Information Furnished. Each Borrower will furnish to Bank: (a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP. (b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP. (c) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations. (d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank. (e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets. (f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto. (g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Fifty (4550) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidating and consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated and consolidating income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty One Hundred Twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its consolidating and consolidated balance sheet as of the close of such fiscal year year, its consolidating and its consolidated income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) Such other financial statements and information as Bank may reasonably request from time to time;
(d) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(e) Within Fifty (50) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(f) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eg) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) In connection with each financial statement provided hereunder, a statement executed by the president or chief financial officer of Borrower, certifying that no default has occurred and no event exists which with the notice or the lapse of time, or both, would result in a default hereunder.
(d) Within forty five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(e) Within thirty (30) days after each calendar month end, a copy of Borrower’s monthly report, in form and substance satisfactory to Bank, listing amounts owed to Bank by Borrower under the Revolving Loan categorized by Corporate Client (the “Revolving Loan Advance Status Report”).
(f) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eg) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or’s officers and other senior management, Borrower's ’s name or state of organization, and the material relocation location of Borrower's ’s assets.
(fh) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gi) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish Furnish to Bank, in form and substance reasonably satisfactory to Bank:
(a) Within forty-five fifty (4550) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings and cash flows for that fiscal quarter, all prepared in accordance with generally accepted accounting principles consistently applied and used consistently with prior practices ("GAAP").
(b) Within one hundred twenty ninety five (12095) days after the close of each fiscal year, a copy of its statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings and cash flows statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency.
(d) Within (i) fifty (50) days after the close of each fiscal quarter; and (ii) ninety five (95) days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five sixty (4560) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty and thirty-five (120135) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants when received.
(c) Within sixty (60) days after the close of each fiscal quarter with the exception of the quarter ending June 30, a certification of compliance with all covenants under this Agreement, executed by Borrower's Chief Financial Officer, in form acceptable to Bank. Within one hundred and thirty-five (135) days after the close of each fiscal year end a certification of compliance with all covenants under this Agreement, executed by Borrower's Chief Financial Officer, in form acceptable to Bank
(d) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or's officers and other senior management, Borrower's name or and state of organization, and the material relocation location of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five sixty (4560) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its Form 10Q, its unaudited consolidated and consolidating balance sheet as of the close of such fiscal quarter, its unaudited consolidated and consolidating income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty (120) days after the close of each fiscal year, its Form 10K, a copy of its consolidated and consolidating statement of financial condition including at least its balance sheet as of the close of such fiscal year year, its consolidated and its consolidating income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time;
(d) In connection with each financial statement provided hereunder, including without limitation update(sa statement executed by chief financial officer of Borrower in form acceptable to Bank, certifying that no Event of Default has occurred and no event exists which with notice or the lapse of time, or both, would result in an Event of Default hereunder and certifying compliance with all covenants under this Agreement;
(e) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(f) Prompt written notice to Schedule 3.2Bank of all events of default under any of the terms or provisions of this Agreement or of any other agreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which, if decided
(g) Prior written notice to Bank of any changes in Borrower's officers and other senior management; Borrower's name; and location of Borrower's assets, principal place of business or chief executive office.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within fortyfifty-five (4555) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited consolidating income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety-five (12095) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous fiscal year;
(c) Prompt written notice Such other financial statements and information as Bank may reasonably request from time to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.time;
(d) In connection with each fiscal year end statement required hereunder, and at Bank's request, any management letter of Borrower's independent certified public accountants;
(e) Within fortyfifty-five (4555) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officerofficer of Borrower, in form acceptable to Bank.;
(ef) Promptly upon any senior officer of Borrower obtaining knowledge thereof, written notice to Bank of all Events of Default under any of the terms or provisions of this Agreement or of any default under any other agreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which, if decided adversely to Borrower, would have a material adverse effect on Borrower's financial condition; and of any other matter which has resulted in, or is likely to result in, a material adverse change in its financial condition or operations;
(g) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets., principal place of business or chief executive office; and
(fh) Within fifteen thirty (1530) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan the end of each calendar year, a copy of Borrower, a statement of an authorized officer of Borrower describing such event or condition 's accounts receivable and the action, if any, which Borrower proposes accounts payable agings in form acceptable to take with respect theretoBank.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Thirty (4530) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within one hundred twenty One Hundred Twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants;
(c) Give Notice to Bank within Fifteen (15) days of any guaranty issued obligating Borrower or Guarantors.
