Additional Reporting. (a) By the relevant RBC Reporting Deadline, the Reinsurer shall provide to the Ceding Company a calculation of the RBC Ratio of the Reinsurer as of the last day of the immediately preceding calendar quarter. The calculation for the first three (3) calendar quarters of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect to such calculation. (i) The Reinsurer shall provide written notice to the Ceding Company of the occurrence of any Triggering Event within five (5) Business Days after it becomes aware of such occurrence and (ii) the Ceding Company may notify the Reinsurer of the occurrence of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred and is continuing. (c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon. (d) At the Reinsurer’s request, the Ceding Company shall provide to the Reinsurer a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon. (e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account. (f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such that the applicable information and timing for the provision therefore can be mutually agreed by the parties. (g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver to the Reinsurer the reports and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereon. (h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
Appears in 3 contracts
Samples: Reinsurance Agreement (Unum Group), Reinsurance Agreement (Unum Group), Reinsurance Agreement (Unum Group)
Additional Reporting. (ai) By the relevant RBC Reporting Deadline, the Reinsurer shall provide to the Ceding Company a calculation of the RBC Ratio of the Reinsurer as of the last day of the immediately preceding calendar quarter. The calculation for the first Within three (3) calendar quarters days after the end of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect to such calculation.
fiscal month (i) The Reinsurer shall provide written notice to the Ceding Company of the occurrence of any Triggering Event within five (5) Business Days after it becomes aware of such occurrence and (ii) the Ceding Company may notify the Reinsurer of the occurrence of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance commencing with the preceding clause fiscal month ended February 28, 2021) (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred and is continuing.
(c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(d) At the Reinsurer’s request, the Ceding Company shall provide to the Reinsurer a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
(f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided thator, to the extent there are any Revolving Loans and/or LC Disbursements outstanding on the Wednesday (or if Wednesday is not a Business Day, Thursday) of any calendar week, by 5:00 p.m. New York Time on the Monday (or if Monday is not a Business Day, Tuesday) following the end of any such requested information is not reasonably available calendar week), the Borrower shall deliver to the providing partySpecified Revolving Lenders an updated cash flow report (“Cash Flow Report”), which shall be in substantially the same form as the Cash Flow Report delivered on the Amendment No. 9 Effective Date.
(ii) Within thirty (30) days after the end of each of the first two fiscal months of any fiscal quarter (commencing with the fiscal month ending February 28, 2021), the requesting party Borrower shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests deliver to the other party sufficiently in advance Specified Revolving Lenders the unaudited consolidated balance sheets and unaudited consolidated statements of any required deadlines, income and cash flows of the Borrower as of the end of and for such fiscal month.
(iii) Upon the request of the Specified Revolving Lenders and solely to the extent practicablethere are any Revolving Loans and/or LC Disbursements outstanding on the Wednesday of any calendar week, such that the applicable information Borrower shall hold and timing for participate in a conference call during the provision therefore can immediately succeeding calendar week with the Specified Revolving Lenders, in each case, at times to be mutually agreed by the partiesBorrower and the Specified Revolving Lenders. Upon the request of the Specified Revolving Lenders and solely to the extent there are Revolving Loans and/or LC Disbursements outstanding for at least the thirty (30) consecutive days immediately preceding any such Wednesday, the Borrower shall authorize and cause its financial advisors, consultants or investment bankers to participate in the conference call immediately following such Wednesday with the Specified Revolving Lenders’ advisors.
(giv) For so long The Borrower shall promptly deliver such information regarding the operations, business affairs and financial condition of the Borrower or any Restricted Subsidiary, as this Agreement remains a Specified Revolving Lender may reasonably request in effect, the Ceding Company shall prepare and deliver to the Reinsurer the reports and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereonwriting.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Amc Entertainment Holdings, Inc.), Credit Agreement (Amc Entertainment Holdings, Inc.)
Additional Reporting. (a) By the relevant RBC Reporting Deadline, the Reinsurer shall provide to the Ceding Company a calculation of the RBC Ratio of the Reinsurer as of the last day of the immediately preceding calendar quarter. The calculation for the first three (3) calendar quarters of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect to such calculation.
(i) The Reinsurer shall provide written notice to the Ceding Company of the occurrence of any Triggering Event within five (5) Business Days after it becomes aware of such occurrence and (ii) the Ceding Company may notify the Reinsurer of the occurrence of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred and is continuing.
(c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(d) At the Reinsurer’s request, the Ceding Company shall provide to the Reinsurer a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
(f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such that the applicable information and timing for the provision therefore can be mutually agreed by the parties.
