Form of Borrowing Base Certificate. Exhibit C.........
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. To: CIBC Bank USA, as Lender Please refer to the Loan and Security Agreement dated as of [_______ ___], 2017 (as amended, restated, supplemented or otherwise modified from time to time, the “Loan and Security Agreement”) among Mattersight Corporation (“Borrower”), the other Loan Parties from time to time party thereto, and CIBC Bank USA (formerly known as The PrivateBank and Trust Company), as Lender. This certificate (this “Certificate”), together with supporting calculations attached hereto, is delivered to you pursuant to the terms of the Loan and Security Agreement. Capitalized terms used but not otherwise defined herein shall have the same meanings herein as in the Loan and Security Agreement. Borrower hereby certifies and warrants to Lender that at the close of business on ______________, ____ (the “Calculation Date”), the Borrowing Base was $__________________, computed as set forth on the schedule attached hereto. Borrower has caused this Certificate to be executed and delivered by its duly authorized officer on _________________, 20__. MATTERSIGHT CORPORATION By: ____________________________ Name: __________________________ Title: ___________________________ 1. Monthly Recurring Subscription Revenue as of Calculation Date $__________
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. Exhibit A to the Credit Agreement is hereby replaced by Exhibit A hereto.
Form of Borrowing Base Certificate. Xxxxx Fargo Foothill, LLC, as Agent 0000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxx Xxxxx Xxxxxx, XX 00000 Attn: Business Finance Division Manager Fax No.: (000) 000-0000 The undersigned, Powerwave Technologies, Inc. (“Borrower”), pursuant to Schedule 5.2 of that certain Credit Agreement dated as of April 3, 2009 (as amended, restated, modified, supplemented, refinanced, renewed, or extended from time to time, the “Credit Agreement”), entered into among Borrower, the lenders signatory thereto from time to time and Xxxxx Fargo Foothill, LLC, a Delaware limited liability company as the arranger and administrative agent (in such capacity, together with its successors and assigns, if any, in such capacity, “Agent”), hereby certifies to Agent that the following items, calculated in accordance with the terms and definitions set forth in the Credit Agreement for such items are true and correct, and that Borrower is in compliance with and, after giving effect to any currently requested Advances, will be in compliance with, the terms, conditions, and provisions of the Credit Agreement. All initially capitalized terms used in this Borrowing Base Certificate have the meanings set forth in the Credit Agreement unless specifically defined herein. Effective Date of Calculation:
Form of Borrowing Base Certificate. Please refer to the Credit Agreement dated as of December 3, 2012 (as amended, restated or otherwise modified from time to time, the "Credit Agreement") among the undersigned ("Borrowers"), the lenders party thereto from time to time, as Lenders, and Atalaya Administrative LLC, as administrative agent for Lenders. This certificate (this "Certificate"), together with supporting calculations attached hereto, is delivered to Administrative Agent and Lenders 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. Borrowers hereby certify and warrant that at the close of business on __________________ (the "Calculation Date"), the Borrowing Base was $_____________, computed as set forth on the schedule attached hereto, and Borrowing Availability was $_____________, computed as set forth on the schedule attached hereto. Borrowers have caused this Certificate to be executed and delivered by its officer thereunto duly authorized on _____________. Focus Fiber Solutions, LLC, as Borrower Representative By: Optos Capital Partners, LLC, sole Member and Manager of each of the foregoing limited liability companies By: Focus Venture Partners, Inc., its sole Member and Manager By: __________________________ Cxxxxxxxxxx Xxxxxxxx President
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. KeyBank National Association, as Agent 0000 Xxxxxxxxx Xxxx, Suite 1550 Atlanta, Georgia 30328 Attn: Xxxxx Xxxxxxxx Ladies and Gentlemen: Reference is made to that certain Credit Agreement dated as of January 29, 2016 (as the same may hereafter be amended, the “Credit Agreement”), by and among Four Springs Capital Trust Operating Partnership, L.P. (the “Borrower”), KeyBank National Association for itself and as Agent, and the other Lenders from time to time party thereto. Terms defined in the Credit Agreement and not otherwise defined herein are used herein as defined in the Credit Agreement. Pursuant to the Credit Agreement, the Borrower is furnishing to you herewith the Borrowing Base Certificate. This certificate is submitted in compliance with requirements of the Credit Agreement. The undersigned is providing the attached information to demonstrate compliance as of the date hereof with the covenants of the Credit Agreement relating hereto. The undersigned certifies that the Real Estate included in the calculation of Borrowing Base Availability satisfies the requirements of the Credit Agreement to be included therein.
