Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by noon New York time, ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request: (A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv) (each, a “Borrowing Base Certificate”); (B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and (C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion. (ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request; (iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.1: (A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion; (B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion; (C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion; (D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; (iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
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Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by noon New York time, ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv6.1(d)(ii) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.1:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, . as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, time on each day that is ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 two (2) days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i4.9(d)(i), 6.1(d)(ii), 6.1(d)(iii4.9(d)(ii) and 6.1(d)(iv4.9(d)(iii) (each, a “"Borrowing Base Certificate”");
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) a list of the ten Account Debtors having the ten highest account balances as of the end of such Fiscal Month, together with respect the most recent corporate debt rating by Moody's and S&P of each such Account Debtor;
(D) xxxx xxspect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice due date as follows: current, 1 to 30 daysdays past due, 31 to 60 daysdays past due, 61 to 90 more than 60 days and 91 days or morepast due, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 two (2) days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each such Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s 's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) management's report of the financial performance of the Borrowers for the Fiscal Month and the portion of the Fiscal Year then ended, in the form delivered by Borrower to BRS;
(D) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(DE) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
Appears in 1 contract
Samples: Credit Agreement (Osullivan Industries Holdings Inc)
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, time on each day that is ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 two (2) days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i4.9(d)(i), 6.1(d)(ii), 6.1(d)(iii4.9(d)(ii) and 6.1(d)(iv4.9(d)(iii) (each, a “"Borrowing Base Certificate”");
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) a list of the ten Account Debtors having the ten highest account balances as of the end of such Fiscal Month, together with the most recent corporate debt rating by Moody's and S&P of each such Account Debtor;
(D) with respect to each Borrower, a monthly trial balance showing Accounts shoxxxx Xxcounts outstanding aged from invoice due date as follows: current, 1 to 30 daysdays past due, 31 to 60 daysdays past due, 61 to 90 more than 60 days and 91 days or morepast due, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 two (2) days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each such Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s 's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) management's report of the financial performance of the Borrowers for the Fiscal Month and the portion of the Fiscal Year then ended, in the form delivered by Borrower to BRS;
(D) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(DE) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by noon New York time, ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv6.1(d)(ii) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.1:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by on or prior to noon New York time, time on the date that is ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), and, while any Event of Default is continuing, upon request of Agent, each of the following reports, each of which shall be prepared by Borrowers Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A1) a Borrowing Base Certificate with respect to each Borrowerthe Credit Parties, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion credit judgment (each in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(ivExhibit 4.9(D) (each, a “"Borrowing Base Certificate”"));
(B2) with respect to each Borrowerthe Credit Parties, a summary of Inventory by location and type with with, to the extent requested by Agent, a supporting perpetual Inventory report, and a summary of M&E by location and type in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretioncredit judgment; and
(C3) with respect to each Borrowerthe Credit Parties, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretioncredit judgment.
(ii) To each Agent, on a monthly basis if (i) Borrowing Availability is less than $5,000,000 or at any time after (ii) an Event of Default shall have occurred and is be continuing, at such more frequent intervals as any Agent may and upon Agent's request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrowerthe Credit Parties, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrowerthe Credit Parties, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion credit judgment each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any requestweek;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A1) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower the Credit Parties to each Borrower’s the Credit Parties' general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretioncredit judgment;
(B2) a reconciliation of the perpetual inventory summary of Inventory by location and type to each Borrower’s the most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretioncredit judgment;
(C3) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;credit judgment; and
(D4) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s the Credit Parties' general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;credit judgment.
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark OfficeXxxxxxxxx Xxxxxx, the United States xxx Xxxxxx Xxxxxx Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.Year;
Appears in 1 contract
Samples: Credit Agreement (RathGibson Inc)
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York timetime on, ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Datedate hereof), each of the following reports, each of which shall be prepared by Borrowers Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(iExhibit 4.9(d), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv) (each, a “the "Borrowing Base Certificate”)") as at the last day of such period;
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice due date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may reasonably request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Datedate hereof), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week month or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory Inventory by location to each Borrower’s 's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar United States office or agency in the prior Fiscal Quarter.
