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LOAN AND SECURITY AGREEMENT <br />Page 4 of 6 <br />12.8That Collateral will not be changed, transferred, or otherwise disposed of or be subjected to <br />any unpaid charge, unless the Fundconsents in advance in writing to such change, transfer, <br />or charge. <br />12.9Upon the Fund’s request, provide a list of buyer, commission merchants and selling agents to <br />or through whom theBorrower intends to sell the products granted as Collateral; <br />12.10Keep proper books of account in a manner satisfactory to the Fund; <br />12.11Submit an annual financial statement reviewed or compiled by an independentpublic <br />accountant within sixty(60)days of the close of the Borrower’s fiscal year for the Business; <br />12.12Submit a copy of its annual tax return to the Fundwithin one month of filing. The Borrower <br />hereby authorizes all federal, state and municipal authorities to furnish reports of <br />examinations, records, and other information relating to the condition and affairs of the <br />business and any desired information from reports, returns,files, and records of such <br />authorities upon request therefore by the Fund; <br />12.13Keep and maintain books, records, and other documents relating directly to the receipt and <br />disbursement of loan funds and the fulfillment of this Agreement. Each party agrees that any <br />duly authorizedrepresentative of the Fundshall at all reasonable times, have access to and <br />the right to inspect, copy, audit and examine all of the books, records and other documents <br />relating to the loan and fulfillment of this Agreement. <br />13.The Borrower agrees that it will not do any of the following without the Fund’s prior written consent: <br />13.1Effect a change of ownership or control of the Business; <br />13.2Consolidate or merge with any other Fund, unless the procedures for assignment and/or <br />assumption are complied with; or <br />13.3At any time the Borrower is in default, give any preferential treatment, make any advance, <br />directly or indirectly controlling or affiliated with or controlled by the Borrower, or any other <br />Fund, or to any officer, director, or employee of the Borrower, or of any such Fund; <br />13.4For two years after the date of this Agreement, undertake additional debt financingwithout <br />prior written consent of the Fund, except that this provision shall not prohibit Borrower from (a) <br />purchase money financing of ordinary and necessary equipment or (b) creditpurchases of <br />inventory. The Fund’s consent, when required under this provision, shall not be unreasonably <br />withheld. <br />13.5Permit or suffer to exist any other lien, security interest or encumbrance upon the Collateral, <br />except for the existing security interest described in Exhibit D and the security interest created <br />pursuant to this Agreement and any other agreements delivered by the Borrower pursuant to <br />this Agreement. <br />13.6Use the Collateral for any illegal purposes. <br />13.7Assert a claim or defense held against the Fundagainst any assignee of this Agreement <br />14.The Borrower further represents to the Fundand acknowledges that the following things are true: <br />14.1No financing statement, other than those financing statement(s) on filewith the North Carolina <br />Secretary of State at the date of execution of this Agreement and described in Exhibit D(if <br />DocuSign Envelope ID: 71A540D4-95BC-4724-9E65-6A85543C95A9