Additional Reporting. (i) Annual – concurrent with the delivery of the Borrower’s annual financial statements, an updated Multi-Year Business Plan and duly executed and completed Compliance Certificate; (ii) Monthly – as soon as available, but in any event, within 30 days following the end of each month: (A) the consolidated balance sheet of Borrower as at the end of such month and the related consolidated statements of income and cash flows of the Borrower for such month and for the period from the beginning of the then current Fiscal Year to the end of such month setting forth in each case, in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together with a certification by a senior finance officer, subject to the absence of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting; (B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance acceptable to the Agent together with commentary on any material negative variances; (C) concurrent with the delivery of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the Borrower in form and substance satisfactory to the Agent certifying inter alia that no Default or Event of Default has occurred and is continuing as of the date of such Compliance Certificate; (D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Senior Credit Agreement and as requested by the Senior Agent pursuant to Section 6.06(f) of the Senior Credit Agreement; (E) delivery to the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and (F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o); and (iii) From time to time a notice of a Default or Event of Default.
Appears in 1 contract
Additional Reporting. In addition to any and all reporting requirements set forth in the Credit Agreement, the Borrower shall provide to the Administrative Agent (i) Annual – concurrent with the delivery of the Borrower’s annual financial statements, an updated Multi-Year Business Plan and duly executed and completed Compliance Certificate;
(ii) Monthly – as soon as available, but in any event, within 30 days following the end of each month:
(Afor subsequent distribution to Lenders) the consolidated balance sheet of Borrower as at following during the end of such month and the related consolidated statements of income and cash flows of the Borrower for such month and for the period from the beginning of the then current Fiscal Year to the end of such month setting forth Waiver Period, which in each case, in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together with a certification by a senior finance officer, subject to the absence of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow case shall be in form and substance acceptable to Administrative Agent in its sole discretion:
(i) On each Monday, a thirteen-week cash report for the Agent together with commentary subsequent thirteen-week period setting forth all forecasted receipts and disbursements on a weekly basis (“Cash Forecast”) and a variance report (A) comparing the Credit Parties’ actual cash receipts, disbursements, and cash flows for the immediate preceding week to projected cash receipts, disbursements, and cash flows for such week as set forth in the immediately prior Cash Forecast, (B) comparing the material variances to the amounts set forth in the applicable Cash Forecast, and (C) including footnotes or other similar notations describing any material negative differences in the actual versus forecasted results (and the Credit Parties’ shall provide the Administrative Agent access to the Credit Parties’ management team to discuss material variances);
(Cii) concurrent with On or prior to the delivery twentieth (20th) day of each calendar month (commencing on February 20, 2024), (A) a copy of the Consolidated balance sheet of the Parent and its Subsidiaries as of the end of the preceding monthly period and related Consolidated statements of income and retained earnings and of cash flows for the Parent and its Subsidiaries for such preceding monthly period and for the portion of the fiscal year ending with such preceding monthly period, in each case a report setting forth all variances on a line-item and aggregate basis, from the amount set forth for such period as compared to the 2024 Budget provided pursuant to Section 5(a)(iv) of this Amendment and Waiver and including management discussion and analysis of operating results inclusive of operating metrics in comparative form, and (B) a certificate of a Responsible Officer substantially in the form of Exhibit 5.2(b) of the Credit Agreement stating that (x) such financial statements described present fairly in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer all material respects the financial position of the Borrower Credit Parties and their Subsidiaries on a consolidated basis for the periods indicated in form conformity with GAAP (subject, in the case of interim statements, to normal recurring year end audit adjustments and substance satisfactory to the Agent certifying inter alia that absence of footnotes) applied on a consistent basis and (y) such Responsible Officer has obtained no knowledge of any Default or Event of Default has occurred except as specified in such certificate and is continuing such certificate shall include the calculations in reasonable detail required to indicate compliance with Section 5.9 of the Credit Agreement as of the date last day of such Compliance Certificatemonthly period;
