Financial Statements, Certificates and Other Information. If requested by Agent, the Borrower shall deliver to the Agent: (a) As soon as practicable and, in any event, not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Annual Report on Form 10-K (or, at any time that K-Sea Transportation is not required to file such a report, within 120 days after the end of each fiscal year), consolidated balance sheets of K-Sea Transportation and its Subsidiaries as at the end of such fiscal year, and consolidated statements of income, cash flow and members’ equity, each for the fiscal year then ended and each setting forth in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, and a report and opinion of the K-Sea Transportation’s independent accountants, which report and opinion shall have been prepared in accordance with GAAP; (b) As soon as practicable and, in any event, not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Quarterly Report on Form 10-Q (or, at any time that K-Sea Transportation is not required to file such a report, within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower), an unaudited consolidated balance sheet of K-Sea Transportation and its Subsidiaries as at the end of such quarter, and consolidated statement of income, cash flow and members’ equity, each for the portion of the fiscal year then ended, each in reasonable detail and prepared in accordance with GAAP (subject to year-end adjustments), certified to the Agent by the chief financial officer or other financial officer of such entity; (c) Promptly upon receipt thereof, copies of all management letters and other reports of substance which are submitted to K-Sea Transportation by its independent accountants in connection with any annual or interim audit of the books of K-Sea Transportation made by such accountants; (d) As soon as practicable and, in any event, within 10 days after the issuance thereof, copies of such other financial statements and reports as K-Sea Transportation shall send to its partners, members or stockholders, and copies of all regular and periodic reports which K-Sea Transportation may be required to file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefore, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state; (e) With reasonable promptness, such financial information (including consolidating financial statements and projections) or other data as the Agent reasonably may request; (f) Simultaneously with the delivery of the financial statements referred to in clauses (a) and (b) of this §7.4, a copy of the certification signed by the principal executive officer and the principal financial officer of K-Sea Transportation (each a “Certifying Officer”) as required by Rule 13A-14 under the Securities Exchange Act of 1934 and a copy of the internal controls disclosure statement by such Certifying Officer as required by Rule 13A-15 under the Securities Exchange Act of 1934, each as included in K-Sea Transportation’s Annual Report on Form 10-K or Quarterly Report on Form 10-Q, for the applicable fiscal period. (g) Within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower, and within 120 days after the end of each fiscal year of the Borrower, the Borrower shall deliver to the Agent (with copies to each Lender) a certificate of a Certifying Officer of K-Sea Transportation (i) certifying as to whether a Default has occurred since the delivery of the previous such certificate or to the date hereof and, if such a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (ii) setting forth reasonably detailed calculations demonstrating compliance with §8.4(a), §8.4(b) and §8.4(c), (iii) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in §7.04 hereof, as applicable, has materially and adversely affected the financial statements accompanying such certificate and, if so, the estimated dollar amount thereof, (iv) including a “customary” bringdown of the representations and warranties contained in this Agreement with appropriate carveouts acceptable to the Agent in its reasonable discretion and (v) certifying as to whether any default or event of default shall have occurred under any of the Guaranties. Notwithstanding the forgoing, the Agent agrees to obtain the financial information required above in §§7.4(a), (b), (c), and (d) via public filings made by K-Sea Transportation with the Securities and Exchange Commission, so long as such information is available via such public filings.