(cd) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.;
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or's [officers] [general partners] [members] and other senior management, Borrower's name or state of organizationname, and the material relocation location of Borrower's assets., principal place of business or chief executive office;
(f) Copies of any amendments to Borrower's loan documents with Xxxxx Fargo Bank;
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.;
(gh) Give written notice at least Thirty (30) days prior to the proposed closing date of any acquisition in excess of Eight Million Dollars ($8,000,000), providing a description of the business or assets to be acquired and the terms of the acquisition; and
(i) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Sixty (4560) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within one hundred twenty One Hundred Twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants;
(c) Give Notice to Bank within Fifteen (15) days of any guaranty issued obligating Borrower or Guarantors.
(cd) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.;
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or's officers and other senior management, Borrower's name or state of organizationname, and the material relocation location of Borrower's assets., principal place of business or chief executive office;
(f) Copies of any amendments to Borrower's loan documents with Xxxxx Fargo Bank;
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.;
(gh) Give written notice at least Thirty (30) days prior to the proposed closing date of any acquisition in excess of Eight Million Dollars ($8,000,000), providing a description of the business or assets to be acquired and the terms of the acquisition; and
(i) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Fifty (4550) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty Fifty (50) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(c) Within One Hundred Twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(cd) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(f) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eg) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(aA) Within forty-five (45) days after the close of each fiscal quartermonth, except for the final quarter fiscal month of each fiscal year, its the unaudited consolidated balance sheet of Borrower and its subsidiaries as of the close of such fiscal quartermonth, its the unaudited income and expense statement of Borrower and its subsidiaries with year-to-date totals and supportive schedules, and its the statement of retained earnings of Borrower and its subsidiaries for that fiscal quartermonth, all prepared in accordance with GAAP.;
(bB) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its the consolidated statement of financial condition of Borrower and its subsidiaries, including at least its the consolidated balance sheet of Borrower and its subsidiaries as of the close of such fiscal year and its the consolidated income and expense statement, statement of Borrower and its subsidiaries and the consolidated retained earnings statement of Borrower and its subsidiaries for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, Bank in accordance with GAAP., along with any management letter provided by such independent certified public accountants;
(c) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(dC) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form and substance acceptable to Bank., duly executed by an authorized officer of Borrower;
(eD) Within forty-five (45) days after the close of each fiscal quarter, a sales and EBITDA statement for each store operated by Borrower and its subsidiaries;
(E) Within thirty (30) days after the close of each fiscal year, an operating budget of Borrower and its subsidiaries for the following fiscal year;
(F) Prompt written notice to Bank of any Event of Default or any default under any of the terms or provisions of any other Loan Document, any litigation which would have a material adverse effect on Borrower's or Guarantor's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's or Guarantor's financial condition or operations;
(G) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president 's or chief financial officer orGuarantor's officers and other senior management, Borrower's name or state of organizationGuarantor's name, and the material relocation location of Borrower's or Guarantor's assets., principal place of business or chief executive office;
(fH) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event (as such term is defined in ERISA) or Prohibited Transaction (as such term is defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.; and
(gI) Such other financial statements and information relating to Borrower or any of its subsidiaries as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five thirty (4530) days after the close of each fiscal quartermonth, except for the final quarter month of each fiscal year, its unaudited balance sheet as of the close of such fiscal quartermonth, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAPGAAP (except for the absence of footnotes and subject to year-end adjustments).
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) Within five (5) days of filing, copies of all statements, reports and notices made available to Borrower’s security holders or to any holders of subordinated debt and all filings made with the Securities and Exchange Commission.
(d) Within thirty (30) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(e) Within twenty (20) days after the close of each calendar month, (i) a Borrowing Base Certificate, executed by Borrower’s chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower’s Accounts, Eligible Accounts and Eligible Foreign Accounts as the Borrowing Base may require, and (ii) if requested by Bank, a copy of Borrower’s detailed monthly accounts receivable and accounts payable aging.
(f) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(dg) Within forty-five (45) days after the close Prompt written notice to Bank of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by any change in Borrower's duly authorized officer, in form acceptable to Bank’s officers and other senior management.
(eh) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's ’s name or state of organization, organization and the material relocation location of Borrower's ’s assets, such that the perfection of Bank’s security interests in Borrower’s assets may be maintained without loss of priority.
(fi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gj) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Alphasmart Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPgenerally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) Within ninety days (90) days after the end of each fiscal year, a copy of the financial statement of Educational Insights U.K. for such fiscal year.
