Inspection and Reporting Each Grantor shall permit the Collateral Agent, or any agent or representatives thereof or such attorneys, accountant or other professionals or other Persons as the Collateral Agent may designate (at Grantors’ sole cost and expense) (i) to examine and make copies of and abstracts from any Grantor’s Records and books of account, (ii) to visit and inspect its properties, (iii) to verify materials, leases, Instruments, Accounts, Inventory and other assets of any Grantor from time to time, and (iv) to conduct audits, physical counts, appraisals, valuations and/or examinations at the locations of any Grantor. Each Grantor shall also permit the Collateral Agent, or any agent or representatives thereof or such attorneys, accountants or other professionals or other Persons as the Collateral Agent may designate to discuss such Grantor’s affairs, finances and accounts with any of its directors, officers, managerial employees, attorneys, independent accountants or any of its other representatives. Without limiting the foregoing, the Collateral Agent may, at any time, in the Collateral Agent’s own name, in the name of a nominee of the Collateral Agent, or in the name of any Grantor communicate (by mail, telephone, facsimile or otherwise) with the Account Debtors of such Grantor, parties to contracts with such Grantor and/or obligors in respect of Instruments or Pledged Debt of such Grantor to verify with such Persons, to the Collateral Agent’s satisfaction, the existence, amount, terms of, and any other matter relating to, Accounts, Instruments, Pledged Debt, Chattel Paper, payment intangibles and/or other receivables.
Funding, Services and Reporting The HSP represents warrants and covenants that
(a) the Funding is, and will continue to be, used only to provide the Services in accordance with the terms of this Agreement;
(b) the Services are and will continue to be provided: by persons with the expertise, professional qualifications, licensing and skills necessary to complete their respective tasks; and in compliance with Applicable Law and Applicable Policy; and
(c) every Report is accurate and in full compliance with the provisions of this Agreement, including any particular requirements applicable to the Report and any material change to a Report will be communicated to the Funder immediately.
Basic Financial Information and Reporting (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied, and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied.
(b) As soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish each Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company's Board of Directors.
(c) The Company will furnish each Investor, as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles, with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.
(d) So long as an Investor (with its Affiliates) shall own not less than five hundred thousand (500,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a "MAJOR INVESTOR"), the Company will furnish each such Major Investor (i) at least thirty (30) days prior to the beginning of each fiscal year an annual budget and operating plans for such fiscal year (and as soon as available, any subsequent revisions thereto); and (ii) as soon as practicable after the end of each month, and in any event within twenty (20) days thereafter, a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the Company for such month and for the current fiscal year to date, including a comparison to plan figures for such period, prepared in accordance with generally accepted accounting principles consistently applied, with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.
(e) So long as any Series B Investor (with its Affiliates) owns any shares of Registrable Securities, the Company will furnish to three (3) Investors appointed by Atlas (as designated in writing to the Company)
(i) at least thirty (30) days prior to the beginning of each fiscal year an annual budget and operating plans for such fiscal year (and as soon as available, any subsequent revisions thereto); and (ii) as soon as practicable after the end of each month, and in any event within twenty (20) days thereafter, a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the Company for such month and for the current fiscal year to date, including a comparison to plan figures for such period, prepared in accordance with generally accepted accounting principles consistently applied, with the exception that no notes need be attached to such statements and year end audit adjustments may not have been made; provided, however, that after the termination of that certain Consulting Agreement (the "Consulting Agreement") between the Company and Atlas, dated as of April 19, 1999, Investors who are holders of Registrable Securities issued or issuable upon conversion of Series B Stock, or upon exercise of the Warrants, shall only be furnished with balance sheets and statements of income pursuant to this subsection (e).
Environmental Compliance and Reports Borrower shall comply in all respects with any and all Environmental Laws; not cause or permit to exist, as a result of an intentional or unintentional action or omission on Borrower’s part or on the part of any third party, on property owned and/or occupied by Borrower, any environmental activity where damage may result to the environment, unless such environmental activity is pursuant to and in compliance with the conditions of a permit issued by the appropriate federal, state or local governmental authorities; shall furnish to Lender promptly and in any event within thirty (30) days after receipt thereof a copy of any notice, summons, lien, citation, directive, letter or other communication from any governmental agency or instrumentality concerning any intentional or unintentional action or omission on Borrower’s part in connection with any environmental activity whether or not there is damage to the environment and/or other natural resources. Additional Assurances. Make, execute and deliver to Lender such promissory notes, mortgages, deeds of trust, security agreements, assignments, financing statements, instruments, documents and other agreements as Lender or its attorneys may reasonably request to evidence and secure the Loans and to perfect all Security Interests.
Accounting and Reporting I. The Agent shall establish separate accounts for the trust assets, the assets obtained as a result of managing and utilizing the trust assets, its own assets, and other trust assets.
II. The Agent shall prepare and send monthly an comprehensive statement in writing, via email or text message to the Principal. The comprehensive statement will provide to the Principle in accordance with the law, agreement or on a basis of risk management. The content states the Pinciple’s business dealing with the Agent, including deposits, loans(foreign currency loans、overdue receivables、bad debts and credit card debt excluded), non-discretionary monetary trust, insurance and other business information or activities related to financial products(charitable trusts, individual or corporate trusts, SWIFT, financial, credit card and securities business statements excluded). The Agent may engage a third party to prepare and send comprehensive statements according to the law. The Principal shall check the content upon receiving the comprehensive statement.The Principal understands and agrees that, when constitutions of the transaction and/or trust, completion of changes of conditions and/or other agreements, and/or proportional changes of investment gains and losses, the Agent may send the comprehensive statement and/or text message, email and/or related transaction information to the Principal for his/her understanding using latest contact information retained by the Agent when the Principal applies for any business (including, but not limited to, deposits or credit cards).The Agent will not provide comprehensive statements to the Principle, once private banking department reach the agreement with the Principle to provide exclusive statements.
III. When authorized to invest in offshore structured notes, the Agent shall prepare and send a written or electronic transaction confirmation notifications within three business days from the day a subscription, redemption, conversion, or early redemption confirmation notification is received from the issuer or the general agent (excluding distribution of dividends and bonuses) to the Principal. Additionally, the Agent shall prepare and send monthly a written or electronic statement or another document disclosing the most recent reference price to the Principal for his/her reference.
IV. If the Principal’s comprehensive statement, transaction notice and transaction confirmation are rejected or returned after being mailed/sent to the address/number specified in the Agreement or the last known address/number of the Principal shall be handled according to the following principles:
(I) If the Principal does not make any new transactions before the closing date of the current comprehensive statement, the Agent may send a return notification in a way agreed upon between the Agent and the Principal from the date the mail/text message is rejected or returned to the date the Principal changes the mailing address, e-mail address、phone number in accordance with the Agent's regulations.If the method of sending the comprehensive statement is paper ,the paper comprehensive statement will be stopped and a text message of return notification will be sent when the comprehensive statement should be sent in the next period; If the method of sending the comprehensive statement is e-mail or text message, the electronic comprehensive statement will continue to be sent and a text message or e-mail of return notification will be sent when the comprehensive statement should be sent in the next period.However, when the Principal requests that the Agent resend the comprehensive statement, the Agent may provide the statement to the Principal using a feasible method at the time, and the Principal must change the mailing address, e-mail address or phone number according to the Agent's regulations.
(II) If the Principal’s comprehensive statement, transaction notice and transaction confirmation are rejected or returned, the Principal understands and agrees that the Agent may notify the Principal in accordance with the Article 10 aforementioned and implement transaction monitoring measures to protect the Principal's rights in accordance with the Agent’s regulations.