General Reporting Requirements. WMECO will provide (or cause the Servicer to provide) to the Agent (in sufficient copies for each Owner) and WRC the following: (i) as soon as available and in any event within 50 days after the end of each of the first three quarters of each fiscal year of WMECO, a copy of WMECO's Quarterly Report on Form 10-Q submitted to the Securities and Exchange Commission with respect to such quarter, containing financial statements in reasonable detail and duly certified (subject to year-end audit adjustments) by the chief financial officer, chief accounting officer, Treasurer or Assistant Treasurer of WMECO as having been prepared in accordance with GAAP and on a basis consistent with the financial statements referred to in Section 5.1(e); and (ii) as soon as available and in any event within 105 days after the end of each fiscal year of WMECO, a copy of WMECO's Annual Report on Form 10-K submitted to the Securities and Exchange Commission with respect to such year, containing financial statements certified by a nationally-recognized independent public accountant; (iii) promptly after the sending or filing thereof, copies of all reports which WMECO sends to any of its public securityholders and copies of all reports and registration statements which WMECO files with the Securities and Exchange Commission or any national securities exchange other than registration statements relating to employee benefit plans and to registrations of securities for selling securityholders; (iv) promptly after the filing or receiving thereof, copies of all reports and notices with respect to any Reportable Event defined in Article IV of ERISA which WMECO or any subsidiary of WMECO files under ERISA with the Internal Revenue Service or the Pension Benefit Guaranty Corporation or the U.S. Department of Labor or which WMECO or any subsidiary of WMECO receives from such corporation; (v) as soon as possible and in any event within two days after the occurrence of each Event of Termination or each event which, with the giving of notice or lapse of time or both, would constitute an Event of Termination, a statement of the chief financial officer, chief accounting officer, Treasurer or any Assistant Treasurer of WMECO setting forth details of such Event of Termination or other event, and the action which WMECO has taken and proposes to take with respect thereto; provided, that in the case of an event described in Section 7.01(g) of the Receivables Purchase Agreement such statement shall be provided to the Agent immediately; (vi) promptly following the Agent's request therefor, such other information respecting the Receivables or the conditions or operations, financial or otherwise, of the Parent, WMECO, the Servicer or any of their subsidiaries as the Agent may from time to time reasonably request in writing in order to protect the interests of the Agent or WRC in connection with this Agreement; (vii) to the extent not otherwise provided pursuant to the immediately foregoing clauses (i)-(vi), promptly after the sending or receipt thereof, copies of all reports and notices (other than routine borrowing requests and confirmations under established lines) which WMECO sends to or receives from any creditor or group of creditors of WMECO or any representative or agent for any creditor or group of creditors of WMECO, in each case, in respect of which the Debt owing to such creditor or group of creditors exceeds $10,000,000 in the aggregate; and (viii) together with the quarterly and annual financial statements to be delivered by WMECO pursuant to the immediately preceding clauses (i) and (ii) respectively, a certificate from WMECO's chief financial officer, chief accounting officer, Treasurer or any Assistant Treasurer, in the case of the quarterly financial statements, and independent certified public accountants, in the case of the annual financial statements, stating, in each case, that such Person is familiar with the terms of this Agreement and each other Transaction Document and that in examining such financial statements, such Person did not become aware of any fact or condition which would constitute (or which with the giving of notice or passage of time, or both, would constitute) an Event of Termination, except for those, if any, described in reasonable detail in such certificate.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Northeast Utilities System), Purchase and Sale Agreement (North Atlantic Energy Corp /Nh)
General Reporting Requirements. WMECO The Originator will provide (or cause the Servicer to provide) to the Agent (in sufficient copies for each Owner) and WRC Buyer the following:
(i) as soon as available and in any event within 50 90 days after the end of each fiscal year of the Originator, consolidated balance sheets of the Originator and its consolidated subsidiaries and the related statement of income for such year, each prepared in accordance with GAAP and reported on by nationally recognized independent public accountants;