(cd) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the president, chief financial officer or controller of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.;
(dg) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any change changes in Borrower's's officers; Borrower's name; and location of Borrower's principal assets, chairman, principal place of business or chief executive officeroffice; and
(h) Within twenty-five (25) days after each calendar month end, president or a copy of Borrower's monthly accounts receivable aging and a certification of compliance with the Borrowing Base described above, executed by Borrower's chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan other duly authorized officer of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if anyin form agreed to by Bank, which certificate shall accurately report Borrower's accounts receivable, Eligible Accounts, inventory and Eligible Inventory. Borrower proposes will permit Bank to take with respect theretoaudit, at Borrower's expense, Bank's collateral upon reasonable notice and during regular business hours prior to May 31, 1999.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(d) Within one hundred twenty (120) days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ef) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or’s officers and other senior management, Borrower's ’s name or state of organization, and the material relocation location of Borrower's ’s assets.
(fg) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Wd 40 Co)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPgenerally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) Borrower agrees to deliver or cause to be delivered to Bank, as soon as available and in any event within ninety (90) days after the end of each fiscal year, a copy of the financial statement of Educational Insights U.K. for such fiscal year.
(cd) At Bank's request, as soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns;
(e) Such other financial statements and information as Bank may reasonably request from time to time;
(f) In connection with each financial statement provided hereunder, a statement executed by authorized signer of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(g) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eh) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets., principal place of business or chief executive office; and
(fI) Within fifteen thirty (1530) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan each fiscal year end, a copy of Borrower, a statement of an authorized officer of 's accounts receivable aging. Borrower describing such event or condition will permit Bank to audit Bank's collateral upon reasonable notice and the action, if any, which Borrower proposes to take with respect theretoduring regular business hours.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower Borrowers will furnish to Bank:
(a) Within forty-five (4545 ) days after the close of each fiscal quarter, except for including the final quarter of each fiscal year, its their unaudited consolidating and consolidated balance sheet as of the close of such fiscal quarter, its their unaudited consolidating and consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its their statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its year, their consolidated income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) By December 15 of each fiscal year, annual monthly projections on a consolidating basis for the following fiscal year;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the chief financial officer of each borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within forty five (45) days after each fiscal quarter end, a certification of compliance with the Borrowing Base described above, executed by each Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, which certificate shall accurately report Borrowers' Eligible Inventory and the sum of documentary letters of credit calling for drafts at sight. Borrower will permit Bank to audit, at Borrower's expense, Bank's collateral upon reasonable notice and during regular business hours;
(h) Within forty five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by each Borrower's chief financial officer or other duly authorized officer of such Borrower, in form acceptable to Bank; (i) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to either Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.; and
Appears in 1 contract
Samples: Loan Agreement (Track N Trail Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its unaudited statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes.
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants. Borrower shall not change its fiscal year end from the current December 31st without thirty (30) days prior written notice to Bank.
(c) Prompt written notice to Bank of any Event of Default or breach Potential Default under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would reasonably be expected to have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely could reasonably be expected to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management and prior written notice to Bank of any change in Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(ge) Such other financial statements and information as Bank may reasonably request from time to time.
(f) Within forty-five (45) days after the close of each calendar quarter, including without limitation update(sa copy of Borrower's quarterly accounts receivable aging and accounts payable aging and a Borrowing Base Certificate, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower's Accounts and Eligible Accounts as of the close of such quarter, as the Borrowing Base may require. If the Loan is subject to a Borrowing Base under Section 1.3, then within twenty (20) days after the close of each month, a copy of Borrower's monthly accounts receivable aging and accounts payable aging and a Borrowing Base Certificate, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Schedule 3.2Bank, accurately reporting the amounts of Borrower's Accounts and Eligible Accounts as of the close of such month, as the Borrowing Base may require.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within fortyForty-five Five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles:
(b) Within one hundred twenty Ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) As soon as available, but in any event within Ninety (90) days after the close of each fiscal year of Borrower, projections for the next succeeding fiscal year of corresponding cash flow statement by Borrower and acceptable to Bank;
(d) Such other financialstatements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by Chief Financial Officer of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within Forty-Five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(h) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ei) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office; and
(j) Within Forty-Five (45) days after each fiscal quarter, a copy of Borrower's accounts receivable aging.
