Additional Deliveries. (i) To Agent, upon its request, and in any event no less frequently than noon New York time fifteen (15) Business Days after the end of each Fiscal 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 Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(iv) (each, a "Borrowing Base Certificate"); (B) with respect to each Borrower, a summary of Equipment and Parts and Supplies by location and type, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion; and (C) 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 Agent in its reasonable discretion. (ii) To Agent, on a weekly basis or at such more frequent intervals as 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 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9: (A) a reconciliation of the accounts receivable aging to each Borrowers' 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; (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 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; (D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Agent to each Borrower's 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; (iv) To Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar office or agency in the prior Fiscal Quarter;
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Additional Deliveries. (i) To Upon the request of the Administrative Agent, upon its request, and in any event no less frequently than noon New York time fifteen on (15x) at any time when Borrowing Availability is equal to or more than $45,000,000, the twentieth day and (y) 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 (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 the Administrative Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(iExhibit 6.1(k), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(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 Equipment and Parts and Supplies Inventory by location and typeand, 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 the Administrative Agent in its reasonable discretion; and
(C) with respect to the 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, 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 the Administrative Agent in its reasonable discretion.
(ii) To 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 weekly basis or at such more frequent intervals as 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 and Short-Term Rentals of each the Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent, at At the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.96.1:
(A) a reconciliation of the accounts receivable aging to each Borrowers' most recent Borrowing Base CertificateBase, general ledger and month-end Inventory reports of the Borrower to the Borrower's general ledger and monthly Financial Statements delivered pursuant to this Section 4.96.1, in each case accompanied by such supporting detail and documentation as shall be requested by the Administrative Agent in its reasonable discretion;
(B) to the extent available, a reconciliation of the summary of Equipment and Parts and Supplies delivered in accordance with Section 4.9(e)(i)(B) perpetual inventory by location to each the Borrower's most recent Borrowing Base Certificate, general ledger and monthly Financial Statements delivered pursuant to this Section 4.96.1, in each case accompanied by such supporting detail and documentation as shall be requested by 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 general ledger and monthly Financial Statements delivered pursuant to this Section 4.96.1, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent to each Borrower's general ledger and monthly Financial Statements delivered pursuant to this Section 4.96.1, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent, at At the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.96.1, (i) a listing of government contracts of each The Borrower subject to the Federal Assignment of Claims Act of 1940; 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 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 its any Agent’s request, and in any event no less frequently than by noon New York time fifteen time, ten (1510) Business Days after the end of each Fiscal Month 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 4.9(e)(i6.1(d)(i), 4.9(e)(ii6.1(d)(ii), 4.9(e)(iii6.1(d)(iii) and Exhibits 4.9(e)(iv6.1(d)(iv) (each, a "“Borrowing Base Certificate"”);
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype 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 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 weekly 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 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 4.96.1:
(A) a reconciliation of the accounts receivable aging 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 Borrowers' 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 4.96.1, 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 4.96.1, 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 4.96.1, 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 this Section 4.96.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 19401940 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 its any Agent’s request, and in any event no less frequently than by noon New York time fifteen time, ten (1510) Business Days after the end of each Fiscal Month 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 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii6.1(d)(i) and Exhibits 4.9(e)(iv6.1(d)(ii) (each, a "“Borrowing Base Certificate"”);
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype 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 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 weekly 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 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 4.96.1:
(A) a reconciliation of the accounts receivable aging 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 Borrowers' 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 4.96.1, 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 4.96.1, 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 4.96.1, 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 this Section 4.96.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 19401940 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 its any Agent’s request, and in any event no less frequently than by noon New York time fifteen time, ten (1510) Business Days after the end of each Fiscal Month 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 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii6.1(d)(i) and Exhibits 4.9(e)(iv6.1(d)(ii) (each, a "“Borrowing Base Certificate"”);
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype 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 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 weekly 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 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 4.96.1:
(A) a reconciliation of the accounts receivable aging most recent US Borrowing Base or Canadian Borrowing Base, as applicable, general ledger and month-end Inventory reports of each Borrower to each Borrowers' 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 4.96.1, 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 4.96.1, 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 4.96.1, 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 this Section 4.96.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 19401940 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 its any Agent’s request, and in any event no less frequently than by noon New York time fifteen time, ten (1510) Business Days after the end of each Fiscal Month 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 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii6.1(d)(i) and Exhibits 4.9(e)(iv6.1(d)(ii) (each, a "“Borrowing Base Certificate"”);
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype 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 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 weekly 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 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 4.96.1:
(A) a reconciliation of the accounts receivable aging 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 Borrowers' 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 4.96.1, 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 4.96.1, 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 4.96.1, 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 this Section 4.96.1, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 19401940 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 Agent, upon its request, and in any event no less frequently than noon New York time fifteen (15) Business Days after the end of each Fiscal 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 Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(iv) (each, a "“Borrowing Base Certificate"”);
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies by location and type, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent in its reasonable discretion.
