonable discretion. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. The Borrower shall deliver or cause to be delivered (at the expense of the Borrower) to the Collateral Agent and the Administrative Agent the following: (a) upon request by the Collateral Agent, and in no event less frequently than 30 days after the end of each fiscal quarter, (i) No later than a trial balance as of the 15th last day of each calendar monthsuch fiscal quarter showing Accounts outstanding aged from statement date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and at 91 days or more, accompanied by such other times supporting detail and documentation as may shall be requested by the Collateral AgentAgent in its reasonable discretion, (ii) a list of locations where any license related to any Government Receivable has been revoked since the date of the prior such report; and (iii) a summary of Inventory, Equipment and other tangible Property of the Loan Parties by location and type as of the period then ended:last day of such fiscal quarter, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion; (1b) a detailed aging at the time of delivery of each of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offeredfinancial statements delivered pursuant to Sections 6.01(a) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor;b): (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4i) a reconciliation of the Accounts trial balance and quarter-end Inventory and Equipment reports of the Borrowers between Loan Parties to the amounts shown in the Borrowers’ general ledger of the Loan Parties, in each case, accompanied by such supporting detail and financial statements and documentation as shall be requested by the reports Collateral Agent in its reasonable discretion; (ii) a general description of assets owned by the Loan Parties which have been Disposed of since the date of the most recent Appraisal delivered pursuant to clauses (1Section 6.03(c) and the aggregate book value thereof and (2iii) abovea list of any applications for the registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency which any Borrowing Base Party thereof has filed in the prior fiscal quarter; (5c) a reconciliation at the time of delivery of the loan balance per financial statements referred to in Section 6.01(a), an Appraisal of property, plant and equipment of the Borrowers’ general ledger Loan Parties, such Appraisal to be conducted by an appraiser, and in form and substance, reasonably satisfactory to the loan balance under this AgreementCollateral Agent and Administrative Agent; and (6d) Such other reports, statements and reconciliations with respect to the Collateral of any or all Loan Parties as the Collateral Agent shall from time to time request in its reasonable discretion. The delivery of each certificate and report or any other information delivered pursuant to this Section 6.03 shall constitute a representation and warranty buy the Borrower that the statements and information contained therein are true and correct in all material respects on and as of the month then ended, a schedule and aging of the Borrowers’ accounts payablesuch date. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. The Borrower shall deliver or cause to be delivered (at the expense of the Borrower) to the Collateral Agent and the Administrative Agent the following: (a) no event less frequently than 30 days after the end of each month for the month most recently ended, (i) No later than a monthly Borrowing Base Certificate from the 15th day of each calendar month, Borrower accompanied by such supporting detail and at such other times documentation as may shall be requested by the Collateral Agent in its reasonable discretion and (ii) a list of locations where any license related to any Government Receivable has been revoked since the date of the prior Borrowing Base Certificate; (b) upon request by the Collateral Agent, and in no event less frequently than 30 days after the end of (i) each month, a monthly trial balance showing Accounts outstanding aged from statement date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion and (ii) each quarter, a summary of Inventory by location and type accompanied by such supporting detail and documentation as shall be requested by the period then ended:Collateral Agent in its reasonable discretion (in each case, together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date); (1c) on the date any Borrowing Base Certificate is delivered pursuant to Section 5.2(d) or 6.3(a) or at such more frequent intervals as the Collateral Agent may request from time to time (together with a detailed aging copy of all or any part of such delivery requested by any Lender in writing after the Accounts of the Borrowers (A) including all invoices aged by due date (Closing Date), a collateral report with an explanation of the terms offered) and (B) reconciled respect to the Borrowing Base Certificate delivered Parties, including all additions and reductions (cash and non-cash) with respect to Accounts of the Borrowing Base Parties, accompanied by such supporting detail and documentation as of such date prepared shall be requested by the Collateral Agent in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtorits reasonable discretion; (2d) a schedule detailing at the Inventory time of delivery of each of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule financial statements delivered pursuant to this Section 5.1(p)(i), Sections 6.1(a) and (C) reconciled to the Borrowing Base Certificate delivered as of such date;b): (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4i) a reconciliation of