Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1997, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A) and (B) hereof, such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 2 contracts
Samples: Loan Agreement (Innovative Valve Technologies Inc), Loan Agreement (Innovative Valve Technologies Inc)
Financial Statements and Information. Furnish to the Agent and each Lender each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the respective fiscal year ending on December 31, 1997of the Borrower, Annual Audited Financial Statements of BorrowerEastGroup Properties, Inc.; (b) as soon as available and in any event within 45 50 days after the end of each quarter (except the last quarter) of each respective fiscal month year of the Borrower, Quarterly Unaudited Financial Statements of EastGroup Properties Inc. (other than the March, June, September and December fiscal monthswhich shall include a statement of Funds From Operations), and as soon as available and in any event ; (c) within 60 fifty (50) days after the end of each March, June, September the calendar quarter and December fiscal month, Monthly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 5.2(a) and (Bb) hereof, (i) an Officer's Certificate, together with such schedules, computations and other informationinformation (including, without limitation, information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance non‑compliance therewith as of the applicable date, all certified as true, correct and signed complete by the a managing director, vice president or senior vice president, chief financial officer or treasurer of Borrower Borrower, and (or other authorized officer approved by Agentii) as true a current capital plan for the next four (4) calendar quarters including projected sources and correct in all material respects to the best knowledge uses of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(A) hereof funds (including dividend and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officerdebt payments); (d) promptly upon after the filing thereof, all registration statements and reports on Forms 10-K and 10-Q (or their becoming publicly available, each financial statement, report, notice equivalents) made by the Borrower or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor of their respective Subsidiaries with any securities exchange or the Securities and Exchange Commission Commission, to be delivered by electronic transmission or any successor agency, and notice by electronic transmission of the filing thereof (other filings shall be available for viewing on the Borrower's website); (e) within ten (10) Business Days after the receipt thereof, a copy of the notification to EastGroup Properties Inc. of its S&P Rating or Xxxxx'x Rating, or change therein; and (f) such other financial projections and other information relating to the financial condition (financial or otherwise), operations or business and affairs of any Obligor the Borrower as from time to time may be reasonably requested by Agentany Lender. Each delivery of a financial statement The Agent will send to each Lender the information received by the Agent pursuant to this SECTION 7.2 shall constitute a restatement of Section 5.2 promptly after the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsreceipt thereof by Agent.
Appears in 2 contracts
Samples: Credit Agreement (Eastgroup Properties Inc), Term Loan Agreement (Eastgroup Properties Inc)
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 105 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December March 31, 19972000, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each Marchfiscal quarter of each applicable fiscal year, JuneQuarterly Financial Statements, September and December fiscal month, Monthly together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial a duly authorized officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972000, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agencyBorrower with, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.or
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 105 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December March 31, 19971999, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each Marchfiscal quarter of each applicable fiscal year, JuneQuarterly Financial Statements, September and December fiscal month, Monthly together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial a duly authorized officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June September 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with Borrower with, or received by Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of Borrower or any Obligor of its Restricted Subsidiaries as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 the later of (i) 90 days after the end of each applicable fiscal year or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal year, beginning with the fiscal year ending on December 31, 19972003, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within the later of (i) 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end quarter of each Marchapplicable fiscal year or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal quarter of each applicable fiscal year, JuneQuarterly Financial Statements, September and December fiscal month, Monthly together with a Borrower- prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) a Senior Financial Officer as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement quarterly financial statement prepared as of December 31, 19972003, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with Borrower with, or received by Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) promptly after the Borrower has notified the Agent of any intention by the Borrower to treat the Loans and/or Letters of Credit and related transactions as being a "reportable transaction" (within the meaning of Treasury Regulation Section 1.6011-4), a duly completed copy of IRS Form 8886 or any successor form; (f) such other financial projections information relating to bilateral facilities maintained outside of this Agreement, which may include information regarding the obligor, the institution, the facility size and outstanding balances, and (g) such other information relating to the condition (financial or otherwise), operations operations, prospects or business of Borrower or any Obligor of its Restricted Subsidiaries as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
