Exhibit
10.1
THIRD BUSINESS
FINANCING MODIFICATION AGREEMENT
This
Third Business Financing Modification Agreement is entered into as of January
31, 2018, by and between Socket Mobile,
Inc., a Delaware corporation (“Borrower”), and Western Alliance Bank,
an Arizona corporation, successor in interest to Bridge Bank, National Association (“Lender”).
1.
DESCRIPTION OF EXISTING INDEBTEDNESS:
Among other indebtedness which may be owing by Borrower
to Lender, Borrower is indebted to Lender pursuant to, among other documents,
a Business Financing Agreement, dated February
27, 2014, by and between Borrower and Lender,
as amended by that certain Business Financing Modification Agreement, dated
as of February 26, 2016, and
that certain Business Financing Modification Agreement, dated as of March
20, 2017 (as so amended, the “Business Financing Agreement”). Capitalized
terms used without definition herein shall
have the meanings assigned to them in the Business Financing Agreement.
Hereinafter,
all indebtedness owing by Borrower to Lender shall be referred to
as the “Indebtedness” and the Business Financing Agreement and any and all other documents executed
by Borrower in favor of Lender shall
be referred to as the “Existing Documents.”
| 2. | DESCRIPTION OF CHANGE IN TERMS. |
| A. | Modifications to Business Financing Agreement: |
(i)
Section 1.7 of the Business Financing
Agreement is hereby amended in its entirety as follows:
1.7 Recourse;
Maturity. Advances and the other Obligations shall be with
full recourse against Borrower. On the Maturity Date, the Borrower will pay all
then outstanding Advances and other Obligations
(other than the Term Advance and all accrued but unpaid Finance
Charges thereon which are due on the Term Advance Maturity Date) to the Lender
or such earlier date as shall be herein
provided.
(ii)
Section 1.9 of the Business Financing Agreement is hereby amended in its entirety
as follows:
(iii)
New Sections 1.12 and 1.13
are hereby added to the Business Financing Agreement
immediately following Section 1.11 thereof
as follows:
(a) Subject
to the terms and conditions of this Agreement, during the
Term Advance Draw Period, upon written request from Borrower,
Lender will make a term loan ("Term Advance") to
Borrower in an amount specified by Borrower in such written request but
not to exceed $4,000,000, the proceeds
of which shall be used solely for
repurchasing outstanding capital stock of Borrower; provided that
(i) all of the representations and
warranties set forth in Section 3 are
true and correct on the date of the Term Advance as though made at and as
of each such date, and (ii) no Default
has occurred and is continuing, or would
result from the Term Advance.
(b)
Borrower shall pay monthly principal
reduction payments on the Term Advance, each in an amount equal to 1/45th
of the original principal amount of the
Term Advance. Each such payment shall be due and
payable on the first day of each month, commencing
May 1, 2018.
(c)
Borrower shall also pay to Lender
25% of the Excess Cash Flow earned during each
and every fiscal quarter during the fiscal year ending
December 31, 2018, commencing with respect to
the fiscal quarter ending March 31, 2018. Each
such payment of Excess Cash Flow shall be due concurrent
with Borrower’s delivery of its monthly financial statements
for the months ending March 31, 2018, June
30, 2018, September 30, 2018 and December
31, 2018 pursuant to Section 4.8(b) but in
no event later than 30 days after the end
of each fiscal quarter, and shall be
based upon the Excess Cash Flow for the applicable
fiscal quarter ended on such dates. Lender
shall apply such Excess Cash Flow toward principal payments owing on the Term Advance
in accordance with Section 1.12(b) in inverse order of maturity.
(d)
On the Term Advance Maturity Date, Borrower shall pay to
Lender the entire unpaid principal balance of the Term Advance together with all accrued
but unpaid Finance Charges thereon. Borrower may prepay the
Term Advance at any time in whole or in part without
penalty or premium, except as otherwise provided in
Section 2.2(i). All such principal amounts
repaid or prepaid may not be reborrowed. All
prepayments shall be applied toward scheduled
principal reductions payments owing under Section1.12(b) in inverse order of maturity.