(g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver to the Reinsurer the reports and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereon.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
(i) The Reinsurer and the Ceding Company may deliver any reports due to the other party under this Agreement via any mutually agreed electronic interface.
Appears in 2 contracts
Samples: Reinsurance Agreement (Unum Group), Reinsurance Agreement (Unum Group)
Additional Reporting. (ai) By Until a Senior Subordinated Note Termination, concurrently with the relevant RBC Reporting Deadlineincurrence of Indebtedness, or the Reinsurer shall provide classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) of the Senior Subordinated Note Indenture, and “Net Proceeds” (as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunder;
(ii) In the event that there are any outstanding obligations under either (A) the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan Facility, in each case on the date forty-five (45) days prior to the Ceding Company then scheduled maturity date thereof, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facility;
(iii) Until a Senior Subordinated Note Termination, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b), a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and
(iv) Promptly upon Administrative Agent’s reasonable request from time to time, a certificate of a Responsible Officer of Amscan, in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation of the RBC Ratio of Maximum ABL Credit Facility Amount and the Reinsurer Maximum ABL Total Debt Amount as of the last day date of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the immediately preceding calendar quarter. The calculation for the first three (3) calendar quarters of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect to such calculation.
date (i) The Reinsurer shall provide written notice to on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Ceding Company of Internet at the occurrence of any Triggering Event within five (5) Business Days after it becomes aware of such occurrence and website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Ceding Company Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may notify be by facsimile or electronic mail) the Reinsurer Administrative Agent of the occurrence posting of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred documents and is continuing.
(c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy Administrative Agent by electronic mail electronic versions (i.e., soft copies) of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereonsuch documents.
(d) At the Reinsurer’s request, the Ceding Company shall provide to the Reinsurer a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
(f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such that the applicable information and timing for the provision therefore can be mutually agreed by the parties.
(g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver to the Reinsurer the reports and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereon.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
Appears in 1 contract
Additional Reporting. (a) By In addition to the relevant RBC Reporting Deadlinereporting requirements set forth in the Credit Agreement, the Reinsurer shall provide Borrower and each of its Subsidiaries (individually a “Loan Party” and collectively the “Loan Parties”) agrees to deliver to the Ceding Company Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent, the following:
(i) (A) weekly, on or before the last Business Day of each calendar week, a calculation rolling 13-week cash flow forecast that shall detail all sources and uses of the RBC Ratio of the Reinsurer cash on a weekly basis and having an effective date as of the last day Business Day of the immediately preceding calendar quarter. The calculation for week, (B) monthly, on the first three (3) calendar quarters fifth Business Day of each year will calendar month, an updated accounts receivable aging report having an effective date as of the last Business Day of the immediately preceding calendar month, and (C) monthly, on the fifth Business Day of each calendar month, an updated accounts payable aging report having an effective date as of the last Business Day of the immediately preceding calendar month;
(ii) weekly, on or before the last Business Day of each calendar week, an updated written report that can be estimated in good faith distributed to the Lenders prepared by the Reinsurer. Each Borrower’s Financial Advisor, the Chief Financial Officer of the Borrower, and the Chief Operating Officer of the Borrower regarding the restructuring efforts of the Loan Parties, which report shall include, without limitation, information regarding potential refinancings, asset sale and merger efforts, all in summary or generic form; and
(iii) other information as the Administrative Agent, the Advisors or the Lenders may from time to time reasonably request, provided that such calculation shall include reasonable supporting detail other information does not conflict with respect or exceed the scope of the additional reporting contemplated by this Amendment or any of the other Loan Documents.
(b) In addition, the Loan Parties agree to such calculation.deliver to the Steering Committee (as defined in Section 12(f) below) and the Agent’s Financial Advisor:
(i) The Reinsurer weekly, on or before the last Business Day of each calendar week, a continuously updated written report or chart, providing, (i) the names of each party that has made any material offers, initiated discussions, visited the data room or engaged in any other material correspondence with any of the Loan Parties regarding any proposed asset sale, merger, combination, refinancing, recapitalization or other similar transaction, (ii) the basic terms and subject matter of any offers, letters of intent or material correspondence received since the date of the last report, and (iii) the current status of such information and the estimated interest level of each of the parties involved;
(ii) weekly, on or before the last Business Day of each calendar week, a visitation schedule, log book, or other such written report that shall provide written notice include, without limitation, the names of all the parties visiting the data room or scheduled to visit the data room and the date of each such visit or scheduled visit. All of the information received pursuant to this Section 8(b) and the information received pursuant to Section 12(f) below (other than any such information that is available to the Ceding Company Administrative Agent, any Lender or the Issuing Lender on a nonconfidential basis prior to disclosure by the Borrower or any of its Subsidiaries) shall be maintained by the Steering Committee and the Agent’s Financial Advisor as confidential, except that such information may be disclosed to (a) its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representatives (collectively, the “Representatives”) who, under the circumstances, reasonably need to know such information, or to whom such disclosure is appropriate; provided that, the Steering Committee and the Agent’s Financial Advisor (i) shall use reasonable efforts to cause its respective Representatives not to disclose any such information, and (ii) shall use reasonable efforts to prevent disclosure of such information to Representatives involved in, or reasonably likely to become involved in, financing proposals with third parties seeking to engage in a transaction with the Borrower or any of its Subsidiaries, (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) to the extent required by applicable laws or regulations or by any subpoena or similar legal process, (d) subject to clause (a) above, in connection with the exercise of remedies hereunder or under any other Loan Document or the enforcement of rights hereunder or thereunder, (e) with the consent of the Borrower, or (f) to the extent such information (x) becomes publicly available other than as a result of a breach of this Section, or (y) becomes publicly available to the Administrative Agent, any Lender, the Issuing Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower. Notwithstanding the foregoing, the Representatives may also disclose such information to the other Lenders on a confidential basis consistent with this Section 8(b) on the date of the occurrence of any Triggering an Event within five (5) Business Days after it becomes aware of such occurrence and (ii) the Ceding Company may notify the Reinsurer of the occurrence of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred and is continuingDefault.
(c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(d) At the Reinsurer’s request, the Ceding Company shall provide to the Reinsurer a copy of its annual and quarterly NAIC statement blank and a copy of its annual audited statutory financial statements along with the audit report thereon.
(e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
(f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such that the applicable information and timing for the provision therefore can be mutually agreed by the parties.
(g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver to the Reinsurer the reports and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereon.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
Appears in 1 contract
Additional Reporting. (a) By Promptly, such additional information regarding the relevant RBC Reporting Deadlinebusiness, financial, legal or corporate affairs of any Loan Party or any Subsidiary thereof, or compliance with the Reinsurer shall provide to the Ceding Company a calculation terms of the RBC Ratio of Loan Documents, as the Reinsurer as of the last day of the immediately preceding calendar quarter. The calculation for the first three (3) calendar quarters of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect Administrative Agent or any Lender may from time to such calculationtime reasonably request.
(i) The Reinsurer Holdings or the Borrower shall provide written notice deliver paper copies of such documents to the Ceding Company of Administrative Agent or any Lender that requests Holdings or the occurrence of any Triggering Event within five (5) Business Days after it becomes aware of Borrower to deliver such occurrence paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Ceding Company may Borrower shall notify the Reinsurer Administrative Agent and each Lender (by telecopier or electronic mail) of the occurrence posting of any Triggering Event if the Reinsurer has not notified the Ceding Company of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred documents and is continuing.
(c) At the Ceding Company’s request, the Reinsurer shall provide to the Ceding Company a copy Administrative Agent by electronic mail electronic versions (i.e., soft copies) of its annual and quarterly NAIC statement blank and a copy such documents. Notwithstanding anything contained herein, in every instance Holdings or the Borrower shall be required to provide paper copies of its annual audited statutory financial statements along with the audit report thereon.
(dCompliance Certificates required by Section 6.02(a) At to the Reinsurer’s requestAdministrative Agent. Except for such Compliance Certificates, the Ceding Company Administrative Agent shall provide have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by Holdings or the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arrangers will make available to the Reinsurer a copy Lenders materials and/or information provided by or on behalf of its annual the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and quarterly NAIC statement blank and a copy (b) certain of its annual audited statutory financial statements along with the audit report thereon.
Lenders may be “public-side” Lenders (e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior noticei.e., no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives Lenders that do not wish to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested receive material non-public information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
Borrower or its securities) (f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policieseach, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested informationa “Public Lender”). The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such Borrower hereby agrees that the applicable information and timing for the provision therefore can be mutually agreed by the parties.
(g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver Borrower is the issuer of any outstanding debt or equity securities that are registered or issued pursuant to a private offering or is actively contemplating issuing any such securities it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Reinsurer the reports Public Lenders and certificates set forth in Schedule 5.06(g) within the applicable periods listed thereon.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.that
Appears in 1 contract
Samples: Credit Agreement (Spansion Inc.)
Additional Reporting. The Company agrees that it will deliver the following information to the Administrative Agent and each Lender (with a copy to Xxxxxxxx & Xxxxx and Xxxxx Xxxx & Xxxxxxxx).