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Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 the later of (i) 90 days after the end of each applicable fiscal year or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal year, beginning with the fiscal year ending on December 31, 19972002, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within the later of (i) 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end quarter of each Marchapplicable fiscal year or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal quarter of each applicable fiscal year, JuneQuarterly Financial Statements, September and December fiscal month, Monthly together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) a Senior Financial Officer as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972003, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with Borrower with, or received by Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) promptly after the Borrower has notified the Agent of any intention by the Borrower to treat the Loans and/or Letters of Credit and related transactions as being a "reportable transaction" (within the meaning of Treasury Regulation Section 1.6011-4), a duly completed copy of IRS Form 8886 or any successor form; (f) such other financial projections information relating to bilateral facilities maintained outside of this Agreement, which may include information regarding the obligor, the institution, the facility size and outstanding balances, and (g) such other information relating to the condition (financial or otherwise), operations operations, prospects or business of Borrower or any Obligor of its Restricted Subsidiaries as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender fifteen (15) copies of each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19972004, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(ASubsections 7.2(a) and (b) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Annual Financial Statement prepared as of December 31, 19972004, a compliance certificate ("COMPLIANCE CERTIFICATE"“Compliance Certificate”) in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2004, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2005, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2004, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any Obligor of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any Obligor of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency; (h) within sixty (60) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (ek) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION Section 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
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Financial Statements and Information. Furnish to the Agent and and, in each Lender case other than the monthly management report described in clause (e) below, the Lenders one copy of each of the following: (a) as soon as available and in any event within 120 90 days after the end of each applicable fiscal yearyear of the Borrower, beginning with the fiscal year ending on December 31, 19971995, Annual Audited Financial Statements of the Borrower; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end calendar quarter of each Marchfiscal year of the Borrower, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrowerthe Borrower and its Subsidiaries; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, president or chief financial officer or treasurer of the Borrower (or other authorized officer approved by the Agent) as true true, correct and correct in all material respects to the best knowledge of such officer complete and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19971995, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") in the form of EXHIBIT E Exhibit G hereto, duly executed by such authorized officer; (d)
(1) promptly upon their becoming publicly availableas of the Effective Date and (2) within 30 days after the end of each calendar month, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange a Borrowing Base Certificate as at the Effective Date or the Securities and Exchange Commission last day of such calendar month or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.receipt, as the case may be, together with such supporting information as the Agent may reasonably request; (e) within 30 days after the end of each calendar month of each fiscal year of the Borrower, a management report with respect to sales and operating revenues and costs of manufacturing and related information in such detail as such management
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender fifteen (15) copies of each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971998, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(ASUBSECTIONS 7.2(a) and (b) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Annual Financial Statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1998, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 1999, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1998, annual financial statements prepared on a statutory basis for HCC Reinsurance Company Limited (as filed with the Bermuda Department of Insurance); (g) within fifteen (15) days of their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any Obligor of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any Obligor of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency; (h) within thirty (30) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries in Proper Form and issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be satisfactory to Agent and the Majority Lenders; (j) within fifteen (15) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary's insurance business, and (ek) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to the Agent and and, in each Lender case other than the monthly management report described in clause (e) below, the Lenders one copy of each of the following: (a) as soon as available and in any event within 120 90 days after the end of each applicable fiscal yearyear of the Parent, beginning with the fiscal year ending on December 31, 19971995, Annual Audited Financial Statements of Borrowerthe Parent and its Subsidiaries; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end calendar quarter of each Marchfiscal year of the Parent, June, September and December fiscal month, Monthly Quarterly Financial Statements of the Parent and its Subsidiaries and of the Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, president or chief financial officer or treasurer of the Borrower (or other authorized officer approved by the Agent) as true true, correct and correct in all material respects to the best knowledge of such officer complete and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June September 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19971995, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officerofficer (provided, however, that if a "Compliance Certificate" has been delivered by the Parent for any applicable