Information Concerning the Borrowers. Each Borrower shall: (a) deliver to the Bank: (i) as soon as they become available but in any event within 90 days after the end of each of the Guarantor's financial years: (A) the Guarantor's consolidated annual report, balance sheet, profit and loss account and auditor's report for that financial year; and (B) a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations; (ii) as soon as they become available but in any event within 45 days after the end of each of the relevant accounting periods: (A) the Guarantor's interim consolidated quarterly report, balance sheet and profit and loss account for each of the first three quarters of each of its financial years; and (B) a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations; (iii) as soon as possible but in any event within 210 days after the end of each of the Borrower's financial years a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations and, upon request by the Bank, each Borrower's annual report, balance sheet and profit and loss account for that financial year; (iv) within 45 days of 30 June and 31 December in each financial year, confirmation from the Borrower or Guarantor of the Group’s current outstanding debt financing, including a breakdown of figures in respect of each borrower; (v) promptly upon the issuance thereof, copies of all reports, if any, to or other documents filed by any member of the Group with the SEC under the US 0015274-0000214 BK:37209258.7 40 Securities Act of 1933 or the US Securities Exchange Act of 1934 (other than on Form S- 8 or 8-A or similar forms) including for the avoidance of doubt the Group 20F SEC Filings; (vi) from time to time, such further information on its general financial situation as the Bank may reasonably require, Information required to be delivered under this paragraph (a)(i)(A), (a)(ii)(A), (iv) or (a)(v) shall be deemed to have been distributed to the Bank if such information shall be available to the Bank on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx and a confirming electronic correspondence shall have been delivered or caused to be delivered to the Bank providing notice of such availability; and (b) inform the Bank immediately of: (i) any material alteration to its articles of association; (ii) any fact which obliges it to prepay any Financial Indebtedness; (iii) any event or decision that constitutes or may result in the events described in Article 4.03A; (iv) any change in any Credit Rating; (v) any decision on its part to grant any Security over any of its assets in favour of a third party other than Permitted Security; (vi) any relinquishment on its part of any material component of the Project; (vii) any fact or event that is reasonably likely to prevent the substantial fulfilment of any obligation of the Borrowers or Guarantor under any Finance Document; (viii) any Default having occurred; (ix) to the extent permitted by law, any material litigation, arbitration, administrative proceedings or investigation carried out by a court, administration or similar public authority, which, to the best of its knowledge and belief, is current, imminent or pending against such Borrower or the Guarantor or such Borrower’s or the Guarantor’s or controlling entities or members of such Borrower’s or the Guarantor’s management bodies in connection with Criminal Offences related to the Loan or the Project; (x) any measure taken by such Borrower or the Guarantor pursuant to Article 6.05(f) of this Contract; and (xi) any litigation, arbitration or administrative proceedings or investigation which is current, or to its knowledge threatened or pending against any member of the Group which might if adversely determined result in a Material Adverse Change.
Appears in 1 contract
Samples: Finance Contract (Xylem Inc.)
Information Concerning the Borrowers. Each Borrower shall:
(a) deliver to the Bank:
(i) as soon as they become available but in any event within 90 days after the end of each of the Guarantor's financial years:
(A) the Guarantor's consolidated annual report, balance sheet, profit and loss account and auditor's report for that financial year; and
(B) a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations;
(ii) as soon as they become available but in any event within 45 days after the end of each of the relevant accounting periods:
(A) the Guarantor's interim consolidated quarterly report, balance sheet and profit and loss account for each of the first three quarters of each of its financial years; and
(B) a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations;
(iii) as soon as possible but in any event within 210 days after the end of each of the Borrower's financial years a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations and, upon request by the Bank, each Borrower's annual report, balance sheet and profit and loss account for that financial year;
(iv) within 45 days of 30 June and 31 December in each financial year, confirmation from the Borrower or Guarantor of the Group’s current outstanding debt financing, including a breakdown of figures in respect of each borrower;
(v) promptly upon the issuance thereof, copies of all reports, if any, to or other documents filed by any member of the Group with the SEC under the US 0015274-0000214 BK:37209258.7 40 Securities Act of 1933 or the US Securities Exchange Act of 1934 (other than on Form S- 8 or 8-A or similar forms) including for the avoidance of doubt the Group 20F SEC Filings;
(vi) from time to time, such further information on its general financial situation as the Bank may reasonably require, Information required to be delivered under this paragraph (a)(i)(A), (a)(ii)(A), (iv) or (a)(v) shall be deemed to have been distributed to the Bank if such information shall be available to the Bank on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx and a confirming electronic correspondence shall have been delivered or caused to be delivered to the Bank providing notice of such availability; and
(b) inform the Bank immediately of:
(i) any material alteration to its articles of association;
