Books, Financial Statements and Reports. Each Credit Party will at all times maintain full and accurate books of account and records. Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish the following statements and reports to Administrative Agent at Borrower’s expense:
(a) As soon as available, and in any event within 90 days after the end of each Fiscal Year, complete audited Consolidated financial statements of Parent together with all notes thereto, prepared in reasonable detail in accordance with IFRS, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by an independent certified public accounting firm of nationally recognized standing selected by Parent and acceptable to Administrative Agent, stating that such Consolidated financial statements have been so prepared. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners’ equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, Borrower shall provide internally prepared unaudited consolidating financial statements including Borrower’s balance sheet and statement of earnings which agree in total to the corresponding audited Consolidated statements of Parent for the Fiscal Year. In the event that the Consolidated gross operating revenues of Borrower for any Fiscal Year are less than 95% but greater than or equal to 75% of Consolidated gross operating revenues of Parent for that same Fiscal Year, the unqualified opinion set forth above shall also cover the consolidating statements which include Borrower’s balance sheet and statement of earnings for that same Fiscal Year. In the event that the Consolidated gross operating revenues of Borrower for any Fiscal Year are less than 75% of Consolidated gross operating revenues of Parent for that same Fiscal Year, complete audited Consolidated financial statements of Borrower together with all notes thereto, prepared in reasonable detail in accordance with IFRS, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by an independent certified public accounting firm of nationally recognized standing selected by Borrower and acceptable to Administrative Agent, stating that such Consolidated financial statement...
Books, Financial Statements and Reports. Each Restricted Person will at all times maintain full and accurate books of account and records. Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish the following statements and reports to each Lender Party at Borrower’s expense:
Books, Financial Statements and Reports. Borrower will at all times maintain full and accurate books of account and records and a standard system of accounting and will furnish the following statements and reports to Lender at Borrower's expense:
Books, Financial Statements and Reports. Each Borrower will at all times maintain full and accurate books of account and records. Each Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender at Borrowers' expense:
(a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,:
(i) complete Consolidated financial statements of US Parent together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent and acceptable to Agent, stating that such Consolidated financial statements have been so prepared; and
(ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Borrower will furnish to Agent and each Lender a certificate in the form of Exhibit C signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of US Parent and Borrowers, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event.
(b) As soon as available, and in any event within forty-five (45) days after the end of each Fiscal Quarter, US Parent's Consolidated and consolidating balance sheet and income statement as of the en...
Books, Financial Statements and Reports. Other Information and Inspections
Books, Financial Statements and Reports. Each Restricted Person will at all times maintain full and accurate books of account and records. Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish the following statements and reports to each Lender Party at Borrower's expense:
(a) As soon as available, and in any event by the earlier of five (5) days after the filing thereof with the SEC and the one hundred twentieth (120th) day after the end of each Fiscal Year, complete Consolidated and consolidating financial statements of Borrower together with all notes thereto, prepared in reasonable detail in accordance with GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by Deloitte & Touche, or other independent certified public accountants selected by Borrower and acceptable to Required Lenders, stating that such Consolidated and consolidating financial statements have been so prepared. These financial statements shall contain Consolidated and consolidating balance sheet as of the end of such Fiscal Year and Consolidated and consolidating statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. Together 42 with such financial statements, Borrower will furnish a report signed by such accountants (i) stating that they have read this Agreement, (ii) containing calculations showing compliance (or non-compliance) at the end of such Fiscal Year with the requirements of Sections 7.1, 7.11, 7.12 and 7.13, and (iii) further stating that in making their examination and reporting on the Consolidated and consolidating financial statements described above they did not conclude that any Default existed at the end of such Fiscal Year or at the time of their report, or, if they did conclude that a Default existed, specifying its nature and period of existence.
(b) As soon as available, and in any event by the earlier of five (5) days after the filing thereof with the SEC and the sixtieth (60th) day after the end of the first three Fiscal Quarters in each Fiscal Year, Borrower's Consolidated balance sheet as of the end of such Fiscal Quarter and Consolidated statements of Borrower's earnings and cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared ...