Appears in 1 contract
Samples: Credit Agreement (Telex Communications International LTD)
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, ten six (106) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), and, so long as an Event of Default has occurred and is continuing from time to time more frequently upon the request of Agent, each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each BorrowerCertificate, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(ivExhibit 4.1(d) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.1:
(A) a reconciliation of the Borrowing Base for the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicablerecently ended Fiscal Month, general ledger and month-end Inventory reports of each Borrower to each Borrower’s Holdings’ consolidated general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent the Borrowing Base CertificateCertificate for the most recently ended Fiscal Month, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;; and
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;.
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iviii) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any new applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal QuarterYear.
Appears in 1 contract
Samples: Credit Agreement (Golfsmith International Holdings Inc)
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, ten five (105) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), and, so long as an Event of Default has occurred and is continuing from time to time more frequently upon the request of Agent, each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each BorrowerCertificate, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(ivExhibit 4.1(d) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.1:
(A) a reconciliation of the Borrowing Base for the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicablerecently ended Fiscal Month, general ledger and month-end Inventory reports of each Borrower to each Borrower’s Holdings’ consolidated general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent the Borrowing Base CertificateCertificate for the most recently ended Fiscal Month, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;; and
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;.
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iviii) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any new applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal QuarterYear.
Appears in 1 contract
Samples: Credit Agreement (Golfsmith International Holdings Inc)
Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by noon New York time, ten (10) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv6.1(d)(ii) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) (with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.1:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, Base or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon (New York time) on, ten five (105) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender Agent in writing after the Closing Date), Borrower will deliver each of the following reports, each of which shall be prepared by Borrowers Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each BorrowerCredit Parties, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(ivExhibit 4.2(d) (each, a “Borrowing Base Certificate”) as of the last day of such period (it being understood and agreed that, at its option, Borrower may deliver the Borrowing Base Certificate and such supporting detail and documentation more frequently than on a monthly basis, but not more frequently than on a weekly basis);
(B) with respect to each BorrowerCredit Parties, a summary of Inventory by location and type with a supporting perpetual Inventory report and a slow-moving Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each BorrowerCredit Parties, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery if requested by any Lender Agent in writing after connection with or following the Closing Date)delivery of a Borrowing Base Certificate, collateral reports with respect to each BorrowerCredit Parties, including all additions and reductions (cash and non-cash) with respect to Accounts of each BorrowerCredit Parties, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, no later than the tenth (10th) Business Day after the end of each Fiscal Month and at the time of the delivery of each of the monthly quarterly Financial Statements delivered pursuant to this Section 6.14.2, as the case may be:
(A) (x) no later than the tenth (10th) Business Day after the end of each Fiscal Month, a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower Credit Parties to each Borrower’s Credit Parties’ general ledger and monthly (y) together with each delivery of the quarterly Financial Statements delivered pursuant Statements, a reconciliation of the most recent Borrowing Base, general ledger and month-end Inventory reports of Credit Parties to this Section 6.1such quarterly Financial Statements, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) (x) no later than the tenth (10th) Business Day after the end of each Fiscal Month, a reconciliation of the perpetual inventory by location to each Borrower’s Credit Parties’ most recent Borrowing Base Certificate, Certificate and general ledger and monthly (y) together with each delivery of the quarterly Financial Statements delivered pursuant Statements, a reconciliation of the perpetual inventory by location to this Section 6.1such quarterly Financial Statements, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, ten time fifteen (1015) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i4.9(e)(i), 6.1(d)(ii4.9(e)(ii), 6.1(d)(iii4.9(e)(iii) and 6.1(d)(ivExhibits 4.9(e)(iv) (each, a “"Borrowing Base Certificate”");
(B) with respect to each Borrower, a summary of Inventory Equipment and Parts and Supplies by location and type with a supporting perpetual Inventory reporttype, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts and Short-Term Rentals outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts and Short-Term Rentals of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower accounts receivable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s Borrowers' most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion;
(B) a reconciliation of the summary of Equipment and Parts and Supplies delivered in accordance with Section 4.9(e)(i)(B) to each Borrower's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 4.9, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
Appears in 1 contract
Additional Deliveries. (i) To each Upon the request of the Administrative Agent, upon any Agent’s request, and in any event no less frequently than by noon New York timetime on (x) at any time when Borrowing Availability is equal to or more than $45,000,000, ten the twentieth day and (10y) at any time when Borrowing Availability is less than $45,000,000, the tenth Business Days Day, in each case, after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports reasonably requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers the Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 3 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrowerthe Borrower and its Domestic Subsidiaries, accompanied by such supporting detail and documentation as shall be requested by any the Administrative Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(iExhibit 6.1(k), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv) (each, a “the "Borrowing Base Certificate”)") as at the last day of such period; provided that while Borrowing Availability is less than $35,000,000 or an Event of Default is continuing, Borrowing Base Certificates shall be delivered at such intervals as the Administrative Agent may reasonably request;
(B) with respect to each Borrowerthe Borrower and its Domestic Subsidiaries, a summary of Inventory by location and and, to the extent available, by type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any the Administrative Agent in its reasonable discretion; and
(C) with respect to each the Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days, 91 to 120 days, 121 to 150 days and 91 150 days or more, REVOLVING CREDIT AGREEMENT [DAYTON SUPERIOR CORPORATION] accompanied by such supporting detail and documentation as shall be requested by any the Administrative Agent in its reasonable discretion.