(fk) Within fifteen Thirty (1530) days after Borrower knows each calendar month end a copy of Borrower's certificate of compliance with borrowing base described above, executed by Borrower's Chief Financial Officer or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan other duly authorized officer of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if anyin form acceptable to Bank, which Borrower proposes to take with respect theretocertificate shall accurately report Borrower's account receivable and eligible accounts.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Ilc Technology Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final fiscal quarter of each fiscal year, its unaudited the unaudited, consolidated balance sheet of Borrower and its subsidiaries on Form 10Q as of the close of such fiscal quarter, its unaudited including at least the unaudited, consolidated income and expense statement with year-to-date totals and supportive schedules, of Borrower and its statement of retained earnings subsidiaries with supportive schedules for that such fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition on Form 10K, including at least its the consolidated balance sheet of Borrower and its subsidiaries as of the close of such fiscal year and its the consolidated income and expense statement, statement of Borrower and its retained earnings statement subsidiaries for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous fiscal year;
(c) Such other financial statements and information relating to Borrower and it subsidiaries as Bank may reasonably request from time to time;
(d) In connection with each financial statement provided hereunder, a statement executed by a responsible officer of Borrower, certifying that no Event of Default has occurred and no event exists which with notice or the lapse of time, or both, would result in an Event of Default hereunder;
(e) In connection with each fiscal year end statement required hereunder, any management letter of Borrower's independent certified public accountants as requested by Bank;
(f) Within forty-five (45) days after the close of each fiscal quarter and within one-hundred twenty (120) days after each fiscal year end, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(g) Prompt written notice to Bank of any Event all Events of Default or breach under any of the terms or provisions of this Agreement or of any event of default under any other Loan Documentagreement, contract, document or instrument entered into, or to be entered into, with Bank; and of any litigation which which, if decided adversely to Borrower or any of its subsidiaries, would have a material adverse effect on Borrower's the financial condition of Borrower or any of its subsidiaries; and its Subsidiaries' financial condition, and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' the financial condition or operations.operations of Borrower or any of its subsidiaries; and
(dh) Within forty-five (45) days after the close of each fiscal quarterWhen possible, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior prior written notice to Bank of any change changes in Borrower's, chairman, 's chief executive officer, president or chief financial officer orofficer, senior director of finance or treasurer (or prompt written notice following any unanticipated and unexpected change in any of such officers); Borrower's name name; or state of organization, and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Tekelec)
Information Furnished. Each Borrower will shall furnish and with respect to (a), (b), (c) and (j) below, cause each Guarantor to furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, and its unaudited income statement of operation, unaudited statement of stockholders equity, and expense unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated basis, with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statementyear, and its retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to BankBank (provided that Bank agrees that the current accountants of Borrower are satisfactory), in accordance with GAAP, along with any management letter provided by such accountants.
(c) Prompt written notice to Bank As soon as available, copies of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan DocumentForm 10-Q quarterly reports, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial conditionForm 10-K annual reports, and any other matter material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this Section 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date on which has resulted inthe Borrower posts such reports, or is likely to result inprovides a link thereto, a material adverse change in on the Borrower's ’s website on the Internet or the date on which such reports are filed with the SEC and its Subsidiaries' financial condition or operationsbecome publicly available.
(d) Within forty-five (45) days after the close of each fiscal quarterquarter other than the last quarter of each fiscal year (and concurrent with the delivery of the annual audited financial statements after the close of each fiscal year), a certification of compliance certificate, substantially in the form attached hereto as Exhibit A (the “Compliance Certificate”), certifying, among other things, with supporting calculations in reasonable detail, compliance with all covenants under this Agreement, executed by Borrower's ’s chief financial officer or other duly authorized officer, in form acceptable to Bank.
(e) Prior Not later than twenty (20) days after and as of the end of each of Borrower's fiscal months, either (i) a certificate, in form satisfactory to Bank, executed by Borrower’s chief financial officer or other duly authorized officer, certifying that the Xxxxx Fargo Exposure, at such date, is zero, or (ii) a compliance certificate, substantially in the form attached hereto as Exhibit B, certifying, among other things, that Borrower is in full compliance with the Minimum Unrestricted Liquidity covenants of Section 4.6, executed by Borrower’s chief financial officer or other duly authorized officer, including a schedule of the balances for each account as reported in the Borrower's consolidated general ledger evidencing such compliance, and if requested by Bank, copies of all deposit account, securities account and brokerage account statements demonstrating compliance therewith, provided however that such statements shall be provided as soon as they become commercially available, and further, such statements may include downloads from internet-based bank balance reporting and information systems.
(f) Within ninety (90) days after the last day of each fiscal year, Borrower’s operating budget and financial projections for the period through and including the Term Loan Maturity Date.
(g) Prompt written notice to Bank of: (i) any Event of Default or any event, circumstance or condition that, with the passage of time, the giving of notice or both, could result in an Event of Default, (ii) any litigation or other matter which could reasonably be expected to have a Material Adverse Effect, (iii) the occurrence of any default under, or any modification, amendment or change to, the Indenture, any of the Xxxxx Fargo Agreements or any of the credit facilities provided thereunder, or (iv) any request for Borrower to perform under the terms of any guaranty permitted hereunder.