Appears in 1 contract
Financial Statements, Certificates and Other Information. If requested by Agent, the The Borrower shall will deliver to each of the Agent:Banks (or to the Agent as noted in (d), (e) and (f)):
(a) As as soon as practicable andpracticable, but, in any event, event not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Annual Report on Form 10-K ninety (or, at any time that K-Sea Transportation is not required to file such a report, within 120 90) days after the end of each fiscal year)year of the Borrower, consolidated the balance sheets sheet of K-Sea Transportation and its Subsidiaries the Borrower as at the end of such fiscal year, and consolidated the related statements of incomecash flows, cash flow operations and members’ equityretained earnings for such year, each for the fiscal year then ended and each setting forth in comparative form the figures for the previous fiscal year, all such statements to be in reasonable detail, prepared in accordance with GAAP, and certified without qualification by Coopers & Lybrand, or by any other nationally recognized independenx certified public accounting firm that is currently known as a "Big Four" accounting firm, or any other independent accounting firm acceptable to the Agent (the "Accountants"), together with a written statement from such Accountants to the effect that they have read a copy of this Agreement, and that, in making the examination necessary to said certification, they have obtained no knowledge of any Default or Event of Default, or, if such Accountants shall have obtained knowledge of any then existing Default or Event of Default they shall disclose in such statement any such Default or Event of Default; (b) as soon as practicable, but in any event not later than forty- five (45) days after the end of each of the fiscal quarters of the Borrower, copies of the balance sheet and statement of operations of the Borrower as at the end of such quarter, subject to year end audit adjustments, and statement of income and cash flows, all in reasonable detail and prepared in accordance with GAAP, and together with a report and opinion certification by the principal financial or accounting officer of the K-Sea Transportation’s independent accountants, which report and opinion shall Borrower that such financial statements have been prepared in accordance with GAAP;
(b) As soon as practicable and, GAAP and fairly present in any event, not later than all material respects the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Quarterly Report on Form 10-Q (or, at any time that K-Sea Transportation is not required to file such a report, within 45 days after the end of each financial condition of the first three quarters during each fiscal year of the Borrower), an unaudited consolidated balance sheet of K-Sea Transportation and its Subsidiaries Borrower as at the end close of such quarter, business on the date thereof and consolidated statement the results of income, cash flow and members’ equity, each operations for the portion of the fiscal year period then ended, each in reasonable detail and prepared in accordance with GAAP (subject to year-end adjustments), certified to the Agent by the chief financial officer or other financial officer of such entity;
(c) Promptly upon receipt thereof, copies of all management letters and other reports of substance which are submitted to K-Sea Transportation by its independent accountants in connection with any annual or interim audit of the books of K-Sea Transportation made by such accountants;
(d) As soon as practicable and, in any event, within 10 days after the issuance thereof, copies of such other financial statements and reports as K-Sea Transportation shall send to its partners, members or stockholders, and copies of all regular and periodic reports which K-Sea Transportation may be required to file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefore, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state;
(e) With reasonable promptness, such financial information (including consolidating financial statements and projections) or other data as the Agent reasonably may request;
(f) Simultaneously with the delivery of the financial statements referred to in clauses (a) and (b) of this §7.4, a copy of the certification signed by the principal executive officer and the principal financial officer of K-Sea Transportation (each a “Certifying Officer”) as required by Rule 13A-14 under the Securities Exchange Act of 1934 and a copy of the internal controls disclosure statement by such Certifying Officer as required by Rule 13A-15 under the Securities Exchange Act of 1934, each as included in K-Sea Transportation’s Annual Report on Form 10-K or Quarterly Report on Form 10-Q, for the applicable fiscal period.
(g) Within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower, and within 120 days after the end of each fiscal year of the Borrower, the Borrower shall deliver to the Agent (with copies to each Lender) a certificate of a Certifying Officer of K-Sea Transportation (i) certifying as to whether a Default has occurred since the delivery of the previous such certificate or to the date hereof and, if such a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (ii) setting forth reasonably detailed calculations demonstrating compliance with §8.4(a), §8.4(b) and §8.4(c), (iii) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in §7.04 hereof, as applicable, has materially and adversely affected the financial statements accompanying such certificate and, if so, the estimated dollar amount thereof, (iv) including a “customary” bringdown of the representations and warranties contained in this Agreement with appropriate carveouts acceptable to the Agent in its reasonable discretion and (v) certifying as to whether any default or event of default shall have occurred under any of the Guaranties. Notwithstanding the forgoing, the Agent agrees to obtain the financial information required above in §§7.4(a), (b), (c), and (d) via public filings made by K-Sea Transportation with the Securities and Exchange Commission, so long as such information is available via such public filings.