(Diii) delivery On or prior to the Lenders fifteenth (15th) day of each calendar month (commencing on February 15, 2024), a copy of the borrowing base certificate delivered projected profit and loss statements for the Parent and its Subsidiaries for such monthly period and for the portion of the fiscal year ending with such period, setting forth in comparative form the profit and loss statement for the corresponding period or periods of the preceding fiscal year;
(iv) On or prior to January 31, 2024, in accordance with Section 5.1(c) of the Senior Agent pursuant to Credit Agreement, the monthly reporting requirements 2024 Budget, together with a summary of the material assumptions made in the preparation of such 2024 Budget;
(v) On or before January 31, 2024, a copy of their cost reduction action plan (the “Action Plan”), with specific identification of each area of savings (including corresponding projected savings over an identified period of time), management team responsibilities, and estimated timeline;
(vi) Beginning the week ending February 9, 2024, on each Monday, a report assessing the Credit Parties’ progress under and execution of the Action Plan against the timeline set forth in the Senior Action Plan, which report shall include identification of material variances and footnotes or other similar notations describing any material differences in the actual versus planned results (and the Credit Agreement and as requested by Parties’ shall provide the Senior Administrative Agent pursuant to Section 6.06(f) of the Senior Credit Agreement;
(E) delivery access to the Lenders of a copy of the Senior Compliance Certificate delivered Credit Parties’ management team to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(odiscuss material deviations); and
(iiivii) From time On or prior to time the fifteenth (15th) day of each calendar month (commencing on February 15, 2024), a notice report comparing the performance of a Default or Event of Defaultthe Credit Parties’ licensed agents against the corresponding expected performance identified in the 2024 Budget.
Appears in 1 contract
Samples: Credit Agreement (Fluent, Inc.)
Additional Reporting. (a) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) Annual – concurrent with the delivery a comparison of the Borrower’s annual financial statementsunaudited monthly financials to the Budget and its associated standard monthly key performance indices reports (the “KPIs”) for the months ending January 31, an updated Multi-Year Business Plan 2019 and duly executed and completed Compliance Certificate;
February 28, 2019 on or prior to 5:00 p.m. (Eastern time) on April 12, 2019, (ii) Monthly – as soon as availablemonthly KPIs (for non-financial data) for the month ending March 31, but in any event2019 on or prior to 5:00 p.m. (Eastern time) on April 12, within 30 days 2019, (iii) unaudited monthly financials for the month ending March 31, 2019 and a comparison of such results against the Budget on or prior to 5:00 p.m. (Eastern time) on April 18, 2019 and (iv) unaudited monthly financials and associated monthly KPIs forApril 30, 2019 and each month thereafter, and a comparison of such financials against the annual Bbudget for the Fiscal Year ending December 31, 2019 that was approved by the Board of Directors of the Borrower, no later than eleven (11) Business Days following the end of each month:
(A) the consolidated balance sheet of Borrower as at the end last date of such month occurring during the Forbearance Period. 45
(b) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) on or prior to 5:00 p.m. (Eastern time) on Wednesday of each calendar week, a variance report for the Testing Period ended on Friday of the prior week, in a form reasonably acceptable to Xxxxxxxxx, with a narrative description of any material variances and setting forth the aggregate amount of payments made during such period and the related consolidated statements amount by which any payments made exceed the Limit and (ii) at the time of income the close of business on Thursday of each calendar week, a report, in a form reasonably acceptable to Xxxxxxxxx, specifying the amount of the aggregate bank and book cash flows balances of the Borrower for as of such month and for date.a Budget Variance Report (as defined in the period from Super Senior Credit Agreement) according to the beginning terms of Section 5.1(p) of the then current Fiscal Year Super Senior Credit Agreement.
(c) All deliverables hereunder to Xxxxxxxxx or the end satisfaction or acceptability of such month setting forth in each case, in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together with a certification any deliverable under this Agreement (or any amendment or supplement hereto) by a senior finance officer, Xxxxxxxxx shall also be delivered to and be subject to the absence satisfaction of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance be acceptable to the Agent together with commentary on any material negative variances;TLA/Revolver FA, if any.
(Cd) concurrent The Borrower shall give the Forbearing Lenders who wish to receive such information and Xxxxxxxxx three (3) Business Days’ prior notice of any proposed or contemplated transaction or other action, including the incurrence of Indebtedness, that, that would constitute a Forbearance Termination Event pursuant to Section 3(d)(viii).
(e) The Borrower shall give the Forbearing Lenders who wish to receive such information, substantially concurrently with delivery under the delivery Super Senior Credit Agreement, the reporting delivered pursuant to Section 5.1(o), (q) and (s) of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the Borrower in form and substance satisfactory to the Agent certifying inter alia that no Default or Event of Default has occurred and is continuing as of the date of such Compliance Certificate;
(D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Super Senior Credit Agreement and as requested by any such additional reporting that may be required under the Senior Agent pursuant to Section 6.06(f) of the Super Senior Credit Agreement;
(E) delivery to Agreement after the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o); and
(iii) From time to time a notice of a Default or Event of DefaultAmendment Effective Date.
Appears in 1 contract
Samples: Forbearance Agreement
Additional Reporting. (a) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) Annual – concurrent with the delivery a comparison of the Borrower’s annual financial statementsunaudited monthly financials to the Budget and its standard monthly key performance indices report (the “KPIs”) for the months ending January 31, an updated Multi-Year Business Plan 2019 and duly executed and completed Compliance Certificate;
February 28, 2019 on or prior to 5:00 p.m. (Eastern time) on April 12, 2019, (ii) Monthly – as soon as availablemonthly KPIs (for non-financial data) for the month ending March 31, but in any event2019 on or prior to 5:00 p.m. (Eastern time) on April 12, within 30 days 2019, (iii) unaudited monthly financials for the month ending March 31, 2019 and a comparison of such results against the Budget on or prior to 5:00 p.m. (Eastern time) on April 18, 2019 and (iv) unaudited monthly financials and associated monthly KPIs for each month thereafter and a comparison of such financials against the Budget no later than eleven (11) Business Days following the end of each month:
(A) the consolidated balance sheet of Borrower as at the end last date of such month occurring during the Forbearance Period.
(b) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) on or prior to 5:00 p.m. (Eastern time) on Wednesday of each calendar week, a variance report for the Testing Period ended on Friday of the prior week, in a form reasonably acceptable to Xxxxxxxxx, with a narrative description of any material variances and setting forth the aggregate amount of payments made during such period and the related consolidated statements amount by which any payments made exceed the Limit and (ii) at the time of income the close of business on Thursday of each calendar week, a report, in a form reasonably acceptable to Xxxxxxxxx, specifying the amount of the aggregate bank and book cash flows balances of the Borrower for such month and for the period from the beginning of the then current Fiscal Year to the end as of such month setting forth in each case, in comparative form date.
(c) All deliverables hereunder to Xxxxxxxxx or the corresponding figures for the corresponding periods satisfaction or acceptability of the previous Fiscal Year, all in reasonable detail, together with a certification any deliverable under this Agreement (or any amendment or supplement hereto) by a senior finance officer, Xxxxxxxxx shall also be delivered to and be subject to the absence satisfaction of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance be acceptable to the Agent together with commentary on any material negative variances;TLA/Revolver FA, if any.