Books, Financial Statements and Reports. Borrower will at all times maintain full and materially accurate books of account and records. Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting and will cause the following statements and reports to be delivered to Managing Agents and each Lender at Borrower's expense:
(1) As soon as available, and in any event within 120 days after the end of each Fiscal Year, complete audited Consolidated financial statements of Borrower and its Subsidiaries and unaudited consolidating balance sheets and statements of operations of Borrower and its Subsidiaries, prepared in reasonable detail in accordance with GAAP; such audited statements to be accompanied by an opinion, by KPMG Peat Marwick, or such other independent certified public accountants of nationally recognized standing selected by Borrower, stating that such Consolidated financial statements have been so prepared. Borrower will, together with each set of such financial statements delivered pursuant to this Section, furnish a certificate in the form of Exhibit J signed by a Designated Officer of Borrower stating that, to the best of his knowledge, (i) such financial statements are accurate and complete, and (ii) no Default or Event of Default exists at the end of such Fiscal Quarter or at the time of such certificate or specifying the nature and period of existence of any such Default or Event of Default. Such certificate shall contain calculations showing compliance (or noncompliance) at the end of such Fiscal Quarter with the requirements of Sections 5.3(a) and (b).
(2) As soon as available, and in any event within 60 days after the end of the first three Fiscal Quarters in each Fiscal Year, unaudited Consolidated financial statements of Borrower and its Subsidiaries and unaudited
Books, Financial Statements and Reports. (a) Section 6.2(a) of the Original Credit Agreement is hereby amended by replacing the phrase “ninety (90) days” with the phrase “one hundred twenty (120) days”; (b) Section 6.2
(b) of the Original Credit Agreement is hereby amended by replacing the phrase “forty-five (45) days after the end of the first three Fiscal Quarters in each Fiscal Year,” with the phrase “seventy-five (75) days after the end of the first three Fiscal Quarters in Fiscal Year 2014 and sixty (60) days after the end of the first three Fiscal Quarters in each Fiscal Year thereafter,” and Section 6.2(d) of the Original Credit Agreement is hereby amended by replacing the term “Reserve Report” with the term “Engineering Report”. Active.15380067.3 5
Books, Financial Statements and Reports. Each Loan Party will at all times maintain full and accurate books of account and records. Genesis Energy, L.P. and Borrower will maintain and will cause their Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish the following statements and reports to each Lender at Loan Parties' expense:
(a) As soon as available, and in any event within ninety days (90) days after the end of each Fiscal Year (i) complete Consolidated financial statements of Genesis Energy, L.P. and of Borrower together with all notes thereto, prepared in reasonable detail in accordance with GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by Deloitte & Touche LLP, or other independent certified public accountants selected by General Partner and acceptable to Required Lenders, stating that such Consolidated financial statements have been so prepared and (ii) supporting unaudited balance sheets and statements of income of each other Loan Party. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings for such Fiscal Year. Such Consolidated financial statements shall set forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year, Genesis Energy, L.P. and Borrower will furnish a certificate signed by such accountants stating that in connection with their audit, nothing came to their attention to cause them to believe that Genesis Energy, L.P. or Borrower failed to comply with the terms, covenants, provisions or conditions of Article VII insofar as they relate to accounting matters, with the proviso that such audit was not directed primarily toward obtaining knowledge of such non-compliance.
(b) As soon as available, and in any event within sixty (60) days after the end of the first three Fiscal Quarters of each Fiscal Year (i) Genesis Energy, L.P.'s and Borrower's Consolidated balance sheet as of the end of such Fiscal Quarter and Consolidated statements of Genesis Energy, L.P.'s and Borrower's earnings and cash flows for such Fiscal Quarter and for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, and (ii) supporting balance sheets and statements of income of each other Loan Party, all in reasonable detail and prepared in accordance with GAAP, subject to ch...
Books, Financial Statements and Reports. Each Credit Party will at all times maintain full and accurate books of account and records in accordance with IFRS applied on a consistent basis. Borrower will maintain, and will cause each other Credit Party to maintain, a standard system of accounting, will maintain its Fiscal Year, and will furnish the following statements and reports to Lenders at Borrower’s expense:
