Annual Statements and Certificates. The Borrowers shall furnish to the Lender as soon as available, but in no event more than one hundred twenty (120) days after the close of the Borrowers’ fiscal years, (i) a copy of the annual financial statement in reasonable detail satisfactory to the Lender relating to the Borrowers and their Subsidiaries, prepared in accordance with GAAP and examined and certified by independent certified public accountants reasonably satisfactory to the Lender, which financial statement shall include a consolidated and consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income, cash flows and changes in shareholders equity of the Borrowers and their Subsidiaries for such fiscal year, and (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT D, containing a detailed computation of each financial covenant in this Agreement that is applicable for the period reported, a certification that no change has occurred to the information contained in the Perfection Certificate (except as set forth in any schedule attached to the Compliance Certificate), and a cash flow projection report, each prepared by a Responsible Officer of the Borrowers in a format acceptable to the Lender and (iii) a management letter in the form prepared by the Borrowers’ independent certified public accountants.
Annual Statements and Certificates. The Borrowers shall furnish to the Administrative Agent and the Lenders as soon as available, but in no event more than one hundred (120) days after the close of the Borrowers' fiscal years, (i) a copy of the annual financial statement in reasonable detail satisfactory to the Administrative Agent relating to the Borrowers and their Subsidiaries, prepared in accordance with GAAP and examined and certified by independent certified public accountants reasonably satisfactory to the Administrative Agent, which financial statement shall include a consolidated and consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income and of cash flows and a consolidated statement of changes in shareholders equity of the Borrowers and their Subsidiaries for such fiscal year, and (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT D, containing a detailed computation of each financial covenant in this Agreement which is applicable for the period reported, a certification that no change has occurred to the information contained in the Collateral Disclosure List (except as set forth on any schedule attached to the certification), and a cash flow projection report, each prepared by a Responsible Officer of the Borrowers in a format reasonably acceptable to the Administrative Agent; and shall also furnish to the Administrative Agent with a sufficient number of copies for all of the Lenders promptly after receipt, each management letter in the form prepared by the Borrowers' independent certified public accountants.
Annual Statements and Certificates. The Borrower shall furnish to the Lender as soon as available, but in no event more than one hundred and twenty (120) days after the close of each fiscal year of the Borrower, (i) a copy of the annual financial statement in reasonable detail satisfactory to the Lender relating to the Borrower, prepared in accordance with GAAP and examined and certified by independent certified public accountants satisfactory to the Lender, which financial statement shall include a balance sheet of the Borrower as of the end of such fiscal year and statements of income, cash flows and changes in shareholders equity of the Borrower for such fiscal year, (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT C, as may be amended by the Lender from time to time, containing a detailed computation of each financial covenant which is applicable for the period reported, a certification that no material change has occurred to the information contained in the Collateral Disclosure List (except as set forth in a schedule attached to the certification), and a cash flow projection report, each prepared by a Responsible Officer of the Borrower in a format acceptable to the Lender, and (iii) a management letter in the form prepared by the Borrower's independent certified public accountants.
Annual Statements and Certificates. The Borrower shall furnish to the Agent for distribution to the Lenders as soon as available, but in no event more than ninety (90) days after the close of the Borrower's fiscal years, (i) a copy of the annual consolidated and consolidating financial statements in reasonable detail satisfactory to the Agent relating to the Borrower, Xxxxx UK, NIM Holdings and all other Subsidiaries, prepared in accordance with GAAP and examined and certified (as to consolidated statements) by independent certified public accountants satisfactory to the Agent, which financial statements shall include a consolidated and consolidating balance sheet of the Borrower, Xxxxx UK, NIM Holdings and all other Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income, cash flows and changes in shareholders equity of the Borrower, Xxxxx UK, NIM Holdings and all other Subsidiaries for such fiscal year, and (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT D, containing a detailed computation of each financial covenant in this Agreement which is applicable for the period reported, a certification that no change has occurred to the information contained in the Collateral Disclosure List (except as set forth any schedule attached to the certification) and (iii) a management letter in the form prepared by the Borrower's independent certified public accountants, but only if and to the extent customarily obtained by the Borrower. The Agent agrees that any one of the "Big 4" accounting firms is satisfactory to the Agent for purposes of this Section 6.1.1(a), except to the extent the Agent in its reasonable discretion and based on good faith and legitimate concerns determines that any such accounting firm would be unacceptable because of any conflict of interest or any material adverse change affecting such firm's reliability or financial viability.