(Cd) concurrent with the delivery of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the The Borrower in form and substance satisfactory shall give to the Agent certifying inter alia Forbearing Lenders who wish to receive such information and Xxxxxxxxx three (3) Business Days’ prior notice of any proposed or contemplated transaction or other action, including the incurrence of Indebtedness, that, that no Default or would constitute a Forbearance Termination Event of Default has occurred and is continuing as of the date of such Compliance Certificate;
(D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Senior Credit Agreement and as requested by the Senior Agent pursuant to Section 6.06(f) of the Senior Credit Agreement;
(E) delivery to the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o3(d)(viii); and
(iii) From time to time a notice of a Default or Event of Default.. 8
Appears in 1 contract
Samples: Forbearance Agreement
Additional Reporting. (a) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) Annual – concurrent with the delivery a comparison of the Borrower’s annual financial statementsunaudited monthly financials to the Budget and its standard monthly key performance indices report (the “KPIs”) for the months ending January 31, an updated Multi-Year Business Plan 2019 and duly executed and completed Compliance Certificate;
February 28, 2019 on or prior to 5:00 p.m. (Eastern time) on April 12, 2019, (ii) Monthly – as soon as availablemonthly KPIs (for non-financial data) for the month ending March 31, but in any event2019 on or prior to 5:00 p.m. (Eastern time) on April 12, within 30 days 2019, (iii) unaudited monthly financials for the month ending March 31, 2019 and a comparison of such results against the Budget on or prior to 5:00 p.m. (Eastern time) on April 18, 2019 and (iv) unaudited monthly financials and associated monthly KPIs for each month thereafter and a comparison of such financials against the Budget no later than eleven (11) Business Days following the end of each month:
(A) the consolidated balance sheet of Borrower as at the end last date of such month occurring during the Forbearance Period.
(b) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Xxxxxxxxx (i) on or prior to 5:00 p.m. (Eastern time) on Wednesday of each calendar week, a variance report for the Testing Period ended on Friday of the prior week, in a form reasonably acceptable to Xxxxxxxxx, with a narrative description of any material variances and setting forth the aggregate amount of payments made during such period and the related consolidated statements amount by which any payments made exceed the Limit and (ii) at the time of income the close of business on Thursday of each calendar week, a report, in a form reasonably acceptable to Xxxxxxxxx, specifying the amount of the aggregate bank and book cash flows balances of the Borrower for such month and for the period from the beginning of the then current Fiscal Year to the end as of such month setting forth in each case, in comparative form date.
(c) All deliverables hereunder to Xxxxxxxxx or the corresponding figures for the corresponding periods satisfaction or acceptability of the previous Fiscal Year, all in reasonable detail, together with a certification any deliverable under this Agreement (or any amendment or supplement hereto) by a senior finance officer, Xxxxxxxxx shall also be delivered to and be subject to the absence satisfaction of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance be acceptable to the Agent together with commentary on any material negative variances;TLA/Revolver FA, if any.
(Cd) concurrent with the delivery of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the The Borrower in form and substance satisfactory shall give to the Agent certifying inter alia Forbearing Lenders who wish to receive such information and Xxxxxxxxx three (3) Business Days’ prior notice of any proposed or contemplated transaction or other action, including the incurrence of Indebtedness, that, that no Default or would constitute a Forbearance Termination Event of Default has occurred and is continuing as of the date of such Compliance Certificate;
(D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Senior Credit Agreement and as requested by the Senior Agent pursuant to Section 6.06(f) of the Senior Credit Agreement;
(E) delivery to the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o3(d)(viii); and
(iii) From time to time a notice of a Default or Event of Default.
Appears in 1 contract
Additional Reporting. (a) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Gxxxxxxxx (i) Annual – concurrent with the delivery a comparison of the Borrower’s annual financial statementsunaudited monthly financials to the Budget and its associated standard monthly key performance indices reports (the “KPIs”) for the months ending January 31, an updated Multi-Year Business Plan 2019 and duly executed and completed Compliance Certificate;
February 28, 2019 on or prior to 5:00 p.m. (Eastern time) on April 12, 2019, (ii) Monthly – as soon as availablemonthly KPIs (for non-financial data) for the month ending March 31, but in any event2019 on or prior to 5:00 p.m. (Eastern time) on April 12, within 30 days 2019, (iii) unaudited monthly financials for the month ending March 31, 2019 and a comparison of such results against the Budget on or prior to 5:00 p.m. (Eastern time) on April 18, 2019 and (iv) unaudited monthly financials and associated monthly KPIs forApril 30, 2019 and each month thereafter, and a comparison of such financials against the annual Bbudget for the Fiscal Year ending December 31, 2019 that was approved by the Board of Directors of the Borrower, no later than eleven (11) Business Days following the end of each month:
(A) the consolidated balance sheet of Borrower as at the end last date of such month occurring during the Forbearance Period.