(ii) as soon as available and in any event within 45 days after the end of each of the first three quarters of each fiscal year of WMECOthe Originator, a copy consolidated balance sheets of WMECO's Quarterly Report on Form 10-Q submitted to the Securities Originator and Exchange Commission its consolidated subsidiaries and the related statements of income, shareholders' equity and cash flows each for the period commencing at the end of the previous fiscal year and ending with respect to the end of such quarter, containing financial statements in reasonable detail and duly certified (subject to year-end audit adjustments) by the chief financial officer, chief accounting officer, Treasurer or Assistant Treasurer of WMECO as having been prepared in accordance with GAAP and on a basis consistent with the financial statements referred to in Section 5.1(e); and
(ii) as soon as available and in any event within 105 days after the end of each fiscal year of WMECO, a copy of WMECO's Annual Report on Form 10-K submitted to the Securities and Exchange Commission with respect to such year, containing financial statements certified by a nationally-recognized independent public accountantsenior financial officer of the Originator;
(iii) promptly after the sending or filing thereofthereof (as the case may be), copies of (1) all reports which WMECO the Originator sends to any of its public securityholders and copies of securityholders, (2) all reports and registration statements which WMECO the Originator files with the Securities and Exchange Commission or any national securities exchange other than registration statements relating to employee benefit plans and to registrations of securities for selling securityholderssecurityholders and (3) all reports, notices and/or certificates which Synthetic delivers to any of its "Lenders" under the Revolving Credit Agreement;
(iv) promptly after the filing or receiving thereof, copies of all reports and notices with respect to any Reportable Event defined in Article IV of ERISA which WMECO the Originator or any subsidiary of WMECO ERISA Affiliate files under ERISA with the Internal Revenue Service or the Pension Benefit Guaranty Corporation or the U.S. Department of Labor or which WMECO the Originator or any subsidiary of WMECO ERISA Affiliate receives from such corporationCorporation;
(v) as soon as possible and in any event within two three days after the occurrence of each Event of Termination or each event which, with the giving of notice or lapse of time or both, would constitute an Event of Termination, a statement of the chief financial officer, officer or chief accounting officer, Treasurer or any Assistant Treasurer officer of WMECO the Originator setting forth details of such Event of Termination or other event, event and the action which WMECO the Originator has taken and proposes to take with respect thereto; provided, that in the case of an event described in Section 7.01(g) of the Receivables Purchase Agreement such statement shall be provided to the Agent immediately;and
(vi) promptly following the AgentBuyer's request therefor, such other information respecting the Receivables or the conditions or operations, financial or otherwise, of the Parent, WMECO, the Servicer Originator or any of their subsidiaries its Affiliates as the Agent Buyer may from time to time reasonably request in writing in order to protect the interests of the Agent or WRC Buyer in connection with this Agreement;
(vii) to the extent not otherwise provided pursuant to the immediately foregoing clauses (i)-(vi), promptly after the sending or receipt thereof, copies of all reports and notices (other than routine borrowing requests and confirmations under established lines) which WMECO sends to or receives from any creditor or group of creditors of WMECO or any representative or agent for any creditor or group of creditors of WMECO, in each case, in respect of which the Debt owing to such creditor or group of creditors exceeds $10,000,000 in the aggregate; and
(viii) together with the quarterly and annual financial statements to be delivered by WMECO pursuant to the immediately preceding clauses (i) and (ii) respectively, a certificate from WMECO's chief financial officer, chief accounting officer, Treasurer or any Assistant Treasurer, in the case of the quarterly financial statements, and independent certified public accountants, in the case of the annual financial statements, stating, in each case, that such Person is familiar with the terms of this Agreement and each other Transaction Document and that in examining such financial statements, such Person did not become aware of any fact or condition which would constitute (or which with the giving of notice or passage of time, or both, would constitute) an Event of Termination, except for those, if any, described in reasonable detail in such certificate.