period as provided for in the Parent Credit Facility, the Borrower shall not be required to deliver a Compliance Certificate with respect to such period pursuant to this provision); (d) within 30 days after the end of each calendar month of each fiscal year of the Parent, a management report with respect to sales and operating revenues and costs of manufacturing and related information in such detail as such management report is prepared for the use of the management of the Parent (promptly upon their becoming publicly available, receipt of each financial statement, such report, notice or definitive proxy statements sent Agent shall forward copies thereof to each Lender); (e) by any Obligor to shareholders generally October 31 of each year, the financial projections of income and cash flow of the Parent for each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or month of the Securities and Exchange Commission or any successor agencyfiscal year of the Parent which begins on the October 1 immediately preceding such October 31, and (ef) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor of the Parent and its Subsidiaries as from time to time may be reasonably requested by the Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971998, Annual Audited Financial Statements of BorrowerBorrower and Carrols Holdings; (b) as soon as available and in any event within 45 days after the end of each fiscal month quarter (other than the March, June, September and December last fiscal months), and as soon as available and in any event within 60 days after the end quarter) of each Marchapplicable fiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of BorrowerBorrower and Carrols Holdings; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, president or chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement annual statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officer; (d) by December 31 of each fiscal year, Borrower's annual business plan for the next fiscal year (including its balance sheet and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with with, or received by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (ef) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by Agent. Financial Statements for Borrower and Carrols Holding shall be prepared on a consolidated basis, and shall provide comparison to the corresponding period of the previous fiscal year. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Financial Statements and Information. Furnish The Borrower shall deliver to the Agent and each Lender each of the following: :
(a) as soon as available and in any event within 120 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19972011, Annual Financial Statements of the Borrower in the form filed with the Securities and Exchange Commission (publicly filing the Borrower; ’s 10-K with the Securities and Exchange Commission will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through xxxx://xxx.xxx.xxx or such successor webpage of the Securities and Exchange Commission);
(b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of the Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower; ’s Form 10-Q with the Securities and Exchange Commission will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through xxxx://xxx.xxx.xxx or such successor webpage of the Securities and Exchange Commission);
(c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(Aparagraphs (a) and (Bb) hereof, above:
(i) such schedules, computations and other information, in reasonable detail, as may be reasonably required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance noncompliance therewith as of the applicable date, all certified and signed by a Responsible Officer of the president, chief financial officer or treasurer of Borrower (or other authorized authorised officer approved by the Agent) as true and correct in all material respects to the best knowledge of such officer officer; and, concurrently with the financial statements provided for in SUBSECTION 7.2(A
(ii) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, Compliance Certificate duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.Responsible Officer;
Appears in 1 contract
Samples: $90,000,000 Standby Letter of Credit Facility (HCC Insurance Holdings Inc/De/)
Financial Statements and Information. Furnish to Agent and each Lender fifteen (15) copies of each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971999, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(ASubsections 7.2(a) and (b) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Annual Financial Statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1999, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on December 31, 1999, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1999, annual financial statements prepared on a statutory basis for HCC Reinsurance Company Limited (as filed with the Bermuda Department of Insurance); (g) within fifteen (15) days of their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any Obligor of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any Obligor of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency; (h) within thirty (30) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries in Proper Form and issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be satisfactory to Agent and the Majority Lenders; (j) within fifteen (15) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary's insurance business, and (ek) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION Section 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 the later of (i) 90 days after the end of each applicable fiscal year or (ii) five Business Days after Borrower’s applicable Securities and Exchange Commission report filing date for such fiscal year, beginning with the fiscal year ending on December 31, 19972008, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within the later of (i) 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end quarter of each Marchapplicable fiscal year, Junebeginning with the fiscal quarter ending on September 30, September 2008, or (ii) five Business Days after Borrower’s applicable Securities and December Exchange Commission report filing date for such fiscal monthquarter of each applicable fiscal year, Monthly Quarterly Financial Statements, together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) a Senior Financial Officer as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June September 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972008, a compliance certificate ("COMPLIANCE CERTIFICATE"“Compliance Certificate”) substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with Borrower with, or received by Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) promptly