(b) The Borrower shall deliver to the Forbearing Lenders who wish to receive such information and Gxxxxxxxx (i) on or prior to 5:00 p.m. (Eastern time) on Wednesday of each calendar week, a variance report for the Testing Period ended on Friday of the prior week, in a form reasonably acceptable to Gxxxxxxxx, with a narrative description of any material variances and setting forth the aggregate amount of payments made during such period and the related consolidated statements amount by which any payments made exceed the Limit and (ii) at the time of income the close of business on Thursday of each calendar week, a report, in a form reasonably acceptable to Gxxxxxxxx, specifying the amount of the aggregate bank and book cash flows balances of the Borrower for as of such month and for date.a Budget Variance Report (as defined in the period from Super Senior Credit Agreement) according to the beginning terms of Section 5.1(p) of the then current Fiscal Year Super Senior Credit Agreement.
(c) All deliverables hereunder to Gxxxxxxxx or the end satisfaction or acceptability of such month setting forth in each case, in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together with a certification any deliverable under this Agreement (or any amendment or supplement hereto) by a senior finance officer, Gxxxxxxxx shall also be delivered to and be subject to the absence satisfaction of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower), a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance be acceptable to the Agent together with commentary on any material negative variances;TLA/Revolver FA, if any.
(Cd) concurrent The Borrower shall give the Forbearing Lenders who wish to receive such information and Gxxxxxxxx three (3) Business Days’ prior notice of any proposed or contemplated transaction or other action, including the incurrence of Indebtedness, that, that would constitute a Forbearance Termination Event pursuant to Section 3(d)(viii).
(e) The Borrower shall give the Forbearing Lenders who wish to receive such information, substantially concurrently with delivery under the delivery Super Senior Credit Agreement, the reporting delivered pursuant to Section 5.1(o), (q) and (s) of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the Borrower in form and substance satisfactory to the Agent certifying inter alia that no Default or Event of Default has occurred and is continuing as of the date of such Compliance Certificate;
(D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Super Senior Credit Agreement and as requested by any such additional reporting that may be required under the Senior Agent pursuant to Section 6.06(f) of the Super Senior Credit Agreement;
(E) delivery to Agreement after the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o); and
(iii) From time to time a notice of a Default or Event of DefaultAmendment Effective Date.
Appears in 1 contract
Additional Reporting. In addition to any reports or information required by the Loan Documents (i) Annual – concurrent with the delivery of the Borrower’s annual financial statementswhich must be provided timely), an updated Multi-Year Business Plan and duly executed and completed Compliance Certificate;or that Standard Federal may hereafter request, each Obligated Party must provide Standard Federal with:
(iia) Monthly – Within three business days of receipt, copies of written notices of default received from other creditors.
(b) Within one day of gaining knowledge thereof, any adverse information regarding any Obligated Party. Further, Borrowers (all except Leasing) must:
(c) Furnish to Standard Federal as soon as availableavailable and, but in any event, within 30 days following after the end of each month:
(A) month detailed financial statements of the Borrowers as of the close of such month containing a consolidated balance sheet of Borrower the Borrowers and its subsidiaries, if any, and statements of income of the Borrowers and its subsidiaries, if any, for such fiscal period and for the portion of the fiscal year ending with such period in reasonable detail and form acceptable to Standard Federal and certified by the chief financial officers of the Borrowers as at being true and correct and as having been prepared in accordance with generally accepted accounting principles consistently applied, subject to year-end adjustments, if any.