the Accounts trial balance and quarter-end Inventory reports of the Borrowers between Borrowing Base Parties to the amounts shown in the Borrowers’ general ledger of the Borrowing Base Parties, in each case, accompanied by such supporting detail and financial statements and documentation as shall be requested by the reports Collateral Agent in its reasonable discretion; (ii) a general description of assets owned by the Borrowing Base Parties which have been Disposed of since the date of the most recent Appraisal delivered pursuant to clauses (1Section 6.3(e) and the aggregate book value thereof and (2iii) abovea list of any applications for the registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency which any Borrowing Base Party thereof has filed in the prior fiscal quarter; (5e) a reconciliation at the time of delivery of the loan balance per financial statements referred to in Section 6.1(a), an Appraisal of property, plant and equipment of the Borrowers’ general ledger Borrowing Base Parties, such Appraisal to be conducted by an appraiser, and in form and substance, reasonably satisfactory to the loan balance under this AgreementCollateral Agent and Administrative Agent; and (6f) Such other reports, statements and reconciliations with respect to the Borrowing Base or Collateral of any or all Loan Parties as the Collateral Agent shall from time to time request in its reasonable discretion. The delivery of each certificate and report or any other information delivered pursuant to this Section 6.3 shall constitute a representation and warranty buy the Borrower that the statements and information contained therein are true and correct in all material respects on and as of the month then ended, a schedule and aging of the Borrowers’ accounts payablesuch date. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Collateral Reports. The Borrower Representative, at its own expense, shall deliver or cause to be delivered the following: (a) To the Administrative Agent, upon its request, and in no event less frequently than fifteen (15) Business Days after the end of each fiscal month (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), each of the following: (i) No later than the 15th day of each calendar month, a Borrowing Base Certificate accompanied by such supporting detail and at such other times documentation as may shall be requested by the Collateral Agent, as of the period then ended:Administrative Agent in its reasonable discretion; (1ii) a detailed aging summary of the Accounts of the Borrowers (A) including all invoices aged Inventory by due date (with an explanation of the terms offered) location and (B) reconciled to the Borrowing Base Certificate delivered type, in each case accompanied by such supporting detail and documentation as of such date prepared in a manner reasonably acceptable to shall be requested by the Administrative Agent in its reasonable discretion; (iii) a monthly trial balance showing Accounts outstanding (other than Accounts for the industrial and Collateral aftermarket group) aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by the Administrative Agent in its reasonable discretion; (iv) a monthly trial balance showing Accounts outstanding for the industrial and aftermarket group aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days, 91 to 120 days and 121 days or more, accompanied by such supporting detail and documentation as shall be requested by the Administrative Agent in its reasonable discretion; and (v) a monthly report of Reorganization Payments and other fees and expenses incurred in connection with the Reorganization and the financing thereof and other amounts payable under the Plan of Reorganization until such time as the Borrowers shall have certified that all such fees and expenses shall have been paid. (b) To the Administrative Agent, on a weekly basis or at such more frequent intervals as the Administrative Agent may request from time to time (together with a summary specifying copy of all or any part of such delivery requested by any Lender in writing after the nameClosing Date), addressCollateral Reports with respect to the Borrowers, including all additions and balance due for each Account Debtor; reductions (2cash and non-cash) a schedule detailing the Inventory with respect to Accounts of the Borrowers, in form reasonably satisfactory to each case accompanied by such supporting detail and documentation as shall be requested by the Collateral Administrative Agent in its reasonable discretion; (c) To the Administrative Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower time of Cost or market and adjusted for Reserves as delivery of each of the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule monthly financial statements delivered pursuant to this Section 5.1(p)(i)6.1, and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts trial balance and month-end Inventory reports of the Borrowers between the amounts shown in the Borrowers’ to each Borrower's general ledger and monthly financial statements and the reports delivered pursuant to clauses (1) such Section 6.1, in each case accompanied by such supporting detail and (2) abovedocumentation as shall be requested by the Administrative Agent in its reasonable discretion; (5d) To the Administrative Agent, at the time of delivery of each of the quarterly financial statements delivered pursuant to Section 6.1, (i) a reconciliation listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency which any Borrower thereof has filed in the prior fiscal quarter; (e) To the Administrative Agent, the results of each physical verification, if any, which the