(ii) any fact which obliges it to prepay any Financial Indebtedness;
(iii) any event or decision that constitutes or may result in the events described in Article 4.03A;
(iv) any change in any Credit Rating;
(v) any decision on its part to grant any Security over any of its assets in favour of a third party other than Permitted Security;
(vi) any relinquishment on its part of any material component of the Project;
(vii) any fact or event that is reasonably likely to prevent the substantial fulfilment of any obligation of the Borrowers or Guarantor under any Finance Document;
(viii) any Default having occurred;
(ix) to the extent permitted by law, any material litigation, arbitration, administrative proceedings or investigation carried out by a court, administration or similar public authority, which, to the best of its knowledge and belief, is current, imminent or pending against such Borrower or the Guarantor or such Borrower’s or the Guarantor’s or controlling entities or members of such Borrower’s or the Guarantor’s management bodies in connection with Criminal Offences related to the Loan or the Project;
(x) any measure taken by such Borrower or the Guarantor pursuant to Article 6.05(f) of this Contract; and
(xi) any litigation, arbitration or administrative proceedings or investigation which is current, or to its knowledge threatened or pending against any member of the Group which might if adversely determined result in a Material Adverse Change.US
Appears in 1 contract
Samples: Finance Contract
Information Concerning the Borrowers. Each Borrower shall:
(a) deliver to the Bank:
(i) as soon as they become available but in any event within 90 days after the end of each of the Guarantor's financial years:
(A) the Guarantor's consolidated annual report, balance sheet, profit and loss account and auditor's report for that financial year; and
(B) a Compliance Certificate as set out in Schedule E.3 signed by two managers directors confirming compliance with Article 6.10 and with evidence of such compliance and related calculations;
(ii) as soon as they become available but in any event within 45 days after the end of each of the relevant accounting periods:
(A) the Guarantor's interim consolidated quarterly report, balance sheet and profit and loss account for each of the first three quarters of each of its financial years; and
(B) a Compliance Certificate as set out in Schedule E.3 signed by two managers directors confirming compliance with Article 6.10 and with evidence of such compliance and related calculations;
(iii) as soon as possible they become available but in any event within 210 days after the end of each of the Borrower's financial years years, each Borrower's consolidated annual report, balance sheet, profit and loss account and auditor's report for that financial year together with a Compliance Certificate as set out in Schedule E.3 signed by two managers confirming compliance with Article 6.10 and with evidence of such compliance and related calculations and, upon request by the Bank, each Borrower's annual report, balance sheet and profit and loss account for that financial yearcalculations;
(iv) within 45 days of 30 June and 31 December in each financial year, confirmation from the Borrower or Guarantor of the Group’s current outstanding debt financing, including a breakdown of figures in respect of each borrower;
(v) promptly upon the issuance thereof, copies of all reports, if any, to or other documents filed by any member of the Group with the SEC under the US 0015274-0000214 BK:37209258.7 40 Securities Act of 1933 or the US Securities Exchange Act of 1934 (other than on Form S- 8 or 8-A or similar forms) including for the avoidance of doubt the Group 20F SEC Filings;
(vi) from time to time, such further information on its general financial situation as the Bank may reasonably require, Information required to be delivered under this paragraph (a)(i)(A), (a)(ii)(A), (iv) or (a)(v) shall be deemed to have been distributed to the Bank if such information shall be available to the Bank on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx and a confirming electronic correspondence shall have been delivered or caused to be delivered to the Bank providing notice of such availability; and
(b) inform the Bank immediately of:
(i) any material alteration to its articles of associationincorporation;
(ii) any fact which obliges it to prepay any Financial Indebtedness;
(iii) any event or decision that constitutes or may result in the events described in Article 4.03A;
(iv) any change in any Credit Rating;
(v) any decision on its part to grant any Security over any of its assets in favour of a third party other than Permitted Security;
(vi) any relinquishment on its part of any material component of the Project;
(vii) any fact or event that is reasonably likely to prevent the substantial fulfilment of any obligation of the Borrowers or Guarantor under any Finance Document;
(viii) any Default having occurred;
(ix) any investigations by any Governmental Authority concerning the integrity of the members of the Guarantor's or such Borrower's board of directors or managers, to the extent permitted by law, that compliance with this obligation would not be in breach of any material litigation, arbitration, administrative proceedings or investigation carried out by a court, administration or similar public authority, which, to the best of its knowledge and belief, is current, imminent or pending against such Borrower or law binding on the Guarantor or such Borrower’s or the Guarantor’s or controlling entities or members of such Borrower’s or the Guarantor’s management bodies in connection with Criminal Offences related to the Loan or the Project;
itself as Borrower (x) any measure taken by such Borrower or the Guarantor pursuant to Article 6.05(f) of this Contractas applicable); and
(xix) any litigation, arbitration or administrative proceedings or investigation which is current, or to its knowledge threatened or pending against any member of the Group which might if adversely determined result in a Material Adverse Change.
Appears in 1 contract
Samples: Finance Contract (Xylem Inc.)