1.13
Business Credit Card. Borrower may use availability
hereunder up to the Credit Card Limit for issuance
by Lender of business credit cards for
Borrower. The entire Credit Card Limit will be treated
as an Advance for purposes of determining availability under the
Credit Limit and shall decrease, on a dollar-for-dollar basis, the amount available
for other Advances. All credit cards issued under the
Credit Card Limit shall be subject to additional terms set forth in
applicable credit card agreements. Upon the Maturity Date, the amount owing to Lender
on account of credit cards issued to Borrower
shall be secured by unencumbered cash
on terms acceptable to Lender if the term of this
Agreement is not extended by Lender.
(iv)
Clauses (a) and (b) of Section
2.2 of the Business Financing Agreement are hereby amended
in their entirety as follows:
| (a) | Domestic Facility Fee. Borrower
shall pay the Domestic Facility Fee to Lender promptly upon the
execution of the Second Amendment and each anniversary thereof thereafter. |
| (b) | EXIM Facility Fee. Borrower
shall pay the EXIM Facility Fee to Lender promptly upon the
execution of the Second Amendment and each anniversary thereof thereafter. |
(v)
Clauses (d), (e) and (f) of Section
2.2 of the Business Financing Agreement are hereby amended
in their entirety as follows:
| (d) | Fee in Lieu of Warrant.
Borrower shall pay the Fee in Lieu of Warrant
to Lender promptly upon the execution of the
Second Amendment. |
| (e) | Cash Management,
Business Credit Cards, and FX Forward Contract
Fees. Borrower shall pay to
Lender fees in connection with the Cash Management Services, business credit
cards, and the FX Forward Contracts as determined in accordance with Lender’s
standard fees and charges then in effect for such
activity. |
| (f) | Due Diligence Fee. Borrower
shall pay the Due Diligence Fee to Lender promptly upon the
execution of the Second Amendment and each anniversary thereof thereafter. |
(vi)
New clauses (g) and (h) are
hereby added to Section 2.2 of the Business
Financing Agreement immediately following clause (f) thereof
as follows:
| (g) | Term Advance Facility Fee. Borrower
shall pay the Term Advance Facility Fee to Lender promptly upon the
execution of the Second Amendment. |
| (h) | Term Advance Termination Fee.
In the event the Term Advance is prepaid in
full prior to January 31, 2020 by a lender
other than Lender, Borrower shall pay the Term
Advance Termination Fee to Lender. |
(vii)
Subsections 4.8(h) and (i) of
the Business Financing Agreement are hereby amended
in their entirety as follows:
| (h) | Within 10 days after
the end of each calendar month, (i) a detailed aging
of Borrower’s domestic receivables by invoice
date, together with payable aging by
invoice date, and (ii) a detailed aging
of Borrower’s EXIM domestic receivables by due date, together
with a payable aging by due date. |
| (i) | Within 10 days after
the end of each calendar month, (i) distributor sell-through
reports, in form and substance acceptable to
Lender, |
(ii) a deferred revenue report, (iii) sales
journal and cash receipts journal, and (iv) such
other matters as Lender may request.
(viii)
Subsection 4.12(a) of the Business Financing
Agreement is hereby amended to read as
follows:
| (a) | Asset Coverage Ratio not at
any time less than the ratio indicated in the table below opposite the
applicable period in which the test date occurs, to
be tested at the end of each month: |
| | Period: | |
Minimum
Asset Coverage Ratio |
| | Date of Second Amendment – June 29, 2018 | |
0.75 to 1.00 |
| | June 30, 2018 – September 29, 2018 | |
1.00 to 1.00 |
| | September 30, 2018 – December 30, 2018 | |
1.10 to 1.00 |
| | December 31, 2018 and thereafter | |
1.25 to 1.00 |
(ix)
New Subsections 4.12(b) and (c)
are hereby added to the Business Financing Agreement
immediately following subsection 4.12(a) thereof
as follows:
| (b) | Fixed Charge Coverage Ratio not at
any time less than 1.75 to 1.00, to
be tested at the end of each fiscal quarter. |
| (c) | Total Funded Debt to EBITDA Ratio not at
any time greater than 1.75 to
1.00, to be tested at the end of each
month. |
(x)
New Sections 4.13, 4.14 and 4.15
are hereby added to the Business Financing Agreement
immediately following Section 4.12 thereof
as follows:
4.14
Not make any investment in or to any
Person, other than investments existing as of the
date of the Second Amendment and specifically disclosed on a schedule
to this Agreement.