(d) Furnish to Standard Federal, within a reasonable time not to exceed 15 days after the end of each calendar month, (i) a statement of accounts receivable, in a form acceptable to Standard Federal, certified as correct by Borrowers or a principal officer of Borrowers showing the agings thereof and the payment, write-off or other disposition of former accounts receivable the disposition of which has not previously been reported to Standard Federal, and such other information and data as Standard Federal may reasonably require, (ii) a statement of accounts payable, in form acceptable to Standard Federal, certified as correct by Borrowers showing the agings thereof and (iii) a report of Borrowers' inventory, in form acceptable to Standard Federal, certified as correct by Borrowers showing the agings thereof. Borrowers will further specifically disclose any facts known to Borrowers which facts would tend to render doubtful the collectibility of any account receivable disclosed in such statements or which would indicate that the existence or amount of such account is disputed by the debtor thereon.
(e) Furnish to Standard Federal on Wednesday of each week, a borrowing base report as of the last day of the preceding week, in form acceptable to Standard Federal and certified as correct by the Borrowers. Further, Leasing must:
(f) Furnish to Standard Federal as soon as available and, in any event, within 30 days after the close of each month detailed financial statements of Leasing as of the close of such month containing a consolidated balance sheet of Leasing and the related consolidated its subsidiaries, if any, and statements of income of Leasing and cash flows of the Borrower its subsidiaries, if any, for such month fiscal period and for the period from the beginning portion of the then current Fiscal Year fiscal year ending with such period in reasonable detail and form acceptable to Standard Federal and certified by the president of Leasing as being true and correct and as having been prepared in accordance with generally accepted accounting principles consistently applied, subject to year-end adjustments, if any.
(g) Furnish to Standard Federal, within a reasonable time not to exceed 15 days after the end of each calendar month, statements of Eligible Lease Receivables and Eligible Leases, in form acceptable to Standard Federal, certified as correct by Leasing or a principal officer of Leasing showing the agings thereof and the payment, write-off or other disposition of former lease receivables or leases, the disposition of which has not previously been reported to Standard Federal, and such month setting forth other information and data as Standard Federal may reasonably require. Leasing will further specifically disclose any facts known to Leasing which facts would tend to render doubtful the collectibility of any lease receivable or leases disclosed in such statements or which would indicate that the existence or amount of such receivable or lease is disputed by the lessee thereon.
(h) Furnish to Standard Federal as soon as available and, in any event, within 30 days after the close of each quarter of each fiscal year, and in each casecase in form acceptable to Standard Federal, (i) a listing of conditional sales contracts and TRAC leases with any payments that are more than 180 days past due, (ii) a listing of all lease accounts (TRAC and conditional sales contracts) that were re-written, modified, assumed, extended or consolidated with other lease schedules during the applicable fiscal quarter, (iii) a doubtful accounts reserve schedule indicating the reserve balance as of quarter end and a summary of non-accrual and charged-off accounts certified by the president of Leasing as being true and correct and as having been prepared in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together accordance with a certification by a senior finance officergenerally accepted accounting principles consistently applied, subject to the absence of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting;
(B) until the Drawdown Outside Date (unless extended by the Lenders by written notice to the Borrower)adjustments, a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance acceptable to the Agent together with commentary on any material negative variances;
(C) concurrent with the delivery of the monthly financial statements described in paragraph 8.3(b)(ii)(A) above, a duly executed and completed Compliance Certificate signed by a senior finance officer of the Borrower in form and substance satisfactory to the Agent certifying inter alia that no Default or Event of Default has occurred and is continuing as of the date of such Compliance Certificate;
(D) delivery to the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to the monthly reporting requirements set forth in the Senior Credit Agreement and as requested by the Senior Agent pursuant to Section 6.06(f) of the Senior Credit Agreement;
(E) delivery to the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and
(F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o); and
(iii) From time to time a notice of a Default or Event of Defaultif any.
Appears in 1 contract
Samples: Amendment and Forbearance Agreement (McClain Industries Inc)