(ii) To each At any time during which the Administrative Agent has blocked the Borrower's access to funds in the deposit account associated with any lock-box established in connection with this Agreement, to the Administrative Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any the Administrative Agent may reasonably request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each the Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each the Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any the Administrative Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at At the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.1:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each the Borrower to each the Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such the Administrative Agent in its reasonable discretion;
(B) to the extent available, a reconciliation of the perpetual inventory by location to each the Borrower’s 's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such the Administrative Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each the Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such the Administrative Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(E) a certification that (1) no Loan Party has sold, granted a lien with respect to or advanced against, any Chattel Paper (other than under and pursuant to the Loan Documents) and (2) no Chattel Paper is in the possession of third parties;
(iv) To each Agent, at At the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.1, (i) a listing of government contracts of each The Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Loan Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.. REVOLVING CREDIT AGREEMENT [DAYTON SUPERIOR CORPORATION]
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Additional Deliveries. (i) To each Agent, upon any Agent’s request, and in any event no less frequently than by noon New York time, ten Chicago time fifteen (1015) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Restatement Effective Date), each of the following reports, each of which shall be prepared by Borrowers Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 two (2) days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(iExhibit 4.9(d), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv) (each, a the “Borrowing Base Certificate”)) as at the last day of such period;
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, at all times during which Borrower’s Borrowing Availability is less than the greater of (x) $5,000,000 and (y) 33 percent of the then current Borrowing Base, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Restatement Effective Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion discretion, each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 two (2) days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.9, (i) a listing of government contracts of each Borrower or any Domestic Subsidiary in excess of $250,000 subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
Appears in 1 contract
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon 12:00 p.m. (noon) (New York time, ten (10) on the fifteenth Business Days Day after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default (together with a copy of any Month of the following reports requested by any Lender in writing after the Closing Date)Borrower, each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each BorrowerBorrower and the Eligible Credit Parties, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(ivExhibit 4.1(d) (each, a the “Borrowing Base Certificate”);, which shall be prepared by Borrower as of the last day of the immediately preceding Fiscal Month reporting period or the date that is two (2) days prior to the date of any such additional request.
(Bii) To Agent, within 45 days after the end of each Fiscal Year (or, if an Event of Default shall have occurred and be continuing or Borrowing Availability shall be less than $10,000,000, more frequently as the Agent may request), each of which shall be prepared by Borrower as of the last day of the immediately preceding reporting period or the date that is two (2) days prior to the date of any such additional request:
(A) with respect to each BorrowerBorrower and the Eligible Credit Parties, a summary of Inventory Rental Fleet and Equipment by location and type with a supporting perpetual Inventory reporttype, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(CB) with respect to each BorrowerBorrower and the Eligible Credit Parties, a monthly trial balance summary aging showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements financial statements delivered for each Fiscal Month that coincides with the end of a Fiscal Quarter pursuant to this Section 6.1:
(A) 4.1, a summary reconciliation of all Rental Fleet and Equipment of Borrower and each of the most recent US Tranche A Borrowing BaseEligible Credit Parties, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as Agent shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.1, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;.
