FORM OF BORROWING BASE CERTIFICATE. Exhibit C.........
FORM OF BORROWING BASE CERTIFICATE. To: The PrivateBank and Trust Company Please refer to the Credit Agreement dated as of March 5, 2009 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among the undersigned Borrowers and The PrivateBank and Trust Company. This certificate (this “Certificate”), together with supporting calculations attached hereto, is delivered to you pursuant to the terms of the Credit Agreement. Capitalized terms used but not otherwise defined herein shall have the same meanings herein as in the Credit Agreement. Each Borrower hereby certifies and warrants to the Lender that at the close of business on ______________, ____ (the “Calculation Date”), the Borrowing Base was $_____________, computed as set forth on the schedule attached hereto. The Borrowers have caused this Certificate to be executed and delivered by its officer thereunto duly authorized on ___________, ______. WESTELL TECHNOLOGIES, INC., as a Borrower and Borrower Representative By: Name:____________________________________ Title: WESTELL, INC., as a Borrower By: Name:____________________________________ Title: TELTREND LLC, as a Borrower By: Name:____________________________________ Title: CONFERENCE PLUS, INC., as a Borrower By: Name:____________________________________ Title: 14766353\V-9 SCHEDULE TO BORROWING BASE CERTIFICATE Dated as of [_________________]
FORM OF BORROWING BASE CERTIFICATE. The form of the Borrowing Base Certificate at Exhibit 2.1.4 of the Loan Agreement shall be replaced by the form of the Borrowing Base Certificate attached to this Amendment as Exhibit 2.1.4
FORM OF BORROWING BASE CERTIFICATE. This Borrowing Base Certificate (the "Certificate") is delivered pursuant to Section 9.2 of the Revolving Credit and Security Agreement, dated December __, 2012, (as the same may hereafter be amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Zochem Inc., a Canada Corporation (the "Borrower"), the Guarantors (as defined therein) party thereto, PNC Bank, Canada Branch ("PNC Bank") and various other financial institutions from time to time (PNC Bank and such other financial institutions are each a "Lender" and collectively, the "Lenders"), and PNC Bank, as administrative agent for the Lenders (in such capacity, the "Agent"). Unless otherwise defined herein, capitalized terms used herein have the meanings provided in the Credit Agreement. The undersigned hereby certifies that [he/she] is the [President] [Chief Financial Officer] [Controller] of the Borrower and that, as such, [he/she] is authorized to execute this Certificate on behalf of the Borrower and further certifies that: For purposes of this Certificate, the date for which the Formula Amount is being calculated is _______________, 201_ (the "Calculation Date").
FORM OF BORROWING BASE CERTIFICATE. [DATE] GACP Finance Co., LLC, as Agent c/o Great American Capital Partners, LLC 00000 Xxxxx Xxxxxx Xxxx., Suite 800 Los Angeles, CA 90025 Attention: Xxxx Xxxxxxx Email: xxxxxxxx@xxxxxxxxxxxxxxxxx.xxx Ladies and Gentlemen: The undersigned Authorized Officer of Excel Corporation, a Delaware corporation (the “Borrower”), pursuant to [Section 1.6(a)(x)]6[Section 1.6(b)(ii)]7 [Section 5.15(c)(i)]8 of that certain Loan and Security Agreement, dated as of October 30, 2015 (as amended, restated, supplemented, or otherwise modified from time to time, the “Loan Agreement”), by and among (1) GACP Finance Co., LLC, as administrative agent and collateral agent for the Lenders (in such capacity, together with its successors and assigns, if any, in such capacity, “Agent”), (2) the lenders from time to time party hereto (each of such lenders, together with its successors and permitted assigns, a “Lender”), (3) the Borrower, and (4) the parties joined hereto from time to time as Guarantors (as defined therein) hereby certifies, solely in such capacity, to Agent that the information attached hereto as Exhibit A is true and correct as of the effective date of the calculation set forth thereon. The Borrower hereby certifies to Agent that the following items, calculated in accordance with the terms and definitions set forth in the Loan Agreement for such items are true and correct, and that Borrower is in compliance with [and, after giving effect to any currently requested Term Loan, will be in compliance with,]9 the terms, conditions, and provisions of the Loan Agreement. [Additionally, Borrower hereby certifies and represents and warrants to the Agent that (i) as of the date hereof, each of the representations and warranties set forth in the Loan Agreement and in the other Loan Documents shall be true and correct in all material respects (or to the extent any representations or warranties are expressly made solely as of an earlier date, such representations and warranties shall be true and correct in all material as of such earlier date), both before and after giving effect thereto; provided that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the ...