Appears in 1 contract
Samples: Receivables Purchase and Sale Agreement (Synthetic Industries Inc)
General Reporting Requirements. WMECO The Seller will provide (or cause the Servicer to provide) to the Agent (in sufficient copies for each Owner) and WRC the following:
(i) as soon as available and in any event within 50 days after the end of each of the first three quarters of each fiscal year of WMECOthe Seller, a copy of WMECOthe Seller's Quarterly Report on Form 10-Q submitted to the Securities and Exchange Commission with respect to such quarter, containing financial statements in reasonable detail and duly certified (subject to year-end audit adjustments) by the chief financial officer, chief accounting officer, Treasurer or Assistant Treasurer of WMECO the Seller as having been prepared in accordance with GAAP and on a basis consistent with the financial statements referred to in Section 5.1(e4.01(e); and
(ii) as soon as available and in any event within 105 days after the end of each fiscal year of WMECOthe Seller, a copy of WMECOthe Seller's Annual Report on Form 10-K submitted to the Securities and Exchange Commission with respect to such year, containing financial statements certified by a nationally-recognized independent public accountantaccountant acceptable to the Agent;
(iii) promptly after the sending or filing thereof, copies of all reports which WMECO the Seller sends to any of its public securityholders and copies of all reports and registration statements which WMECO the Seller files with the Securities and Exchange Commission or any national securities exchange other than registration statements relating to employee benefit plans and to registrations of securities for selling securityholders;
(iv) promptly after the filing or receiving thereof, copies of all reports and notices with respect to any Reportable Event defined in Article IV of ERISA which WMECO the Seller or any subsidiary of WMECO the Seller files under ERISA with the Internal Revenue Service or the Pension Benefit Guaranty Corporation or the U.S. Department of Labor or which WMECO the Seller or any subsidiary of WMECO the Seller receives from such corporationCorporation;
(v) as soon as possible and in any event within two days after the occurrence of each Event of Termination or each event which, with the giving of notice or lapse of time or both, would constitute an Event of Termination, a statement of the chief financial officer, chief accounting officer, Treasurer or any Assistant Treasurer of WMECO the Seller setting forth details of such Event of Termination or other event, event and the action which WMECO the Seller has taken and proposes to take with respect thereto; provided, that in the case of an event described in Section 7.01(g) of the Receivables Purchase Agreement 7.01(f), such statement shall be provided to the Agent immediately;
(vi) promptly following the Agent's request therefor, such other information respecting the Receivables or the conditions or operations, financial or otherwise, of the Parent, WMECOthe Seller, the Servicer or any of their subsidiaries as the Agent may from time to time reasonably request in writing in order to protect the interests of the Agent or WRC any Owner in connection with this Agreement;
(vii) to the extent not otherwise provided pursuant to the immediately foregoing clauses (i)-(vi), promptly after the sending or receipt thereof, copies of all reports and notices (other than routine borrowing requests and confirmations under established lines) which WMECO the Seller sends to or receives from any creditor or group of creditors of WMECO the Seller or any representative or agent for any creditor or group of creditors of WMECOthe Seller, in each case, in respect of which the Debt owing to such creditor or group of creditors exceeds $10,000,000 in the aggregate; and
(viii) together with the quarterly and annual financial statements to be delivered by WMECO the Seller pursuant to the immediately preceding clauses (i) and (ii) respectively, a certificate from WMECOthe Seller's chief financial officer, chief accounting officer, Treasurer or any Assistant Treasurer, in the case of the quarterly financial statements, and independent certified public accountants, in the case of the annual financial statements, stating, in each case, (a) that such Person is familiar with the terms of this Agreement and each other Transaction Document and that in examining such financial statements, such Person did not become aware of any fact or condition which would constitute (or which with the giving of notice or passage of time, or both, would constitute) an Event of Termination, except for those, if any, described in reasonable detail in such certificatecertificate and (b) that, as of the date of such financial statements, the representation and warranty of the Seller set forth in Section 4.01(i) is true and correct.
Appears in 1 contract
Samples: Receivables Purchase and Sale Agreement (North Atlantic Energy Corp /Nh)