Annual Statements and Certificates. The US Borrower shall furnish to the Lender as soon as available, but in no event more than one hundred twenty (120) days after the close of each fiscal year of the US Borrower, (i) a copy of the annual audited financial statement in reasonable detail satisfactory to the Lender relating to the US Borrower and its Subsidiaries, prepared in accordance with GAAP and audited by KPMG LLP or such other independent certified public accountants satisfactory to the Lender, which financial statement shall include a consolidated balance sheet of the US Borrower and its Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income, cash flows and changes in shareholders’ equity of the US Borrower and its Subsidiaries for such fiscal year, (ii) a copy of the annual financial statement in reasonable detail satisfactory to the Lender relating to the US Borrower and its Subsidiaries, prepared in accordance with GAAP, which financial statement shall include a consolidated and consolidating balance sheet of the US Borrower and its Subsidiaries as of the end of such fiscal year, (iii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT C, as may be amended from time to time, containing a detailed computation of each financial covenant in this Agreement which is applicable for the period reported, and a certification that no change has occurred to the information contained in the Collateral Disclosure List (except as set forth in a schedule attached to the certification), each prepared by a Responsible Officer of the US Borrower in a format acceptable to the Lender and (iii) a management letter in the form prepared by the US Borrower’s independent certified public accountants.
Annual Statements and Certificates. The Borrowers shall furnish to the Lender as soon as available, but in no event more than one hundred twenty (120) days after the close of the Borrowers’ fiscal years, (i) a copy of the annual financial statement in reasonable detail satisfactory to the Lender relating to the Borrowers and their Subsidiaries, prepared in accordance with GAAP and examined and certified by independent certified public accountants reasonably satisfactory to the Lender, which financial statement shall include a consolidated and consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income, cash flows and changes in shareholders equity of the Borrowers and their Subsidiaries for such fiscal year, and (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT B, as may be amended by the Lender from time to time, signed by the Borrowers’ chief financial officer, containing a detailed computation of each financial covenant in this Agreement that is applicable for the period reported, a certification that the financial statements fairly present in all material respects the financial condition and results of operations of the Borrowers on a consolidated and consolidating basis in accordance with GAAP consistently applied, and a statement whether any event has occurred which constitutes a Default or an Event of Default hereunder, and, if so, stating the facts with respect thereto, and (iii) a management letter in the form prepared by the Borrowers’ independent certified public accountants.
Annual Statements and Certificates. The Company shall furnish to the Lender as soon as available, but in no event more than one hundred twenty five (125) days after the close of the Company's fiscal years, (i) a copy of the consolidated annual financial statement in reasonable detail satisfactory to the Lender relating to the Company and its Subsidiaries, prepared in accordance with GAAP and examined and certified by independent certified public accountants satisfactory to the Lender, which financial statement shall include a consolidated and consolidating balance sheet of the Company and its Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income and cash flows of the Company and its Subsidiaries for such fiscal year, and (ii) a detailed computation of each financial covenant in this Agreement which is applicable for the period reported, and a cash flow projection report, each prepared by a Responsible Officer of the Company in a format acceptable to the Lender and (iii) a management letter in the form prepared by the independent certified public accountants.
Annual Statements and Certificates. As soon as available but in no event more than one hundred twenty (120) days after the close of each of the Borrower's fiscal years, (i) a copy of the consolidated and consolidating financial statement relating to the Borrower in reasonable detail satisfactory to the Lender, prepared in accordance with GAAP and certified by an independent certified public accountant satisfactory to the Lender, which financial statement shall include a balance sheet as at the end of such fiscal year, profit and loss statement and a statement of changes in financial condition, (ii) a cash flow projection report prepared by the Borrower in a format acceptable to the Lender, and (iii) a statement of changes in shareholders' equity. The Lender acknowledges that the Borrower's present accounting firm, Xxxxxxx, Xxxxxxxx & Xxxxxx, PC is acceptable to the Lender.
Annual Statements and Certificates. Borrower shall furnish to Bank as soon as available, but in no event more than one hundred twenty (120) days after the close of each fiscal year of Borrower, a copy of the annual audited financial statement in reasonable detail satisfactory to Bank relating to Borrower and its Subsidiaries, prepared in accordance with GAAP and examined and certified by independent certified public accountants satisfactory to Bank, which financial statement shall include a consolidated and consolidating balance sheet of Borrower and its Subsidiaries as of the end of such fiscal year and consolidated and consolidating statements of income and cash flows of Borrower and its Subsidiaries for such fiscal year.
Annual Statements and Certificates. The Borrower shall furnish to the Agent and the Lenders as soon as available, but in no event no later one hundred twenty (120) days after the close of each fiscal year of the Borrower thereafter, (i) a copy of the annual consolidated and consolidating financial statement in reasonable detail satisfactory to the Agent relating to the Borrower and its Subsidiaries on a consolidated basis, prepared in accordance with GAAP and examined and certified by independent certified public accountants satisfactory to the Agent, which financial statement shall include a balance sheet as of the end of such fiscal year and statements of income, cash flows and changes in equity for such fiscal year and (ii) a Compliance Certificate, in substantially the form attached to this Agreement as EXHIBIT "C", as may be amended by the Agent from time to time, containing a detailed computation of each financial covenant which is applicable for the period reported, a certification that no material change has occurred to the information contained in the Collateral Disclosure List (except as set forth in a schedule attached to the certification), each prepared by a Responsible Officer of the Borrower in a format acceptable to the Agent. The Borrower shall furnish to the Agent and the Lenders as soon as available, but in no event later than June 30 of each calendar year, a management letter for the then preceding fiscal year in the form prepared by the Borrower's independent certified public accountants.
