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Common use of AND TO Clause in Contracts

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Reference is made to the Third Amended and Restated Credit Agreement dated as of May 13, 2019, made among the undersigned, as borrower (the “Borrower”), HSBC Bank Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Officer] of the Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: (i) a review of the consolidated financial statements of the Borrower for the [Fiscal Quarter] [Fiscal Year] ended [Specify last day of Fiscal Quarter/Fiscal Year], and of the activities of the Credit Parties during such [Fiscal Quarter] [Fiscal Year] has been made under the supervision of the undersigned with a view to determining whether the Credit Parties have fulfilled their obligations under the Credit Agreement and the other Loan Documents, (ii) all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1, except where such representation or warranty refers to a different date, (iii) no Default or Event of Default has occurred2, and (iv) as at the end of the [Fiscal Quarter] [Fiscal Year] ended [Specify last day of Fiscal Quarter/Fiscal Year], the Borrower was in compliance with each of covenants set forth in Section 5.1(11) of the Credit Agreement.3 The Borrower’s compliance with each of such covenants as at the end of such [Fiscal Quarter] [Fiscal Year] is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. Name: Title: [Officer] If this is not the case, specify the nature of any change. Or, if there is an outstanding Default or Event of Default, specify the nature and status thereof and the Borrower’s proposed response thereto. Or, if there is non-compliance, specify same. Rolling Period ended [DATE].

Appears in 2 contracts

Samples: Fifth Amendment Agreement (Eldorado Gold Corp /Fi), Credit Agreement (Eldorado Gold Corp /Fi)

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Reference is made to the Third Amended and Restated Credit Agreement credit agreement dated as of May 13October 4, 2019, made among the undersigned, as borrower (the “Borrower”), HSBC Bank Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Xxx Hortons Inc. as Borrower, Royal Bank of Canada, as Administrative Agent, and the Lenders now or hereafter parties thereto. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Officer] a Responsible Officer of the Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: , (ia) a review of the consolidated financial statements of the Borrower and its Subsidiaries for the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal Year], and of the activities of the Credit Parties Borrower and its Subsidiaries during such [Fiscal Quarter] [Fiscal Year] Quarter has been made under the supervision of the undersigned with a view to determining whether the Credit Parties Borrower and its Subsidiaries have fulfilled all of their obligations under the Credit Agreement and the other Loan Documents, (iib) the Borrower and its Subsidiaries have fulfilled their obligations under the Credit Agreement and the other Loan Documents and all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1hereof except to the extent that (i) any change to the representations and warranties has been disclosed to the Administrative Agent and accepted by the Required Lenders, except where such or (ii) any representation or and warranty refers is stated to be made as of a different date, (iii) no Default or Event of Default has occurred2particular time, and (ivc) as at the end of the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal Year], the Borrower was in compliance with each of the financial covenants set forth in Section 5.1(11) 5.10 of the Credit Agreement.3 Agreement. The Borrower’s compliance with each of such financial covenants as at the end of such [Fiscal Quarter] [Fiscal Year] Quarter is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule Annex A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. DATED: [ ] Name: Title: [Chief Financial Officer] If this is not The form of Subsidiary Guarantee for U.S. Subsidiaries shall be in the case, specify form of the nature of any change. Or, if there is an outstanding Default or Event of Default, specify Subsidiary Guarantee for Canadian Subsidiaries subject to such customary modifications as are agreeable to the nature and status thereof Borrower and the Borrower’s proposed response theretoAdministrative Agent, each acting reasonably, as may be necessary to conform the guarantee to applicable Laws of the State of New York. OrTO: ROYAL BANK OF CANADA, if there as administrative agent (the “Administrative Agent”) under the Credit Agreement (as defined below) THIS GUARANTEE is non-compliancemade this — day of —, specify same. Rolling Period ended [DATE].20—

Appears in 1 contract

Samples: Supplemental Senior Revolving Facility Credit Agreement (Tim Hortons Inc.)

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Reference is made to the Third Fifth Amended and Restated Credit Agreement dated as of May 13June 27, 20192024, made among the undersigned, as borrower (the “Borrower”), HSBC Royal Bank of Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Royal Bank of Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Officer] of the Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: (i) a review of the consolidated financial statements of the Borrower for the [Fiscal Quarter] [Fiscal Year] ended [Specify last day of Fiscal Quarter/Fiscal Year], and of the activities of the Credit Parties during such [Fiscal Quarter] [Fiscal Year] has been made under the supervision of the undersigned with a view to determining whether the Credit Parties have fulfilled their obligations under the Credit Agreement and the other Loan Documents, (ii) all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1, except where such representation or warranty refers to a different date, (iii) no Default or Event of Default has occurred2, and (iv) as at the end of the [Fiscal Quarter] [Fiscal Year] ended [Specify last day of Fiscal Quarter/Fiscal Year], the Borrower was in compliance with each of covenants set forth in Section 5.1(11) of the Credit Agreement.3 The Borrower’s compliance with each of such covenants as at the end of such [Fiscal Quarter] [Fiscal Year] is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. __________________________________________ Name: Title: [Officer] _____________________________ 1 If this is not the case, specify the nature of any change. Or, if there is an outstanding Default or Event of Default, specify the nature and status thereof and the Borrower’s proposed response thereto. Or, if there is non-compliance, specify same. Rolling Period ended [DATE].