(a) By facsimile or e-mail, no later than 5:00 P.M. (Eastern time) on the relevant RBC Reporting Deadline, the Reinsurer shall provide to the Ceding Company a calculation of the RBC Ratio of the Reinsurer as of the last day of the immediately preceding calendar quarter. The calculation for the first three (3) calendar quarters second Domestic Business Day of each year will be estimated in good faith by the Reinsurer. Each such calculation shall include reasonable supporting detail with respect to such calculationweek, a Weekly Report.
(ib) The Reinsurer shall provide written notice to the Ceding Company of the occurrence of any Triggering Event within five (5) By facsimile or e-mail, no later than 15 Domestic Business Days after it becomes aware the end of each fiscal month, consolidated statements of earnings and cash flow for such period and for the Fiscal Year to date and consolidated balance sheets as at the end of such occurrence fiscal month, together with a summary management discussion of activities during such fiscal month and (ii) in each case compared in reasonable detail to the Ceding Company may notify projections contained in the Reinsurer of Operating Plan and the occurrence most recent Weekly Report and accompanied by an explanation of any Triggering Event if significant variances and also setting forth the Reinsurer has not notified cumulative amount of Consolidated Capital Expenditures for the Ceding Company period from January 1, 2001 through the end of such occurrence in accordance with the preceding clause (i). In addition, the Reinsurer shall promptly respond to the Ceding Company’s reasonable inquiries from time to time concerning the determination of whether a Triggering Event has occurred and is continuingfiscal month.
(c) At Promptly after senior management of the Ceding Company’s requestCompany changes in any significant way, or becomes aware of developments or other circumstances that warrant changing in any significant way (and such changes would trigger a disclosure requirement under applicable securities laws), the Reinsurer shall provide Company's business plan, budget or financial projections for Fiscal Year 2001 from the Operating Plan (as most recently supplemented pursuant to this provision), the Company will prepare and deliver to the Ceding Company Administrative Agent and each Lender a copy of its annual supplement to the Operating Plan, describing in reasonable detail such changes and quarterly NAIC statement blank the reasons underlying them and a copy of its annual audited statutory financial statements along with modifying the audit report thereoninformation in the Operating Plan to reflect such changes.
(d) At Promptly after senior management of the Reinsurer’s requestCompany becomes aware of any significant developments in the Company's business and affairs (and such developments trigger or will trigger a disclosure requirement under applicable securities laws), the Ceding Company shall provide will prepare and deliver to the Reinsurer Administrative Agent and each Lender a copy notice describing such developments in reasonable detail (PROVIDED that, upon being informed of any such developments by the Company, the Administrative Agent may, in its annual and quarterly NAIC statement blank and sole discretion, substitute the requirement for such a copy notice by a lender meeting or conference call of its annual audited statutory financial statements along with the audit report thereontype described in Section 5).
(e) At either the Reinsurer’s or the Ceding Company’s request at reasonable times and upon reasonable prior notice, no more than once per calendar quarter, the Reinsurer or the Ceding Company, as applicable, shall make available appropriate personnel or its Representatives for a meeting (in person or via teleconference or telephone) with the other party or its designated Representatives to discuss items included in the Asset Valuation Report and/or the Monthly Required Balance Report and the identity and other reasonably requested information relating to any investment managers or sub-advisors with respect to the assets held in the Trust Account.
(f) The Reinsurer and the Ceding Company shall provide to the other party information that is reasonably requested by such party relating to the Reinsured Policies, including any information that the Reinsurer or the Ceding Company, as applicable, is required to report on its GAAP and/or SAP financial statements, including information that is necessary to prepare for the adoption of new GAAP and/or SAP accounting requirements, Tax returns and other financial reports; provided that, to the extent any such requested information is not reasonably available to the providing party, the requesting party shall reimburse the providing party for its reasonable costs and expenses in preparing the requested information. The requesting party will identify and communicate any such requests to the other party sufficiently in advance of any required deadlines, to the extent practicable, such that the applicable information and timing for the provision therefore can be mutually agreed by the parties.
(g) For so long as this Agreement remains in effect, the Ceding Company shall prepare and deliver to the Reinsurer Administrative Agent and each Lender a summary of any appraisal of its assets prepared or received by it in connection with the reports proposed asset-based financings previously described to the Lenders, in each case promptly after the Company receives a copy of such appraisal that is in substantially final form, and certificates set forth in Schedule 5.06(g) within will maintain copies of all such appraisals at its corporate headquarters for inspection by the applicable periods listed thereonAdministrative Agent and the Lenders during normal business hours.
(h) Following the date hereof, the parties hereto shall cooperate to develop and agree on the form of report that will be utilized to report Reserves and SAP Reserves as required hereunder.
Appears in 1 contract
Samples: Amended and Restated Credit Agreement (Polaroid Corp)