4.15
Not pay any dividends or make
any distributions or payment with respect to
Borrower’s capital stock or redeem, retire or purchase any of Borrower’s
capital stock.
4.16
Not directly or indirectly enter into
or permit to exist any material transaction with any Affiliate of Borrower
except for transactions that are in the ordinary course
of Borrower’s business, upon fair and
reasonable terms that are no less favorable
to Borrower than would be obtained in an arm’s
length transaction with a non-affiliated Person.
(xi)
The following defined terms in Section
12.1 of the Business Financing Agreement are hereby amended
or added as follows:
“Advance”
means an advance made by Lender to Borrower under this
Agreement, including the Term Advance.
“Advance
Rate” means (i) up to 80% in
the case of Domestic Eligible Receivables, and (ii) up to
80% in the case of EXIM Eligible Receivables,
or in each case, such greater or lesser
percentage as Lender may from time to time establish
in its sole discretion upon notice to Borrower.
“Capital
Expenditures” means expenditures made in cash, or financed with long term
debt, by any Person for the acquisition
of any fixed assets or improvements,
replacements, substitutions, or additions thereto
that have a useful life of more than
1 year, including the direct or indirect acquisition
of such assets by way of increased
product or service charges, offset items,
or otherwise, and the principal portion of payments with
respect to Capital Lease Obligations, calculated in accordance with GAAP.
“Capital
Lease” means any lease of an asset by a Person
as lessee which would, in conformity with GAAP, be required to be accounted
for as an asset and corresponding liability on the
balance sheet of that Person.
“Capital
Lease Obligations” of a Person means the amount of the
obligations of such Person under all Capital
Leases which would be shown as a liability
on a balance sheet of such Person prepared
in accordance with GAAP.
“Cash
Flow” means net profit before tax plus interest
expense, depreciation expense and amortization expense, minus distributions,
plus non-cash stock-based expenses (to the extent
deducted from net profit), minus cash tax payments, and
minus Non-Financed Capital Expenditures, calculated in accordance with GAAP.
“Credit
Card Limit” means the lesser of (a) the credit limit stated in the applicable
credit card agreements for business credit cards issued by Lender
for the account of Borrower, or (b) $150,000.
“Credit
Limit” means the sum of Domestic Credit Limit plus the
EXIM Credit Limit plus the Credit Card Limit, which is intended to be the
maximum amount of Advances (including deemed Advances
under the Credit Card Limit) at any time outstanding.
“Domestic
Facility Fee” means a fee equal to 0.50% of the
Domestic Credit Limit due upon the date of the
Second Amendment and each anniversary thereof so long as any Advances are outstanding or available
hereunder.
“Domestic
Overadvance” means at any time an amount equal to the greater of (a) the
amount (if any) by which the total amount
of the outstanding Advances with
respect to Domestic Eligible Receivables (including deemed Advances
with respect to the FX Sublimit and the Credit Card Limit exceeds the lesser
of the Domestic Credit Limit or the Domestic
Borrowing Base, or (b) the amounts (if any)
by which the total amount of the
outstanding deemed Advances with respect to
the FX Sublimit or the Credit Card Limit exceeds
the Subfacility Maximum.
“Due
Diligence Fee” means a payment of an annual fee equal
to $900 due upon the date of the Second
Amendment and upon each anniversary thereof so long as any Advance is outstanding
or available hereunder.
“EBITDA”
means net income before tax plus
interest expense, depreciation expense and
amortization expense, plus non-cash impairment expense, plus non- cash
stock compensation (to the extent deducted from net income),
calculated in accordance with GAAP.
“Excess
Cash Flow” means, with respect to the applicable fiscal quarter,
Cash Flow for such fiscal quarter minus
scheduled principal payments due on the Term Advance pursuant to
Section 1.12(b) during such fiscal quarter minus
the Finance Charge due for such fiscal quarter.
“Fee
in Lieu of Warrant”
means a payment of a fee equal to $20,000, due upon the
date of the Second Amendment.
