Accounting; Financial Statements and Other Information. Borrower shall maintain a standard system of accounting, established and administered in accordance with GAAP consistently followed throughout the periods involved, and will set aside on its books for each Quarter and fiscal year, the proper amounts or accruals for depreciation, obsolescence, amortization, bad debts, current and deferred taxes, prepaid expenses, and for other purposes as shall be required by GAAP. Borrower will deliver or cause to be delivered to the Lender:
(a) As soon as practicable after the end of each Quarter in each fiscal year, except the last, and in any event within forty-five (45) days thereafter, financial statements, including income statement, balance sheet, statement of condition of the Borrower as of the end of such Quarter, and statements of cash flow, changes in financial position, and common shareholder's equity for such Quarter, certified as complete and correct by the principal financial officer of Borrower, subject to changes resulting from year-end adjustments;
(b) As soon as practicable after the end of each fiscal year, and in any event within ninety (90) days thereafter, audit quality financial statements, including income statement, balance sheet, statement of condition of the Borrower as of the end of such year, and statement of cash flow and changes in financial position of the Borrower for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared by an independent certified public accountant, selected by Borrower and satisfactory to the Lender, and prepared in accordance with generally accepted review standards;
(c) Together with each set of financial statements required by subparagraphs (a) and (b) above, a certificate by the chief financial officer or other authorized officer of Borrower stating that the representations and warranties contained in this Agreement are true and correct as of the date of the certificate, and whether or not there exists any Event of Default or Potential Default, specifying the nature and period of existence thereof and what action, if any, the Borrower is taking or proposes to take with respect thereto;
(d) Promptly and in any event within ten (10) days after the occurrence of a Reportable Event with respect to a Plan, a copy of any materials required to be filed with the PBGC with respect to such Reportable Event or those that would have been required to be filed if the thirty (30) day notice requirem...
Accounting; Financial Statements and Other Information. The Company will maintain, and will cause each of its Subsidiaries to maintain, a system of accounting established and administered in accordance with generally accepted accounting principles, and will accrue, and will cause each of its Subsidiaries to accrue, all such liabilities as shall be required by generally accepted accounting principles. The Company will deliver (in duplicate) to each of the Purchasers, so long as each such Purchaser shall be entitled to purchase Notes under this Agreement or it or its nominee shall be the holder of any Notes, and to each other holder of any Notes:
(a) not later than the earlier to occur of (i) the fiftieth day after the end of each of the first three quarterly fiscal periods in each fiscal year of the Company and (ii) the date of the filing thereof with the Securities and Exchange Commission, consolidated balance sheets of the Company and its Subsidiaries as at the end of such period and the related consolidated statements of income, stockholders' equity and cash flows of the Company and its Subsidiaries for such period and (in the case of the second and third quarterly periods) for the period from the beginning of the current fiscal year to the end of such quarterly period, setting forth in each case in comparative form the consolidated figures for the corresponding periods of the previous fiscal year, all in reasonable detail and certified by a principal financial officer of the Company as presenting fairly, in accordance with generally accepted accounting principles (except for the absence of notes thereto) applied (except as specifically set forth therein) on a basis consistent with such prior fiscal periods, the information contained therein, subject to changes resulting from normal year-end audit adjustments; provided that so long as the Company is subject to the reporting provisions of the Exchange Act, timely delivery of copies of the Company's quarterly report on Form 10-Q for such period will satisfy the requirements of this paragraph (a);
(b) not later than the earlier to occur of (i) the one hundred twentieth day after the end of each fiscal year of the Company and (ii) the date of the filing thereof with the Securities and Exchange Commission, consolidated balance sheets of the Company and its Subsidiaries as at the end of such year and the related consolidated statements of income, stockholders' equity and cash flows of the Company and its Subsidiaries for such fiscal year, setting forth in each case...
Accounting; Financial Statements and Other Information. Borrower will maintain a system of accounts established and administered in accordance with Generally Accepted Accounting Principles consistently applied. Borrower will deliver or cause to be delivered to Lender: Financial Reports -----------------
(i) as soon as available and in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Parent, consolidated and consolidating financial statements of Parent and its Subsidiaries (including, after the Merger, Borrower), including a balance sheet as of the end of period, and statements of income for the period(s) that have been included as part of the consolidated financial statement disclosure of Parent's SEC Form 10-Q filing, which in the case only of the consolidated financial statements of Parent, have been reviewed by Parent's appointed independent accounting firm, along with statements of cash flows for that period. In connection with the delivery of such quarterly financial statements, an officer, on behalf of Borrower, will provide written representation that there is no knowledge of an Event of Default or an event that with notice or lapse of time or both could constitute and Even of Default, has occurred and is continuing or if in the opinion of said individual an Event of Default or such an event has occurred and is continuing a statement as to the nature thereof and the action which Borrower proposes to take with respect thereto (the provision for such a statement herein shall in no way be construed as a consent to the existence of such an Event of Default and of the granting of time to cure);
(ii) as soon as available and in any event within one hundred twenty (120) days after the end of each fiscal year of Parent, consolidated and consolidating financial statements of Parent (including, after the Merger, Borrower), including a balance sheet as of the end of such fiscal year and statements of income for the year(s) that have been included as part of the consolidated financial statement disclosure of Parent's SEC Form 10-K filing, which in the case only of the consolidated financial statements of Parent, have been audited by Parent's appointed independent accounting firm, and statements of cash flow for that period. In connection with the delivery of such annual financial statements, an officer, on behalf of Borrower, will provide written representation that there is no knowledge of an Event of Default or an event that with notice or la...