Appears in 1 contract
Financial Statements, Certificates and Other Information. If requested by Agent, the The Borrower shall deliver will furnish to the AgentBank:
(a) As as soon as practicable and, available but in any eventevent within forty-five (45) days after the end of each of the first three fiscal quarters in any fiscal year of the Borrower, not later than an unaudited consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such quarter, and an unaudited consolidated statement of income and statement of changes in financial position for the Borrower and its Subsidiaries for the period commencing with the end of the preceding fiscal year and ending with the end of such quarter, together with a certificate of the chief financial officer of the Borrower stating that such financial statements fairly present the financial condition of the Borrower as of the date by which Kthereof and have been prepared in accordance with generally accepted accounting principles consistently applied subject, however, to year-Sea Transportation is required to deliver to the Securities and Exchange Commission its Annual Report on Form 10-K end adjustments;
(or, at b) as soon as available but in any time that K-Sea Transportation is not required to file such a report, event within 120 ninety (90) days after the end of each fiscal year), an unaudited consolidated balance sheets of K-Sea Transportation sheet for the Borrower and its Subsidiaries as at the end of such fiscal year, and an unaudited consolidated statements statement of income, cash flow income and members’ equity, each statement of changes in financial position for the fiscal year then ended Borrower and each setting forth in comparative form the figures its Subsidiaries for the previous such fiscal year, all in reasonable detail and prepared in accordance together with GAAP, and a report and opinion certificate of the K-Sea Transportation’s independent accountants, which report chief financial officer of the Borrower stating that such financial statements fairly present the financial condition of the Borrower as of the date thereof and opinion shall have been prepared in accordance with GAAP;
(b) As soon as practicable generally accepted accounting principles consistently applied; and, in any event, not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Quarterly Report on Form 10-Q (or, at any time that K-Sea Transportation is not required to file such a report, within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower), an unaudited consolidated balance sheet of K-Sea Transportation and its Subsidiaries as at the end of such quarter, and consolidated statement of income, cash flow and members’ equity, each for the portion of the fiscal year then ended, each in reasonable detail and prepared in accordance with GAAP (subject to year-end adjustments), certified to the Agent by the chief financial officer or other financial officer of such entity;
(c) Promptly upon receipt thereofto the extent available, copies of all management letters and other reports of substance which are submitted to K-Sea Transportation by its independent accountants in connection with any annual or interim audit of the books of K-Sea Transportation made by such accountants;
(d) As if at all, as soon as practicable and, available but in any event, event within 10 days after the issuance thereof, copies of such other financial statements and reports as K-Sea Transportation shall send to its partners, members or stockholders, and copies of all regular and periodic reports which K-Sea Transportation may be required to file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefore, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state;
one hundred eighty (e180) With reasonable promptness, such financial information (including consolidating financial statements and projections) or other data as the Agent reasonably may request;
(f) Simultaneously with the delivery of the financial statements referred to in clauses (a) and (b) of this §7.4, a copy of the certification signed by the principal executive officer and the principal financial officer of K-Sea Transportation (each a “Certifying Officer”) as required by Rule 13A-14 under the Securities Exchange Act of 1934 and a copy of the internal controls disclosure statement by such Certifying Officer as required by Rule 13A-15 under the Securities Exchange Act of 1934, each as included in K-Sea Transportation’s Annual Report on Form 10-K or Quarterly Report on Form 10-Q, for the applicable fiscal period.
(g) Within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower, and within 120 days after the end of each fiscal year of the Borroweryear, any CPA management letters prepared for Getty or the Borrower shall deliver relating to the Agent (with copies to each Lender) a certificate of a Certifying Officer of K-Sea Transportation (i) certifying as to whether a Default has occurred since the delivery of the previous such certificate or to the date hereof and, if such a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (ii) setting forth reasonably detailed calculations demonstrating compliance with §8.4(a), §8.4(b) and §8.4(c), (iii) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in §7.04 hereof, as applicable, has materially and adversely affected the financial statements accompanying such certificate and, if so, the estimated dollar amount thereof, (iv) including a “customary” bringdown of the representations and warranties contained in this Agreement with appropriate carveouts acceptable to the Agent in its reasonable discretion and (v) certifying as to whether any default or event of default shall have occurred under any of the Guaranties. Notwithstanding the forgoing, the Agent agrees to obtain the financial information required above in §§7.4(a), (b), (c), and annual audit;
(d) via public filings made by Kas soon as available but in any event within forty-Sea Transportation with five (45) days after the Securities end of each fiscal quarter of Getty and Exchange Commission, so long as such information is available via such public filings.ninety
Appears in 1 contract
Financial Statements, Certificates and Other Information. If requested by Agent, the The Borrower shall deliver to the AgentLender:
(a) As soon as practicable and, in any event, not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Annual Report on Form 10-K within (or, at any time that K-Sea Transportation is not required to file such a report, within i) 120 days after the end of each fiscal year), consolidated balance sheets of K-Sea Transportation and its Subsidiaries as at the end of such fiscal year, and consolidated statements of income, cash flow and members’ ' equity, each for the fiscal year then ended and each setting forth in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, and a report and opinion of the K-Sea Transportation’s Borrower's independent accountants, which report and opinion shall have been prepared in accordance with GAAP;
(b) As soon as practicable and, in any event, not later than the date by which K-Sea Transportation is required to deliver to the Securities and Exchange Commission its Quarterly Report on Form 10-Q (or, at any time that K-Sea Transportation is not required to file such a report, within 45 60 days after the end of each of the first three quarters during each fiscal year of the Borrower), an unaudited consolidated balance sheet of K-Sea Transportation and its Subsidiaries as at the end of such quarter, and consolidated statement of income, cash flow and members’ ' equity, each for the portion of the fiscal year then ended, each in reasonable detail and prepared in accordance with GAAP (subject to year-end adjustments), certified to the Agent Lender by the chief financial officer or other financial officer of such entity;
(c) Promptly upon receipt thereof, copies of all management letters and other reports of substance which are submitted to K-Sea Transportation the Borrower by its independent accountants in connection with any annual or interim audit of the books of K-Sea Transportation the Borrower made by such accountants;
(d) As soon as practicable and, in any event, within 10 days after the issuance thereof, copies of such other financial statements and reports as K-Sea Transportation the Borrower shall send to its their partners, members or stockholders, and copies of all regular and periodic reports which K-Sea Transportation the Borrower may be required to file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefore, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state;
(e) With reasonable promptness, such financial information (including consolidating financial statements and projectionsstatements) or other data as the Agent Lender reasonably may request;
(f) Concurrently with the delivery of each financial statement pursuant to paragraphs (a) and (b) of this §6.4, a compliance certificate substantially in the form of Exhibit F (the "Compliance Certificate"); and
(g) Simultaneously with the delivery of the financial statements referred to in clauses (a) and (b) of this §7.46.4, a copy of the certification signed by the principal executive officer and the principal financial officer of K-Sea Transportation (each a “"Certifying Officer”") as required by Rule 13A-14 under the Securities Exchange Act of 1934 and a copy of the internal controls disclosure statement by such Certifying Officer as required by Rule 13A-15 under the Securities Exchange Act of 1934, each as included in K-Sea Transportation’s 's Annual Report on Form 10-K or Quarterly Report on Form 10-Q, for the applicable fiscal period.
(g) Within 45 days after the end of each of the first three quarters during each fiscal year of the Borrower, and within 120 days after the end of each fiscal year of the Borrower, the Borrower shall deliver to the Agent (with copies to each Lender) a certificate of a Certifying Officer of K-Sea Transportation (i) certifying as to whether a Default has occurred since the delivery of the previous such certificate or to the date hereof and, if such a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (ii) setting forth reasonably detailed calculations demonstrating compliance with §8.4(a), §8.4(b) and §8.4(c), (iii) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in §7.04 hereof, as applicable, has materially and adversely affected the financial statements accompanying such certificate and, if so, the estimated dollar amount thereof, (iv) including a “customary” bringdown of the representations and warranties contained in this Agreement with appropriate carveouts acceptable to the Agent in its reasonable discretion and (v) certifying as to whether any default or event of default shall have occurred under any of the Guaranties. Notwithstanding the forgoing, the Agent Lender agrees to obtain the financial information required above in §§7.4(a6.4(a), (b), (c), and (d) via public filings made by K-Sea Transportation with the Securities and Exchange CommissionCommission by the Borrower, so long as such information is available via such public filings.
Appears in 1 contract