Appears in 1 contract

Samples: Credit Agreement (Eldorado Gold Corp /Fi)

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Reference is made to the Third Amended and Restated Credit Agreement credit agreement dated as of May December 13, 2019, made among the undersigned, as borrower (the “Borrower”), HSBC Bank Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Xxx Hortons Inc. and The TDL Group Corp. as Borrowers, The Bank of Nova Scotia, as Administrative Agent, JPMorgan Chase Bank N.A., as Syndication Agent and the Lenders now or hereafter parties thereto. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Officer] a Responsible Officer of the Parent Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: , (ia) a review of the consolidated financial statements of the Borrower Borrowers and their Subsidiaries for the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal Year], and of the activities of the Credit Parties Borrowers and their Subsidiaries during such [Fiscal Quarter] [Fiscal Year] Quarter has been made under the supervision of the undersigned with a view to determining whether the Credit Parties Borrowers and their Subsidiaries have fulfilled all of their obligations under the Credit Agreement and the other Loan Documents, (iib) the Borrowers and their Subsidiaries have fulfilled their obligations under the Credit Agreement and the other Loan Documents and all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1hereof except to the extent that (i) any change to the representations and warranties has been disclosed to the Agents and accepted by the Required Lenders, except where such or (ii) any representation or and warranty refers is stated to be made as of a different date, (iii) no Default or Event of Default has occurred2particular time, and (ivc) as at the end of the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal Year], the Parent Borrower was in compliance with each of the financial covenants set forth in Section 5.1(11) 5.11 of the Credit Agreement.3 Agreement. The Parent Borrower’s compliance with each of such financial covenants as at the end of such [Fiscal Quarter] [Fiscal Year] Quarter is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule Annex A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. Name: Title: [Chief Financial Officer] If TO: THE BANK OF NOVA SCOTIA, as administrative agent (the “Administrative Agent”) under the Credit Agreement (as defined below) THIS GUARANTEE is made this is not the case— day of —, specify the nature of any change. Or, if there is an outstanding Default or Event of Default, specify the nature and status thereof and the Borrower’s proposed response thereto. Or, if there is non-compliance, specify same. Rolling Period ended [DATE].20—

Appears in 1 contract

Samples: Senior Revolving Facility Credit Agreement (Tim Hortons Inc.)

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Lenders Reference is made to the Third Amended and Restated Credit Agreement credit agreement dated as of May 13August 4, 2019, made among the undersigned, as borrower (the “Borrower”), HSBC Bank Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Silver Standard Resources Inc., as Borrower, Canadian Imperial Bank of Commerce, as Administrative Agent, and the Lenders now or hereafter parties thereto. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Chief Financial Officer] of the Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: , (ia) a review of the consolidated financial statements of the Borrower and the Subsidiaries for the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal YearLAST DAY OF FISCAL QUARTER], and of the activities of the Credit Parties Borrower and the Subsidiaries during such [Fiscal Quarter] [Fiscal Year] Quarter has been made under the supervision of the undersigned with a view to determining whether the Borrower and the Subsidiaries have fulfilled all of their obligations under the Credit Agreement and the other Loan Documents, (b) the Credit Parties have fulfilled their obligations under the Credit Agreement and the other Loan Documents, (ii) Documents and all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1hereof, except where such representation or warranty refers to a different date, (iii) no Default or Event of Default has occurred2, and (ivc) as at the end of the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal YearLAST DAY OF FISCAL QUARTER], the Borrower was in compliance with each of covenants the financial tests set forth in Section 5.1(11) Article 5 of the Credit Agreement.3 Agreement. The Borrower’s compliance with each of such financial covenants as at the end of such [Fiscal Quarter] [Fiscal Year] Quarter is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. Name: Title: [Chief Financial Officer], [BORROWER] If this is not the case, specify the nature of any change. Or, if there is an outstanding Default or Event of Default, specify the nature and status thereof and the Borrower’s proposed response thereto. Or, if there is non-compliance, specify same. 22725645.15 Exhibit B - Page 2 RE: Rolling Period ended [DATE].date] EBITDA Net Income $ (A) Permitted Note Accretion $ (B) Adjusted Net Income (A-B) $ (C) Non-cash income and gains $ (D) Interest income $ (E) Capital gains $ (F) Extraordinary or non-recurring income and gains and unrealized gains $ (G) Unrealized gains re Hedging Arrangements $ (H) Foreign exchange gains $ (I) Capital losses $ (J) Expenses re mineral exploration activities $ (K) Interest Expense $ (L) Income Tax Expense $ (M) Depreciation Expense $ (N) Unrealized losses re Hedging Arrangements $ (O) Extraordinary or non-recurring charges, expenses or losses and unrealized losses $ (P) Foreign exchange losses $ (Q) Other non-cash expenses and losses $ (R) Transaction expenses1 $ (S) 1 Capped at US$1.2M 22725645.15 Exhibit B - Page 3 EBITDA (C-D-E-F-G-H-I+J+K+L+M+N+O+P+Q+R+S) $

Appears in 1 contract

Samples: Credit Agreement (SSR Mining Inc.)