Accounting; Financial Statements and Other Information. While any amount owing under this Agreement or any of the other Documents remains unpaid, or the Administrative Agent or the Credit Facility Lenders have any obligations under this Agreement or any of the other Documents, each Borrower covenants with each Credit Facility Lender and the Administrative Agent as follows:
Accounting; Financial Statements and Other Information. Borrower shall maintain a system of accounts established and administered in accordance with GAAP and practices consistently applied. Borrower shall deliver or cause to be delivered to Lender:
Accounting; Financial Statements and Other Information. While any amount owing under this Agreement or any of the other Documents remains unpaid, or the Agent or any Lender has any obligations under this Agreement or any of the other Documents, the Borrower covenants with the Agent and each Lender as follows:
Accounting; Financial Statements and Other Information. The Borrower will maintain, a standard system of accounting, established and administered in accordance with GAAP consistently followed throughout the periods involved, and will set aside on its books, for each fiscal year, the proper amounts for depreciation, obsolescence, amortization, bad debts, current and deferred taxes, and other purposes as shall be required by GAAP. The Borrower will deliver to the Bank or cause to be delivered to the Bank:
(a) Monthly internally prepared financial statements for Borrower certified as being true, accurate and complete by an officer of the Borrower, not later than fifty (50) days after the expiration of each month;
(b) As soon as practicable after the end of each fiscal year, and in any event within ninety-five (95) days thereafter, the audited annual financial statements of Borrower, including the balance sheets, as at the end of such fiscal year, together with related statements of income and retained earnings (or accumulated deficit) and statement of cash flows for such fiscal year, setting forth in comparative form the corresponding figures as at the end of or for the previous fiscal year, all in reasonable detail and in accordance with GAAP, prepared by a certified public accountant reflected by the Borrower and acceptable to Bank;
(c) quarterly and annual covenant compliance certificates for Borrower certified as being true, accurate, and complete by of officer of the Borrower, relating to those covenants describe in Section 6.10, below, not later than fifty (50) days after the expiration of each fiscal quarter and ninety-five (95) days after expiration of each fiscal year, as applicable, of the Borrower;
(d) With reasonable promptness, such other data and information as from time to time may be reasonably requested by the Bank.
Accounting; Financial Statements and Other Information. The ------------------------------------------------------ Company will maintain, and will cause each Subsidiary to maintain, a standard system of accounting, established and administered in accordance with GAAP consistently followed through out the periods involved, and will set aside on its books, for each fiscal year, the proper amounts for depreciation, obsolescence, amortization, bad debts, current and deferred taxes, and other purposes as shall be required by GAAP. The Company, unless the Bank shall otherwise consent in writing, will deliver to the Bank or cause to be delivered to the Bank:
Accounting; Financial Statements and Other Information. 18 SECTION 8. INSPECTION.. . . . . . . . . . . . . . . . . . . . . . . . . . 23
Accounting; Financial Statements and Other Information. The Borrower will maintain a standard system of accounting, established and administered in accordance with GAAP consistently followed throughout the periods involved, and will set aside on its books, for each fiscal year, the proper amounts for depreciation, obsolescence, amortization, bad debts, current and deferred taxes, and other purposes as shall be required by GAAP. The Borrower will deliver to the Bank or cause to be delivered to the Bank:
(a) Within thirty (30) days after the close of each fiscal quarter, the Borrower's internally prepared financial statements including: balance sheet, profit and loss statement, comparison of actual results to budget, explanation from significant variances, with such additional information and in such form as the Bank may require, signed by a representative of the Borrower who has principal responsibility for financial matters;
(b) Within ninety (90) days after the close of the Borrower's fiscal year, audited financial statements accompanied by an unqualified opinion prepared by an independent certified public accountant satisfactory to the Bank and such certified public accountant's management letter with respect to the Borrower;
(c) No less than thirty (30) days prior to the commencement of each fiscal year of the Borrower, a budget for the Borrower for such fiscal year, in form and substance satisfactory to the Bank;
(d) Promptly upon receipt thereof, copies of all other written reports submitted to the Borrower by independent accountants in connection with any annual or interim audit of the corporate books of the Borrower; and
(e) With reasonable promptness, such other data and information as from time to time may be reasonably requested by the Bank, including Borrower's annual tax return.