(iv) To each Agent, at the time of delivery of each of the monthly financial statements delivered for each Fiscal Month that coincides with the end of a Fiscal Quarter and the annual Financial Statements delivered pursuant to Section 6.14.1 to the extent applicable, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
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Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, ten five (105) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i4.9(d)(i), 6.1(d)(ii), 6.1(d)(iii4.9(d)(ii) and 6.1(d)(iv4.9(d)(iii) (each, a “"Borrowing Base Certificate”");
(B) with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) (with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location to each Borrower’s 's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s 's general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
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Samples: Credit Agreement (Golfsmith International Holdings Inc)
Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York time, ten time fifteen (1015) Business Days after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Amendment Effective Date), each of the following reports, each of which shall be prepared by Borrowers as of the last day of the immediately preceding Fiscal Month or the date 2 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each Borrower, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(i4.9(e)(i), 6.1(d)(ii4.9(e)(ii), 6.1(d)(iii4.9(e)(iii) and 6.1(d)(ivExhibits 4.9(e)(iv) (each, a “Borrowing Base Certificate”);
(B) with respect to each Borrower, a summary of Inventory Equipment and Parts and Supplies by location and type with a supporting perpetual Inventory reporttype, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts and Short-Term Rentals outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and 91 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each Upon the request of Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Amendment Effective Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts and Short-Term Rentals of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;]
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the accounts receivable aging to each Borrowers’ most recent US Tranche A Borrowing BaseBase Certificate, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) a reconciliation of the perpetual inventory by location summary of Equipment and Parts and Supplies delivered in accordance with Section 4.9(e)(i)(B) to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.;
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Additional Deliveries. (i) To each Agent, upon any Agent’s its request, and in any event no less frequently than by noon New York timetime on (x) at any time when Borrowing Availability is equal to or more than $40,000,000, ten the twentieth day and (10y) at any time when Borrowing Availability is less than $40,000,000, the tenth Business Days Day, in each case, after the end of each Fiscal Month, or more frequently as any Agent may request after the existence and during the continuance of an Event of Default Month (together with a copy of any of the following reports requested by any Lender in writing after the Closing Date), each of the following reports, each of which shall be prepared by Borrowers Borrower as of the last day of the immediately preceding Fiscal Month or the date 2 3 days prior to the date of any such request:
(A) a Borrowing Base Certificate with respect to each BorrowerBorrower and its Domestic Subsidiaries, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion (in substantially the same form as Exhibits 6.1(d)(iExhibit 4.9(d), 6.1(d)(ii), 6.1(d)(iii) and 6.1(d)(iv) (each, a the “Borrowing Base Certificate”)) as at the last day of such period;
(B) with respect to each BorrowerBorrower and its Domestic Subsidiaries, a summary of Inventory by location and and, to the extent available, by type with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion; and
(C) with respect to each Borrower, a monthly trial balance showing Accounts outstanding aged from invoice date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days, 91 to 120 days, 121 to 150 days and 91 150 days or more, accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion.
(ii) To each At any time during which Agent has blocked Borrower’s access to funds in the deposit account associated with any lock-box established in connection with this Agreement, to Agent, on a monthly weekly basis or at any time after an Event of Default shall have occurred and is continuing, at such more frequent intervals as any Agent may request from time to time (together with a copy of all or any part of such delivery requested by any Lender in writing after the Closing Date), collateral reports with respect to each Borrower, including all additions and reductions (cash and non-cash) with respect to Accounts of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the date 2 days prior to the date of any request;
(iii) To each Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 6.14.9:
(A) a reconciliation of the most recent US Tranche A Borrowing Base, US Tranche A1 Borrowing Base, Canadian Tranche A Borrowing Base, or Canadian Tranche A1 Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(B) to the extent available, a reconciliation of the perpetual inventory by location to each Borrower’s most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(C) an aging of accounts payable and a reconciliation of that accounts payable aging to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by such Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Applicable Agent to each Borrower’s general ledger and monthly Financial Statements delivered pursuant to this Section 6.14.9, in each case accompanied by such supporting detail and documentation as shall be requested by any Agent in its reasonable discretion;
(E) a certification that (1) no Credit Party has sold, granted a lien with respect to or advanced against, any Chattel Paper (other than under and pursuant to the Loan Documents) and (2) no Chattel Paper is in the possession of third parties;
(iv) To each Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to Section 6.14.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940 or similar Applicable Law included in the Borrowing Base1940; and (ii) a list of any applications for the registration of any Patent, Trademark or Copyright filed by any Credit Party with the United States Patent and Trademark Office, the United States Copyright Office, the Canadian Intellectual Property Office or any similar office or agency in the prior Fiscal Quarter.
Appears in 1 contract
Samples: Credit Agreement (Southern Construction Products Inc)