after the Borrower has notified the Agent of any intention by the Borrower to treat the Loans and related transactions as being a “reportable transaction” (within the meaning of Treasury Regulation Section 1.6011-4), a duly completed copy of IRS Form 8886 or any successor form; (f) such other financial projections information relating to bilateral facilities maintained outside of this Agreement, which may include information regarding the obligor, the institution, the facility size and outstanding balances, and (g) such other information relating to the condition (financial or otherwise), operations operations, prospects or business of Borrower or any Obligor of its Restricted Subsidiaries as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender ten (10) copies of each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1997, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(ASUBSECTIONS 7.2(a) and (b) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Annual Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1997, financial statements prepared on a statutory basis for HCC, AIC and USSIC; (e) within fifteen (15) days of their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any Obligor of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any Obligor of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency; (f) within thirty (30) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (g) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy reports for HCC, AIC and USSIC which complies with all applicable Legal Requirements, and (eh) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19972010, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through xxxx://xxx.xxx.xxx or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the Marchquarter, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through xxxx://xxx.xxx.xxx or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer a Responsible Officer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer Responsible Officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(ASubsections 7.2(a) and (b) hereof and concurrently commencing with the financial statements provided Quarterly Financial Statement for in SUBSECTIONS 7.2(B) prepared as of each the fiscal quarter ending March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972011, a compliance certificate ("COMPLIANCE CERTIFICATE"“Compliance Certificate”) in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officera Responsible Officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2010, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2011, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2010, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any Obligor of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency; provided that publicly filing such documents with the Securities and Exchange Commission will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through xxxx://xxx.xxx.xxx; (h) within sixty (60) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority which are material with respect to any Insurance Company Subsidiary’s insurance business, and (ek) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of Borrower or any Obligor of its Material Subsidiaries as from time to time may be reasonably requested by Agent (or any Lender through Agent); provided that so long as no Event of Default shall be continuing, the Borrower shall not be required to provide any additional financial projections other than those described in clause (h) above. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION Section 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 105 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December March 31, 19972000, Annual Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each Marchfiscal quarter of each applicable fiscal year, JuneQuarterly Financial Statements, September and December fiscal month, Monthly together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of BorrowerBorrower and its Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed attested by the president, chief financial a duly authorized officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972000, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters and other than registrations on Form S-8 under the Securities Act, registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by any Obligor with Borrower with, or received by Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of Borrower or any Obligor of its Restricted Subsidiaries as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971998, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 30 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December applicable fiscal monthyear, Monthly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsection 7.2(a) and the financial statements provided for in Subsection (Bb) hereofhereof as to the fiscal months March, June, September and December, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial a duly authorized officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June September 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT Exhibit E hereto, duly executed by such authorized officer; (d) by December 31 of each fiscal year, Borrower's annual business plan for the next fiscal year (including its proforma balance sheet and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with with, or received by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; (f) from time to time, at any time upon the request of Agent, but at the cost of Borrower, a report of an independent collateral field examiner approved by Agent in writing and reasonably acceptable to Borrower (which may be, or be affiliated with, Agent or one of the Lenders) with respect to the Accounts and Inventory of Borrower and its Subsidiaries (provided, however, that so long as no Event of Default has occurred and is continuing, Agent shall not require such a report more than once per calendar year and during the continuance of an Event of Default, Agent shall not require such a report more than once per calendar quarter), (g) (1) as of the Effective Date and (2) within 30 days after (i) the end of each calendar month or (ii) receipt of a request therefor (which may be given from time to time) from Agent, a Borrowing Base Certificate as at the Effective Date or the last day of such calendar month or the date of such receipt, as the case may be, together with such supporting information as Agent may reasonably request; (h) within 30 days after (i) the end of each calendar month or (ii) receipt of a request therefor (which may be given from time to time) from Agent, (1) a listing and aging of the Accounts of Borrower and its Subsidiaries (other than Foreign Subsidiaries) as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as Agent may reasonably request and (2) a summary of the Inventory of Borrower and its Subsidiaries (other than Foreign Subsidiaries) as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as Agent may reasonably request, and (ei) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Samples: Loan Agreement (Boots & Coots International Well Control Inc)