AND TO. The lenders from time to time parties to the Credit Agreement (the “Lenders”) Lenders Reference is made to the Third Amended amended and Restated Credit Agreement restated credit agreement dated as of May 13August 15, 2019, made among the undersigned, as borrower (the “Borrower”), HSBC Bank Canada, as administrative agent (in such capacity, the “Administrative Agent”), HSBC Bank Canada, Bank of Montreal and National Bank of Canada as issuing banks, and the lenders from time to time party thereto 2023 (as further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among SSR Mining Inc., as Borrower, The Bank of Nova Scotia, as Administrative Agent, and the Lenders now or hereafter parties thereto. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. The undersigned, the [Chief Financial Officer] of the Borrower, in that capacity and not personally, hereby certifies that, as of the date hereof: , (ia) a review of the consolidated financial statements of the Borrower and the Subsidiaries for the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal YearLAST DAY OF FISCAL QUARTER], and of the activities of the Credit Parties Borrower and the Subsidiaries during such [Fiscal Quarter] [Fiscal Year] Quarter has been made under the supervision of the undersigned with a view to determining whether the Borrower and the Subsidiaries have fulfilled all of their obligations under the Credit Agreement and the other Loan Documents, (b) the Credit Parties have fulfilled their obligations under the Credit Agreement and the other Loan Documents, (ii) Documents and all representations and warranties made in the Credit Agreement continue to be true and correct in all material respects as if made on the date hereof1hereof, except where such representation or warranty refers to a different date, (iii) no Default or Event of Default has occurred2, and (ivc) as at the end of the [Fiscal Quarter] [Fiscal Year] Quarter ended [Specify last day of Fiscal Quarter/Fiscal YearLAST DAY OF FISCAL QUARTER], the Borrower was in compliance with each of covenants the financial tests set forth in Section 5.1(11) Article 5 of the Credit Agreement.3 Agreement. The Borrower’s compliance with each of such financial covenants as at the end of such [Fiscal Quarter] [Fiscal Year] Quarter is demonstrated by the figures set out on the financial covenant compliance worksheet attached hereto as Schedule A. Attached hereto as Schedule B is the management discussion and analysis required by Section 5.1(1)(d) of the Credit Agreement. Attached hereto as Schedule C is a list of the Material Subsidiaries as of the last day of the most recently completed Fiscal Quarter. Name: Title: [Chief Financial Officer], [BORROWER] If this is not the case, specify the nature of any change. Or, if there is an outstanding Default or Event of Default, specify the nature and status thereof and the Borrower’s proposed response thereto. Or, if there is non-compliance, specify same. 24708069.14 Exhibit B– Page 2 RE: Rolling Period ended [DATE].date] Net Income $____________________________(A) Permitted Note Accretion $____________________________(B) Adjusted Net Income (A-B) $____________________________(C) Non-cash income and gains $____________________________(D) Interest income $____________________________(E) Capital gains $____________________________(F) Extraordinary or non-recurring income and gains and unrealized gains $____________________________(G) Unrealized gains re Hedging Arrangements $____________________________(H) Foreign exchange gains $____________________________(I) Capital losses $____________________________(J) Expenses re mineral exploration activities $____________________________(K) Interest Expense $____________________________(L) Income Tax Expense $____________________________(M) Depreciation Expense $____________________________(N) Unrealized losses re Hedging Arrangements $____________________________(O) Extraordinary or non-recurring charges, expenses or losses and unrealized losses $____________________________(P) Foreign exchange losses $____________________________(Q) Other non-cash expenses and losses $____________________________(R) EBITDA (C-D-E-F-G-H-I+J+K+L+M+N+O+P+Q+R+S) $____________________________ EBITDA $____________________________(A) Cash Interest Expense $____________________________(B) Interest Coverage Ratio ___________________________(A:B) (Min. Permitted): 4:1 Compliance [Yes]/[No] Indebtedness $____________________________(A) Indebtedness secured by cash collateral that is a Permitted Lien $____________________________(B) Cash Balance (unrestricted, unpledged) $____________________________(C) Net Indebtedness (A - B - C) $____________________________(D) EBITDA $____________________________(E)

Appears in 1 contract

Samples: Credit Agreement (SSR Mining Inc.)