(ii) To Upon the request of Agent, on a weekly basis or at such more frequent intervals as 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 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9:
(A) a reconciliation of the accounts receivable aging to each Borrowers' ’ 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;
(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 ’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 4.9, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Agent to each Borrower's ’s 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;
(iv) To Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar office or agency in the prior Fiscal Quarter;
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Additional Deliveries. (i) To Agent, upon its request, and in any event no less frequently than on or prior to noon New York time fifteen on the date that is ten (1510) Business Days after the end of each Fiscal 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 Agent in its reasonable discretion credit judgment (each in substantially the same form as Exhibits 4.9(e)(i), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(ivExhibit 4.9(D) (each, a "Borrowing Base Certificate"));
(B2) with respect to each Borrowerthe Credit Parties, a summary of Equipment and Parts and Supplies Inventory by location and typetype 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 Agent in its reasonable discretioncredit judgment; and
(C3) with respect to the Credit Parties, 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 Agent in its reasonable discretioncredit judgment.
(ii) To Agent, on a weekly basis if (i) Borrowing Availability is less than $5,000,000 or at such more frequent intervals as Agent may (ii) an Event of Default shall have occurred and be continuing, 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 and Short-Term Rentals of each Borrowerthe Credit Parties, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9:
(A1) a reconciliation of the accounts receivable aging most recent Borrowing Base, general ledger and month-end Inventory reports of the Credit Parties to the Credit Parties' general ledger and monthly Financial Statements delivered pursuant to this Section 4.9, in each Borrowers' case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable credit judgment;
(2) a reconciliation of the summary of Inventory by location and type to the 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 discretioncredit judgment;
(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;
(C3) 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 4.9, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent to each Borrower's the Credit Parties' 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;credit judgment.
(iv) To Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar office or agency in the prior Fiscal QuarterYear;
Appears in 1 contract
Samples: Credit Agreement (RathGibson Inc)
Additional Deliveries. (i) To Agent, upon its request, and in any event no less frequently than noon New York time fifteen time, five (155) Business Days after the end of each Fiscal 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 Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(i4.9(d)(i), 4.9(e)(ii), 4.9(e)(iii4.9(d)(ii) and Exhibits 4.9(e)(iv4.9(d)(iii) (each, a "Borrowing Base Certificate");
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent in its reasonable discretion.
(ii) To Agent, on a weekly basis or at such more frequent intervals as 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 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9:
(A) a reconciliation of the accounts receivable aging to each Borrowers' most recent Borrowing Base CertificateBase, 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 4.9, 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) perpetual inventory by location 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 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;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Agent to each Borrower's 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;
(iv) To Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar office or agency in the prior Fiscal Quarter;
Appears in 1 contract
Samples: Credit Agreement (Golfsmith International Holdings Inc)
Additional Deliveries. (i) To Agent, upon its request, and in any event no less frequently than noon New York time fifteen on (15x) at any time when Borrowing Availability is equal to or more than $40,000,000, the twentieth day and (y) 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 (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 Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(iExhibit 4.9(d), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(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 Equipment and Parts and Supplies Inventory by location and typeand, 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 Agent in its reasonable discretion; and
(C) with respect to 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, 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 Agent in its reasonable discretion.
(ii) To 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 weekly basis or at such more frequent intervals as 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 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9:
(A) a reconciliation of the accounts receivable aging to each Borrowers' most recent Borrowing Base CertificateBase, general ledger and month-end Inventory reports of Borrower to Borrower’s 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;
(B) to the extent available, a reconciliation of the summary of Equipment and Parts and Supplies delivered in accordance with Section 4.9(e)(i)(B) 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 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 4.9, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Agent to each Borrower's ’s 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;
(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 Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar office or agency in the prior Fiscal Quarter;.
Appears in 1 contract
Samples: Credit Agreement (Southern Construction Products Inc)
Additional Deliveries. (i) To Agent, upon its request, and in any event no less frequently than noon New York time fifteen on, ten (1510) Business Days after the end of each Fiscal 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 Agent in its reasonable discretion (in substantially the same form as Exhibits 4.9(e)(iExhibit 4.9(d), 4.9(e)(ii), 4.9(e)(iii) and Exhibits 4.9(e)(iv) (each, a the "Borrowing Base Certificate")) as at the last day of such period;
(B) with respect to each Borrower, a summary of Equipment and Parts and Supplies Inventory by location and typetype with a supporting perpetual Inventory report, in each case accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable discretion; and
(C) with respect to Borrower, a monthly trial balance showing Accounts and Short-Term Rentals 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 Agent in its reasonable discretion.
(ii) To Agent, on a weekly monthly basis or at such more frequent intervals as 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 and Short-Term Rentals of each Borrower, in each case accompanied by such supporting detail and documentation as shall be requested by 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 Agent, at the time of delivery of each of the monthly Financial Statements delivered pursuant to this Section 4.9:
(A) a reconciliation of the accounts receivable aging to each Borrowers' most recent Borrowing Base CertificateBase, general ledger and month-end Inventory reports of Borrower to Borrower's 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;
(B) a reconciliation of the summary of Equipment and Parts and Supplies delivered in accordance with Section 4.9(e)(i)(B) perpetual Inventory by location 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 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;
(D) a reconciliation of the outstanding Loans as set forth in the monthly Loan Account statement provided by Agent to each Borrower's 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;
(iv) To Agent, at the time of delivery of each of the annual Financial Statements delivered pursuant to this Section 4.9, (i) a listing of government contracts of each Borrower subject to the Federal Assignment of Claims Act of 1940; 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 or any similar United States office or agency in the prior Fiscal Quarter;.
Appears in 1 contract
Samples: Credit Agreement (Telex Communications International LTD)