“Finance
Charge” means an interest amount equal to the sum of (a) the Finance Charge
Percentage of the ending daily Account
Balance for the relevant period, plus (b) the
Finance Charge Percentage of the average principal balance of the
Term Advance outstanding for the relevant period.
“Finance
Charge Percentage” means (a) with respect to
Advances (other than the Term Advance, a rate per year equal
to the Prime Rate plus 0.75 percentage points plus an additional 5.00 percentage
points during any period that an Event
of Default has occurred and is continuing, and
(b) with respect to the Term Advance,
a rate per year equal to the Prime Rate plus 1.75 percentage points plus an
additional 5.00 percentage points during any period that
an Event of Default has occurred and
is continuing.
“Fixed
Charge Coverage Ratio” means the ratio of (a) Cash Flow for the
fiscal quarter ended on the date of determination,
to (b) all cash payments of principal
and interest on Borrower’s debt
during such period, including the principal
and interest portion of all Capital Lease Obligations.
“GAAP”
means generally accepted accounting principles in
the United States of America, consistently applied, which are in effect as
of the date of the Second Amendment Agreement.
If any changes in accounting principles from those
in effect on the date of the Second Amendment
are hereafter occasioned by promulgation of rules, regulations, pronouncements or opinions by or are
otherwise required by the Financial Accounting Standards Board or the
American Institute of Certified Public Accountants (or successors
thereto or agencies with similar functions), and
any of such changes results in
a change in the method of calculation
of, or affects the results of such calculation
of, any of the financial covenants,
standards or terms found herein, then
the parties hereto agree to enter into and diligently pursue negotiations in
order to amend such financial covenants, standards
or terms so as to equitably reflect such changes,
with the desired result that the criteria for evaluating
financial condition and results of operations of Borrower
and its subsidiaries shall be the same after such changes as if such changes
had not been made.
“Maturity
Date” means (i) for Advances under the
Domestic Line of Credit, January 31, 2020, (ii) for Advances
under the EXIM Line of Credit, January
31, 2020, and (iii) for the Term Advance, the
Term Advance Maturity Date, or, in each case, such earlier date as
Lender shall have declared the Obligations immediately due and
payable pursuant to Section 7.2.
“Non-Financed
Capital Expenditures” means, for any period, (a) Capital
Expenditures minus (b) the portion of Capital
Expenditures financed under Capital Leases or other debt (excluding Advances).
“Prime
Rate” means the greater of 4.25% per year or the Prime Rate
published in the Money Rates section of the
Western Edition of The Wall Street Journal, or such other
rate of interest publicly announced from time
to time by Lender as its Prime Rate. Lender may price loans
to its customers at, above, or below the Prime Rate. Any change in the Prime
Rate shall take effect at the opening of business on the day specified
in the public announcement of a change
in the Prime Rate.
“Second
Amendment” means that certain Second Business Financing Modification Agreement, dated as
of January 25, 2018, between the Borrower and
the Lender, amending this Agreement.
“Term
Advance” is defined in Section 1.12.
“Term
Advance Draw Period” means the period commencing upon the
effectiveness of the Second Amendment through and including the April 30, 2018.
“Term
Advance Facility Fee” means a payment of a fee equal to $20,000,
due upon the date of the Second Amendment.
“Term
Advance Maturity Date” means January 31, 2022, or such earlier date
as Lender shall have declared the Obligations
immediately due and payable pursuant to
Section 7.2.
“Term
Advance Termination Fee” means (a) $80,000 if the Term Advance is
prepaid in full on or before January
31, 2019, and (b) $40,000 if the Term Advance
is prepaid in full on or after February
1, 2019 but on or before January 31, 2020.
“Third
Amendment” means that certain Third Business Financing Modification Agreement, dated as
of January 31, 2018, between the Borrower
and the Lender, amending this Agreement.
“Total
Funded Debt to EBITDA Ratio” means, as of the date of determination,
the ratio of (a) the sum of the
Obligations, Subordinated Debt, and Borrower’s Capital Lease Obligations, to (b) EBITDA
for the trailing 12 month period ended
on the date of determination.
(xii)
The definition of “Cash Management Sublimit” set forth in Section 12.1
of the Business Financing Agreement is hereby deleted.
