Common use of Collateral Reporting Requirements Clause in Contracts

Collateral Reporting Requirements. (a) Not later than 5:00 P.M. (New York time) on or before the 15th day of each month commencing May 2013 (or at least weekly (or more frequently as the Administrative Agent may require) during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Parties shall deliver or cause to be delivered to the Administrative Agent a borrowing base certificate setting forth the Borrowing Base (with supporting calculations in reasonable detail) substantially in the form of Exhibit N (each, a “Borrowing Base Certificate”), which shall be prepared as of the last Business Day of the preceding month (or, if any such Borrowing Base Certificate is delivered more frequently than monthly, such shorter preceding period as shall be required by the Administrative Agent). Each such Borrowing Base Certificate shall include or be accompanied by a summary of all general ledger accounts for rebates, discounts and accruals and such other supporting information as may be reasonably requested from time to time by the Administrative Agent. (b) Not later than 5:00 P.M. (New York time) on or before the 15th day after the Effective Date (for March 2013), and on or before the 15th day of each month thereafter, commencing May 15, 2013 (or more frequently as the Administrative Agent may require during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Parties shall deliver or cause to be delivered to the Administrative Agent (1) a summary aged trial balance by customer (including aging categories of Accounts which are 30, 60 and 90 days past due) and a summary aged trial balance by payment terms, (2) upon the request of the Administrative Agent, a detailed listing and a detailed summary of the Borrowers’ accounts payable indicating which accounts payable are more than thirty (30) days past due, (3) a summary inventory listing, or, upon the request of the Administrative Agent, a detailed inventory listing, (4) a reconciliation of Accounts and inventory to the general ledger and to the Borrowing Base Certificate delivered pursuant to clause (a) of this Section 8.13 and (5) a listing of the top five Account Debtors by concentration, together with the aged balances of the Accounts of such Account Debtors. The Administrative Agent shall distribute to the Lenders (including by posting electronic versions thereof to a data site accessible by the Lenders) copies of the reports that it receives pursuant to clauses (a) and (b) of this Section 8.13 promptly after the Administrative Agent’s receipt thereof.

Collateral Reporting Requirements. (ai) Not Other than as set forth in clause (B) below, not later than 5:00 P.M. (New York time) on or before the 15th day of each month commencing May 2013 September 2009 (or at least weekly (or more frequently as the Administrative Agent may require) during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Credit Parties shall deliver or cause to be delivered to the Administrative Agent a borrowing base certificate setting forth the U.S. Borrowing Base and the Canadian Borrowing Base (in each case with supporting calculations in reasonable detail) substantially in the form of Exhibit N (each, a “Borrowing Base Certificate”), which shall be (A) except as set forth in clause (B) below, prepared as of the last Business Day of the preceding month (or, if any such Borrowing Borrower Base Certificate is delivered more frequently than monthly, such shorter preceding period as shall be required by the Administrative Agent), and (B) (1) in the case of the initial Borrowing Base Certificate delivered on the Effective Date hereunder, a preliminary Borrowing Base Certificate prepared for the month ended July 31, 2009, to be replaced by (2) an updated, final Borrowing Base Certificate prepared as of July 31, 2009 and delivered to the Administrative Agent no later than August 20, 2009. Each such Borrowing Base Certificate shall include or be accompanied by a summary of all general ledger accounts for rebates, discounts and accruals and such other supporting information as may be reasonably requested from time to time by the Administrative Agent. (bii) Not later than 5:00 P.M. (New York time) on or before the 15th 15 th day after the Effective Date (for March 2013July 2009), and on or before the 15th day of each month thereafter, commencing May September 15, 2013 2009 (or more frequently as the Administrative Agent may require request during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Credit Parties shall deliver or cause to be delivered to the Administrative Agent (1) a summary aged trial balance by customer (including aging categories of Accounts which are 30, 60 and 90 days past due) and a summary aged trial balance by payment terms, (2) upon the request of the Administrative Agent, a detailed listing and a detailed summary of the Borrowers’ accounts payable indicating which accounts payable are more than thirty (30) days past due, (3) a summary inventory listing, or, upon the request of the Administrative Agent, a detailed inventory listing, (4) a reconciliation of Accounts and inventory to the general ledger and to the Borrowing Base Certificate delivered pursuant to clause (aa)(i) of this Section 8.13 9.02 and (5) a listing of the top five Account Debtors by concentration, together with the aged balances of the Accounts of such Account Debtors. The Administrative Agent shall distribute to the Lenders (including by posting electronic versions thereof to a data site accessible by the Lenders) copies of the reports that it receives pursuant to clauses (a) and (b) of this Section 8.13 promptly after the Administrative Agent’s receipt thereof.

Collateral Reporting Requirements. (ai) Not Other than as set forth in clause (B) below, not later than 5:00 P.M. (New York time) on or before the 15th 15 th day of each month commencing May 2013 September 2009 (or at least weekly (or more frequently as the Administrative Agent may require) during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Credit Parties shall deliver or cause to be delivered to the Administrative Agent a borrowing base certificate setting forth the U.S. Borrowing Base and the Canadian Borrowing Base (in each case with supporting calculations in reasonable detail) substantially in the form of Exhibit N (each, a “Borrowing Base Certificate”), which shall be (A) except as set forth in clause (B) below, prepared as of the last Business Day of the preceding month (or, if any such Borrowing Borrower Base Certificate is delivered more frequently than monthly, such shorter preceding period as shall be required by the Administrative Agent), and (B) (1) in the case of the initial Borrowing Base Certificate delivered on the Effective Date hereunder, a preliminary Borrowing Base Certificate prepared for the month ended July 31, 2009, to be replaced by (2) an updated, final Borrowing Base Certificate prepared as of July 31, 2009 and delivered to the Administrative Agent no later than August 20, 2009. Each such Borrowing Base Certificate shall include or be accompanied by a summary of all general ledger accounts for rebates, discounts and accruals and such other supporting information as may be reasonably requested from time to time by the Administrative Agent. (bii) Not later than 5:00 P.M. (New York time) on or before the 15th day after the Effective Date (for March 2013July 2009), and on or before the 15th day of each month thereafter, commencing May September 15, 2013 2009 (or more frequently as the Administrative Agent may require request during a Monthly Reporting Period or during the continuance of an Event of Default), the Loan Credit Parties shall deliver or cause to be delivered to the Administrative Agent (1) a summary aged trial balance by customer (including aging categories of Accounts which are 30, 60 and 90 days past due) and a summary aged trial balance by payment terms, (2) upon the request of the Administrative Agent, a detailed listing and a detailed summary of the Borrowers’ accounts payable indicating which accounts payable are more than thirty (30) days past due, (3) a summary inventory listing, or, upon the request of the Administrative Agent, a detailed inventory listing, (4) a reconciliation of Accounts and inventory to the general ledger and to the Borrowing Base Certificate delivered pursuant to clause (aa)(i) of this Section 8.13 9.02 and (5) a listing of the top five Account Debtors by concentration, together with the aged balances of the Accounts of such Account Debtors. The Administrative Agent shall distribute to the Lenders (including by posting electronic versions thereof to a data site accessible by the Lenders) copies of the reports that it receives pursuant to clauses (a) and (b) of this Section 8.13 promptly after the Administrative Agent’s receipt thereof.