Financial Statements and Information. Furnish to Agent Agents and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19972000, Annual Financial Statements of U.S. Borrower and, for the fiscal year ended December 31, 2000 only, Annual Financial Statements for U.K. Borrower; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end quarter of each Marchapplicable fiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of U.S. Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent Agents to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other a duly authorized officer approved by Agent) of U.S. Borrower as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972001, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officer; (d) by March 31 of each fiscal year, U.S. Borrower's annual business plan for the then current fiscal year (including their proforma balance sheets and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with with, or received by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; (f)
(1) as of the Effective Date and (2) within 30 days after the end of each calendar month, a Borrowing Base Certificate as at the Effective Date or the last day of such calendar month, together with such supporting information as any Agent may reasonably request; (g) within 30 days after (i) the end of each calendar quarter or (ii) receipt of a request therefor (which may be given from time to time) from any Agent, (1) a listing and aging of the Accounts of (x) U.S. Borrower and its Subsidiaries (other than Foreign Subsidiaries or Excluded Subsidiaries), (y) the Subsidiaries of Canadian Borrower and (z) the Subsidiaries of U.K. Borrower which are Foreign Subsidiaries (other than Excluded Subsidiaries) as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as any Agent may reasonably request (including information supporting the progress payments included in the Eligible Accounts) and (2) a summary of the Inventory of (x) U.S. Borrower and its Subsidiaries (other than Foreign Subsidiaries or Excluded Subsidiaries) and (y) the Subsidiaries of Canadian Borrower as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as any Agent may reasonably request; (h) from time to time, at any time upon the request of any Agent, but at the cost of the applicable Borrower, a report of an independent collateral field examiner approved by Agents in writing and reasonably acceptable to the applicable Borrower (which may be, or be affiliated with, any Agent or one of the Lenders) with respect to the Accounts and Inventory components included in the U.S. Borrowing Base, the Canadian Borrowing Base and the U.K. Borrowing Base (provided, 69 however, that so long as no Event of Default has occurred and is continuing, Agents shall not require such a report more than once per calendar year and during the continuance of an Event of Default, Agents shall not require such a report more than once per calendar quarter), and (ei) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by any Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Samples: Loan Agreement (Natco Group Inc)
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December March 31, 1997, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month quarter (other than the March, June, September and December last fiscal months), and as soon as available and in any event within 60 days after the end quarter) of each Marchapplicable fiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A) and (B) hereof, such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent Agents and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971998, Annual Financial Statements of U.S. Borrower, Canadian Borrower and Group; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end quarter of each Marchapplicable fiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of U.S. Borrower, Canadian Borrower and Group; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent Agents to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other a duly authorized officer approved by Agent) of U.S. Borrower as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June September 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19971998, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officer; (d) by June 30 of each fiscal year, U.S. Borrower's and Canadian Borrower's annual business plans for the next fiscal year (including their proforma balance sheets and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with with, or received by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; (f)
(1) as of the Effective Date and (2) within 20 days after (i) the end of each calendar month or (ii) receipt of a request therefor (which may be given from time to time) from any Agent, a U.S. Borrowing Base Certificate and a Canadian Borrowing Base Certificate as at the Effective Date or the last day of such calendar month or the date of such receipt, as the case may be, together with such supporting information as any Agent may reasonably request; (g) within 30 days after (i) the end of each calendar quarter or (ii) receipt of a request therefor (which may be given from time to time) from any Agent, (1) a listing and aging of the Accounts of (x) U.S. Borrower and its Subsidiaries (other than Canadian Subsidiaries) and (y) the Canadian Subsidiaries as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as any Agent may reasonably request and (2) a summary of the Inventory of (x) U.S. Borrower and its Subsidiaries (other than Canadian Subsidiaries) and (y) the Canadian Subsidiaries as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as any Agent may reasonably request; (h) from time to time, at any time upon the request of any Agent, but at the cost of the applicable Borrower, a report of an independent collateral field examiner approved by Agents in writing and reasonably acceptable to the applicable Borrower (which may be, or be affiliated with, any Agent or one of the Lenders) with respect to the Accounts and Inventory components included in the U.S. Borrowing Base and the Canadian Borrowing Base (provided, however, that so long as no Event of Default has occurred and is continuing, Agents shall not require such a report more than once per calendar year and during the continuance of an Event of Default, Agents shall not require such a report more than once per calendar quarter), and (ei) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by any Agent. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Samples: Loan Agreement (Natco Group Inc)
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19971998, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 60 days after the end of each fiscal month quarter (other than except for the March, June, September and December last fiscal months), quarter of a fiscal year) and as soon as available and in any event within 60 90 days after the end of the last fiscal quarter of each Marchfiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A) and (B) hereof, (x) such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(Aand (y) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Appears in 1 contract
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 19972004, Annual Audited Financial Statements of BorrowerBorrower and Carrols Holdings; (b) as soon as available and in any event within 45 days after the end of each fiscal month quarter (other than the March, June, September last fiscal quarter) of each applicable fiscal year and December fiscal months), and as soon as available and in any event within 60 100 days after the end of the last fiscal quarter of each Marchfiscal year, June, September and December fiscal month, Monthly Quarterly Financial Statements of BorrowerBorrower and Carrols Holdings; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, president or chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) annual statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as last day of December 31, 1997the fiscal year 2004, a compliance certificate ("COMPLIANCE CERTIFICATE"“Compliance Certificate”) in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officer; (d) within 100 days after the beginning of each fiscal year, Borrower’s annual business plan for such fiscal year (including its balance sheet and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with with, or received by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (ef) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by Agent. Financial Statements for Borrower and Carrols Holding shall be prepared on a consolidated basis, and shall provide comparison to the corresponding period of the previous fiscal year. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Samples: Loan Agreement (Carrols Corp)
Financial Statements and Information. Furnish to Agent Agents and each Lender each of the following: (a) as soon as available and in any event within 120 90 days after the end of the fiscal year 2003 and within 60 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1997thereafter, Annual Financial Statements of U.S. Borrower; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than quarter during the March, June, September fiscal year 2004 and December fiscal months), and as soon as available and in any event within 60 35 days after the end of each Marchfiscal quarter of each fiscal year thereafter, June, September and December fiscal month, Monthly Quarterly Financial Statements of U.S. Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(ASubsections 7.2(a) and (Bb) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent Agents to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other a duly authorized officer approved by Agent) of U.S. Borrower as true and correct in all material respects to the best knowledge of such officer and, concurrently commencing with the quarterly financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) statement prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 19972004, a compliance certificate ("COMPLIANCE CERTIFICATECompliance Certificate") substantially in the form of EXHIBIT E Exhibit F hereto, duly executed by such authorized officer; (d) by March 31 of each fiscal year, U.S. Borrower's annual business plan for the then current fiscal year (including their proforma balance sheets and income and cash flow projections for such fiscal year); (e) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor U.S. Borrower to shareholders generally and each regular or periodic report and each registration statement statement, prospectus or prospectus written communication (other than transmittal letters) in respect thereof filed by any Obligor with U.S. Borrower with, or received by U.S. Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; (f)
(1) as of the Effective Date and (2) within 30 days after the end of each calendar month, a Borrowing Base Certificate as at the Effective Date or the last day of such calendar month, together with such supporting information as U.S. Agent may reasonably request; (g) within 30 days after (i) the end of each calendar quarter or (ii) receipt of a request therefor (which may be given from time to time) from U.S. Agent, (1) a listing and aging of the Accounts of (x) U.S. Borrower and its Subsidiaries (other than Foreign Subsidiaries or Excluded Subsidiaries), (y) the Subsidiaries of Canadian Borrower and (z) the Subsidiaries of U.K. Borrower which are Foreign Subsidiaries (other than Excluded Subsidiaries) as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as U.S. Agent may reasonably request (including information supporting the progress payments included in the Eligible Accounts) and (2) a summary of the Inventory of (x) U.S. Borrower and its Subsidiaries (other than Foreign Subsidiaries or Excluded Subsidiaries) and (y) the Subsidiaries of Canadian Borrower as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as U.S. Agent may reasonably request; (h) from time to time, at any time upon the request of U.S. Agent, but at the cost of the applicable Borrower, a report of an independent collateral field examiner approved by U.S. Agent in writing and reasonably acceptable to the applicable Borrower (which may be, or be affiliated with, any Agent or one of the Lenders) with respect to the Accounts and Inventory components included in the U.S. Borrowing Base, the Canadian Borrowing Base and the U.K. Borrowing Base (provided, however, that so long as no Event of Default has occurred and is continuing, U.S. Agent shall not require such a report more than once per calendar year and during the continuance of an Event of Default, U.S. Agent shall not require such a report more than once per calendar quarter), and (ei) such other financial projections and other information relating to the condition (financial or otherwise), operations operations, prospects or business of any Obligor as from time to time may be reasonably requested by Agentany Agent or any Lender. Each delivery of a financial statement pursuant to this SECTION Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statementsSection 6.2.
Appears in 1 contract
Samples: Loan Agreement (Natco Group Inc)