(xiii)
Exhibit A attached to
the Business Financing Agreement is hereby replaced with Exhibit
A attached hereto.
3.
CONSISTENT CHANGES.
The Existing Documents are each hereby amended wherever necessary to
reflect the changes described above.
4. PAYMENT
OF FEES. Upon execution hereof, Borrower
shall pay Lender the Domestic Facility Fee in the amount of $10,000, the
EXIM Facility Fee in the amount of $5,000, the Term Advance Facility Fee in the
amount of $20,000, the Fee in Lieu of Warrant
in the amount of $20,000, the EXIM Application Fee in the amount of $100, and
the Due Diligence Fee in the amount of $900, plus all out-of-pocket expenses.
5.
NO DEFENSES OF BORROWER/GENERAL RELEASE.
Borrower agrees that, as of this date, it
has no defenses against the obligations to
pay any amounts under the Indebtedness.
Each of Borrower and Guarantor (each,
a “Releasing Party”) acknowledges that Lender would not enter
into this Business Financing Modification Agreement without Releasing Party’s assurance that it has no claims
against Lender or any of Lender’s
officers, directors, employees or agents. Except for the
obligations arising hereafter under this
Business Financing Modification Agreement, each Releasing Party releases Lender,
and each of Lender’s and entity’s officers, directors and
employees from any known or unknown claims
that Releasing Party now has against Lender of any
nature, including any claims that Releasing Party, its successors, counsel, and advisors
may in the future discover they would have now had if
they had known facts not now known to them, whether founded in
contract, in tort or pursuant to any other theory
of liability, including but not limited
to any claims arising out of or related to the Agreement or the
transactions contemplated thereby. Releasing Party waives the provisions of California
Civil Code section 1542, which states:
A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS
OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER, MUST
HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
The
provisions, waivers and releases set
forth in this section are binding upon each
Releasing Party and its shareholders, agents, employees, assigns and successors in interest. The provisions, waivers
and releases of this section shall inure to the benefit of Lender
and its agents, employees, officers, directors, assigns and successors in interest.
The provisions of this section shall survive payment in
full of the Obligations, full performance of all
the terms of this Business Financing Modification Agreement and the Agreement, and/or
Lender’s actions to exercise any remedy available under the
Agreement or otherwise.
6.
CONTINUING VALIDITY.
Borrower understands and agrees that in modifying the existing Indebtedness,
Lender is relying upon Borrower’s
representations, warranties, and agreements, as set forth in
the Existing Documents. Except as expressly modified pursuant to this Business Financing
Modification Agreement, the terms of the Existing Documents remain unchanged
and in full force and effect. Lender’s
agreement to modifications to the existing Indebtedness pursuant to this Business
Financing Modification Agreement in no way shall obligate Lender
to make any future modifications to the Indebtedness. Nothing
in this Business Financing Modification Agreement shall constitute a satisfaction
of the Indebtedness. It is the intention
of Lender and Borrower to retain as liable
parties all makers and endorsers of Existing
Documents, unless the party is expressly
released by Lender in writing. No maker, endorser, or guarantor will
be released by virtue of this Business Financing Modification Agreement. The terms
of this paragraph apply not only to
this Business Financing Modification Agreement, but also to any subsequent Business
Financing modification agreements.
7.
CONDITIONS. The
effectiveness of this Business Financing Modification Agreement is conditioned
upon payment of the fees and expenses set
forth in Section 4 above and the execution
hereof by Lender and Borrower.
[remainder
of this page intentionally left blank]
8.
NOTICE OF FINAL AGREEMENT.
BY SIGNING THIS DOCUMENT EACH PARTY REPRESENTS AND AGREES THAT: (A) THIS WRITTEN AGREEMENT
REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES, (B) THERE ARE NO UNWRITTEN ORAL
AGREEMENTS BETWEEN THE PARTIES, AND (C) THIS WRITTEN AGREEMENT MAY NOT BE CONTRADICTED
BY EVIDENCE OF ANY PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR UNDERSTANDINGS OF THE PARTIES.
| BORROWER: |
LENDER: |
| |
|
SOCKET
MOBILE, INC.
|
WESTERN
ALLIANCE BANK,
an Arizona corporation |
By /s/ David W. Dunlap
Name: David W. Dunlap
Title: CFO |
By
/s/ Lisa Chang
Name:
Lisa Chang
Title:
Vice President, Relationship Manager |
Exhibit
A
Form
of Compliance Certificate
COMPLIANCE
CERTIFICATE
TO: WESTERN ALLIANCE BANK,
an Arizona corporation (the “Lender”)
FROM: SOCKET MOBILE, INC.,
a Delaware corporation (the “Borrower”)
The
undersigned authorized officer of Borrower hereby certifies that in accordance with the terms and conditions of the Business Financing
Agreement between Borrower and Lender (the “Agreement”), (i) Borrower is in complete compliance for the period ending
_______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated
in the Agreement are true and correct as of the date hereof. Attached herewith are the required documents supporting the above
certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles
(GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes.
Please
indicate compliance status by circling Yes/No under “Complies” column.
| Reporting Covenant |
Required |
Complies |
| |
|
|
|
| Audited
annual financial statements |
120 days
after FYE |
Yes |
No |
| |
|
|
|
| Monthly
financial statements |
30 days
after month end |
Yes |
No |
| |
|
|
|
| Copies
of management letters to or from Borrower’s auditors |
Promptly
upon sending or receipt |
Yes |
No |
| |
|
|
|
| Form
10-K Annual Report, Form 10-Q Quarterly Report and Form 8-K |
concurrent
with the date of filing with the Securities and Exchange Commission |
Yes |
No |
| |
|
|
|
| Annual
financial projections |
30 days
of FYE |
Yes |
No |
| |
|
|
|
| Compliance
Certificate |
30 days
after month end |
Yes |
No |
| |
|
|
|
| Domestic
and EXIM Borrowing Base Certificates |
10 days
after month end |
Yes |
No |
| |
|
|
|
| Domestic
A/R and A/P agings by invoice date |
10 days
after month end |
Yes |
No |
| |
|
|
|
| EXIM
A/R and A/P agings by due date |
10 days
after month end |
Yes |
No |
| |
|
|
|
| Sell
through reports |
10 days
after month end |
Yes |
No |
| |
|
|
|
| CPA
prepared business tax returns |
Within
5 days of filing |
Yes |
No |
| |
|
|
|
| Financial
Covenant |
Required |
Actual |
Complies |
| |
|
|
|
|
| Asset
Coverage Ratio |
Period: |
Minimum Asset Coverage Ratio |
___ to
1.00 |
Yes |
No |
| |
Date
of Second Amendment - June 29, 2018
|
0.75 to 1.00 |
|
|
|
| |
June 30, 2018 - September 29, 2018
|
1.00 to 1.00 |
|
|
|
| |
September
30, 2018 - December 30, 2018
|
1.10 to 1.00 |
|
|
|
| |
December 31, 2018 and thereafter
|
1.25 to 1.00 |
|
|
|
| |
|
|
|
|
| Fixed
Charge Coverage Ratio |
Not less than 1.75
to 1.00 |
___ to
1.00 |
Yes |
No |
| |
|
|
|
|
| Total
Funded Debt to EBITDA Ratio |
Not greater than 1.75
to 1.00 |
___ to
1.00 |
Yes |
No |
| |
|
|
|
|
Deposits
|
|
|
|
|
| Deposits
held at Bridge Bank: $______________________ |
|
|
|
|
| Deposits
held outside of Bridge Bank: $________________ |
|
|
|
|
| |
| |
|
|
|
|
| Comments
Regarding Exceptions: See Attached. |
BANK
USE ONLY |
| |
|
| |
Received
by: ________________________________________ |
| Sincerely, |
AUTHORIZED
SIGNER |
| |
|
| |
Date:
______________________________________________ |
| |
|
| ___________________________________________ |
Verified:
___________________________________________ |
| SIGNATURE |
AUTHORIZED
SIGNER |
| |
|
| |
|
| ___________________________________________ |
Date:
______________________________________________ |
| TITLE |
|
| |
Compliance
Status |
Yes |
No |
| ___________________________________________ |
|
| DATE |
|
| |
|
|
|
|
|