FORM OF BORROWING BASE CERTIFICATE. The undersigned, being a Senior Officer (as defined in the Loan Agreement described below) of INTEGRATED ELECTRICAL SERVICES, INC., a Delaware corporation (individually, and in its capacity as the representative of the other Credit Parties (as defined in the Loan Agreement), “Parent”), hereby gives this Borrowing Base Certificate to BANK OF AMERICA, N.A., as agent pursuant to the below described Loan Agreement (in such capacity, “Agent”), and the Lenders party to such Loan Agreement, pursuant to the terms and conditions of a Debtor-in-Possession Loan and Security Agreement dated as of February 14, 2006 (the “Loan Agreement”) by and among the Lenders from time to time party thereto, Agent, Parent, the other Borrowers and the other Credit Parties party thereto. All capitalized terms not defined herein have the meanings given them in the Loan Agreement. The undersigned hereby certifies that:
FORM OF BORROWING BASE CERTIFICATE. Pursuant to the provisions of the Revolving Credit Agreement, dated as of August 21, 2003 (as amended, restated, supplemented and/or modified from time to time, the “Credit Agreement”) by and among SHERIDAN ACQUISITION CORP., THE SHERIDAN GROUP, INC. and FLEET NATIONAL BANK. Capitalized terms used herein without definition shall have the meaning assigned to such terms in the Credit Agreement.
FORM OF BORROWING BASE CERTIFICATE. Exhibit A to the Credit Agreement is hereby replaced by Exhibit A hereto.
FORM OF BORROWING BASE CERTIFICATE. Schedules C-1 Commitments E-1 Borrower's Locations P-1 Liens R-1 Real Property Collateral T-1 Tax Liens and Judgments 5.7 Chief Executive Office 5.8 Direct and Indirect Subsidiaries 5.10 Litigation 5.11 Material Changes 5.13 Benefit Plans 5.16 Leases and Capital Leases 5.17 DDAs 5.18 Credit Card Receipts 6.11 Location of Inventory and Equipment 7.21 Retail Performance Covenants LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of September 5, 2001, among ZB Company, Inc., a Delaware corporation with its chief executive office located at 26610 Agoura Road, Suite 250, Xxxxxxxxx, Xxxxxxxxxx ("Xxxxxxxx") xx xxx xxx xand, and the financial institutions listed on the signature pages hereof (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), and WELLS FARGO RETAIL FINANCE, XXX, as Agent for the Lenders, on the other hand ("Agent").
FORM OF BORROWING BASE CERTIFICATE. Reference is made to that certain Amended and Restated Credit Agreement dated as of September 3, 2010 by and among Huttig Building Products, Inc., a Delaware corporation and Huttig, Inc., a Delaware corporation (collectively, “Borrowers”), the other Persons named therein as Credit Parties, General Electric Capital Corporation (“Agent”) and the Persons signatory thereto from time to time as Lenders (including all annexes, exhibits and schedules thereto, and as from time to time amended, restated, supplemented or otherwise modified, the “Credit Agreement”). Capitalized terms used herein without definition are so used as defined in the Credit Agreement. The undersigned, being the chief financial officer, chief executive officer or treasurer of the Borrower Representative, hereby certifies, subject to the qualifications in Section 8.1(f) of the Credit Agreement, that the Borrowing Base with respect to the Borrowers calculated on Exhibit A attached hereto is true and correct in all respects and, without limiting the generality of the foregoing, with respect to the information supporting the determination of Eligible Accounts and Eligible Inventory.