Borrowers or any of their Subsidiaries may in their discretion have made, or caused any other Person to have made on their behalf, of all or any portion of their Inventory (and, if a Default or an Event of Default shall have occurred and be continuing, the Borrowers shall, upon the request of the loan balance per Administrative Agent, conduct, and deliver the Borrowers’ general ledger results of, such physical verifications as the Administrative Agent may require); (f) To the Administrative Agent such appraisals of its assets as the Administrative Agent may request at any time after the occurrence and during the continuance of a Default or an Event of Default, such appraisals to be conducted by an appraiser, and in form and substance, satisfactory to the loan balance under this AgreementAdministrative Agent; and (6g) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by To the Administrative Agent such other reports, statements and reconciliations with respect to the Borrowing Base or Collateral of any or all Borrowers as the Administrative Agent shall from time to time request in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andits reasonable discretion.

Collateral Reports. Each Credit Party executing this Agreement hereby agrees that, from and after the Closing Date and until the Termination Date, it shall deliver to the Agents or to the Agents and Lenders, as required, the following: (a) To the Agents, within fifteen (15) days after the end of each Fiscal Month (together with a copy of all or any part of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of the following reports, each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding month; (i) No later than a Borrowing Base Certificate with respect to each Borrower, including, without limitation, for informational purposes only, a report showing the 15th day number of ▇▇▇▇ ounces of platinum held by the Credit Parties. The Hedge Termination Value of all outstanding Hedging Contracts, in each calendar month, case accompanied by such supporting detail and at such other times documentation as may shall be requested by the Collateral AgentAgents, Requisite Revolving Lenders or Requisite Term Lenders in their reasonable discretion; (ii) with respect to each Borrower, schedules of sales made, credit issued and cash received, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion; (iii) with respect to each Borrower, (a) a summary of Inventory (other than crude oil) owned by the Credit Parties by location, type and Market Price (including separate reports of all Inventory (other than in respect of crude oil) at any leased locations and/or located in or at any third party warehouses, storage facilities or domains, pipelines, processors, bailees or other third parties which specify the type, amount and Market Value the Inventory at each such third party location) with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion and (b) a summary of crude oil Inventory by type and Market Price owned by the Credit Parties (including related detail concerning aggregate crude oil purchases and aggregate crude oil consumed during such monthly period) with a supporting perpetual crude oil Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion. In addition, with respect to any Revolver Eligible Inventory that is in possession of and is situated at any third-party pipeline, storage facility or domain, bailee, processor or other third party location which has not executed and delivered to the Agents a bailee agreement or instruction letter on terms and conditions satisfactory to the Agents, a report specifying the type, amount and Market Value of the Revolver Eligible Inventory that is expected to be in possession of such third party during the weekly period commencing immediately after the date of such report; and (iv) with respect to each Borrower, a trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion. Notwithstanding anything herein to the contrary, at any time when Borrowing Availability for all Borrowers in the aggregate is less than (a) $25,000,000, Borrowers shall deliver to the Agents by 11:00 a.m. (New York City time) on Tuesday of each week a Borrowing Base Certificate for each Borrower (as of the period then endedclose of Business for the immediately preceding week) and such supporting detail as the Agents shall request in its reasonable discretion or (b) $10,000,000, Borrowers shall deliver to the Agents by 11:00 a.m. (New York City time) on each Business Day a Borrowing Base Certificate for each Borrower (as of the close of business for the immediately preceding Business Day) and such supporting detail as the Agents shall request in its reasonable discretion; provided, that the other items set forth in clauses (ii) and (iii) above may continue to be delivered on a monthly basis; provided further that if Refining shall be sold or otherwise disposed of in connection with a Major Asset Disposal, the minimum Borrowing Availability amount in clause (b) above shall be deemed reduced to $4,000,000. (b) To the Agents, on a monthly basis or at such more frequent intervals as the Agents may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports, with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of such Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion each of which shall be prepared by applicable Borrower as of the last day of the immediately preceding month (or the date two (2) days prior to the date such reports are required if more frequent reporting is requested). (c) To the Agents, at the time of delivery of each of the monthly Financial Statements delivered pursuant to Section 5.1: (1i) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered with respect to each Borrower as of the end of the monthly period for which the most recent Financial Statements are being delivered pursuant to Section 5.1, in each case accompanied by such date prepared supporting detail and documentation as shall be requested by the Agents in its reasonable discretion (each such monthly Borrowing Base Certificate, a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor"Monthly Borrowing Base Certificate"); (2ii) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4a) a reconciliation of the Accounts and Inventory trial balance of the Borrowers between the amounts shown in the Borrowers’ each Borrower's to such Borrower's most recent Monthly Borrowing Base Certificate, general ledger and financial statements and the reports monthly Financial Statements delivered pursuant to clauses (1) Section 5.1, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion and (2) above; (5b) a reconciliation of the loan balance per the Borrowers’ perpetual inventory by location of each Borrower to such Borrower's most recent Monthly Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to Section 5.1, in each case accompanied by such supporting detail and documentation as shall be requested by the loan balance under this AgreementAgents in its reasonable discretion; (iii) an aging of accounts payable (including information indicating the amounts owing to lessors of leased premises and owners or operators of third party warehouses, storage facilities or domains, pipelines, processors and other locations from time to time in possession of any Collateral) and a reconciliation of that accounts payable aging to each Borrower's general ledger and monthly Financial Statements delivered pursuant to Section 5.1, in each case accompanied by such supporting detail and documentation as shall be requested by the Agents in its reasonable discretion; (iv) a reconciliation of the outstanding Loans as set forth in the monthly Loan Accounts statements provided by Administrative Agent and Term Agent to each Borrower's general ledger and monthly Financial Statements, in each case accompanied by such supporting detail and documentation as shall be requested by Administrative Agent and Term Agent in its reasonable discretion; (v) with respect to each Borrower, (a) a report from the operator of each pipeline transporting Revolver Eligible Inventory of such Borrower setting forth the type and quantity of such Revolver Eligible Inventory of such Borrower metered at the intake manifold to such pipeline and (b) a report from the operator at each location where Revolver Eligible Inventory is stored setting forth the type and amount of Revolver Eligible Inventory to which such Borrower has title net of any Revolver Eligible Inventory held at such location as "line fill" or held for the benefit of any third person, in each case for the period covered by such monthly Financial Statements and, if available, for the most recent period; and (6vi) as of (a) a report specifying all amounts owing to any third parties providing crude or other gas products which are secured by a Lien under applicable law (other than the month then endedOklahoma Producer Lien Act) and (b) a report specifying all amounts owing to any third parties providing crude or other gas products which are secured by a Lien under the Oklahoma Producer Lien Act which are past due, a schedule and aging of in each case for the Borrowers’ accounts payableperiod covered by such monthly Financial Statements and, if available, for the most recent period. (iid) reasonably promptly upon a request As and when requested by the Administrative Agent Agents, each Borrower, at its own expense, shall deliver to the Agents the results of each physical verification, if any, that such Borrower or Collateral Agent any of its Subsidiaries may in their Permitted Discretion:discretion have made, or caused any other Person to have made on their behalf, of all or any portion of their Inventory (and, if a Default or an Event of Default has occurred and is continuing, each Borrower shall, upon the request of the Agents, conduct, and deliver the results of, such physical verifications as the Agents may require). (1e) Each Credit Party, at its own expense, shall deliver to the Agents such environmental reviews and appraisals of its Real Estate and other assets as the Agents may request which request shall not be made more than once per Fiscal Year but may be made at any time after the occurrence and during the continuance of a Default or an Event of Default, such environmental reviews and appraisals to be conducted by an environmental engineer and an appraiser, and in form and substance, reasonably satisfactory to the Agents. Such reviews and appraisals shall be kept confidential and protected from disclosure to non-Parties to this Agreement to the maximum extent permitted by law. (f) (i) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, customer statements and credit memos, remittance advices and reports, and copies of deposit slips and bank statements, (ii) copies of shipping and delivery documents, and other information related thereto; and (2iii) copies of purchase orders, invoices, and shipping invoices and delivery documents in connection with any for Inventory purchased and Equipment acquired by any Borrowers; andBorrower or Credit Party as the Agents shall request from time to time; (g) Such other reports, statements and reconciliations with respect to any Borrowing Base, Collateral or Obligations of any or all Credit Parties as the Agents shall from time to time request in its reasonable discretion.