(h) Prompt written notice to Bank of any change in Borrower's, chairman, chief executive officer, president 's or chief financial officer or, Borrower's any Guarantor’s legal name or state of organization, and the material relocation of Borrower's assets.
(fi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gj) Such other financial statements statements, reports and information as Bank may reasonably request from time to time.
(k) Within thirty (30) days of the formation acquisition, dissolution or disposition of any Subsidiary, including without limitation update(s) to Schedule 3.2Special Purpose Entities, notice of such formation acquisition, dissolution or disposition.
Appears in 1 contract
Samples: Loan Agreement (Sunpower Corp)
Information Furnished. Each Borrower The Company will furnish to BankBank with respect to the Company and each Fund:
(a) Within forty-five (45) 60 days after the close of each second fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarterperiod, its unaudited income and expense statement with year-to-date yeartodate totals and supportive schedules, and its statement of retained earnings for that fiscal quarterperiod, all prepared in accordance with GAAP.;
(b) Within one hundred twenty (120) 90 days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower Company and reasonably satisfactory to Bank, in accordance with GAAP.GAAP along with any management letter provided by such accountants;
(c) As soon as available, copies of such financial statements and reports as Company, any Fund or any Advisor may file with the Securities and Exchange Commission, including prospectuses, proxy statements, registration statements, Statements of Additional Information, and SECADV filings and all supporting schedules;
(d) Within 60 days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by the Company's duly authorized officer, in form acceptable to Bank;
(e) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrowerany Fund's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrowerany Fund's and its Subsidiaries' financial condition or operations.;
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ef) Prior written notice to Bank of any change in Borrower'sCompany's or Advisor's officers and other senior management, chairmanname, principal place of business or chief executive officer, president or chief financial officer or, Borrowerany Fund's name or state the location of organization, and the material relocation of Borrowerany Fund's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.; and
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its Borrower's and each Pledgor's unaudited balance sheet sheets as of the close of such fiscal quarter, its and unaudited income and expense statement statements with year-to-date totals supportive schedules and supportive schedules, and its statement statements of retained earnings for that such fiscal quarter, all in each case prepared in accordance with GAAP.generally accepted accounting principles and accompanied by a consolidating schedule;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its Borrower's consolidated statement of financial condition including at least its balance sheet as of the close of such fiscal year year, and its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, Bank in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of previous years, accompanied by an unaudited consolidating schedule;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including its 10-K and 10-Q reports;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the president or chief financial officer of Borrower certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within forty-five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(h) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered or to be entered into with Bank, any litigation which in excess of One Million Dollars ($1,000,000) which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.;
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ei) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or's officers and other senior management, Borrower's name or state of organizationname, and the material relocation location of Borrower's and each Pledgor's assets.
(f) Within fifteen (15) days after Borrower knows , principal place of business or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.chief executive office; and
Appears in 1 contract
Samples: Loan Agreement (Remec Inc)
Information Furnished. Each Borrower Borrowers will furnish to Bank:
(a) Within forty-five (4545 ) days after the close of each fiscal quarter, except for including the final quarter of each fiscal year, its their unaudited consolidating and consolidated balance sheet as of the close of such fiscal quarter, its their unaudited consolidating and consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its their statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its year, their consolidated income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) By December 15 of each fiscal year, annual monthly projections on a consolidating basis for the following fiscal year;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the chief financial officer of each borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within thirty (30) days after each fiscal quarter end, a certification of compliance with the Borrowing Base described above, executed by each Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, which certificate shall accurately report Borrowers' Eligible Inventory and the sum of documentary letters of credit calling for drafts at sight. Borrower will permit Bank to audit, at Borrower's expense, Bank's collateral upon reasonable notice and during regular business hours;
(h) Within forty-five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by each Borrower's chief financial officer or other duly authorized officer of such Borrower, in form acceptable to Bank;
(i) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to either Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ej) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president 's officers and other senior management (or chief financial immediate written notice upon the unexpected departure of any officer or, or other person in senior management); Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Track N Trail Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) Such other financial statements and information as Bank may reasonably request from time to time including financial statements and information related to affiliates (including joint ventures) with respect to which Borrower holds at least a 20% interest or cumulative investment greater than $250,000; or otherwise exercises a controlling interest;
(d) In connection with each financial statement provided hereunder, a statement executed by the chief financial officer of Borrower, certifying that no event of default has occurred and no event exists which with notice or the lapse of time, or both, would result in an event of default hereunder;
(e) In connection with each fiscal year-end statement required hereunder, any management letter of Xxxxxxxx's certified public accountants;
(f) Within forty five (45) days after each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Xxxxxxxx's chief financial officer of Borrower, in form acceptable to Bank;
(g) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or of provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' it financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eh) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, BorrowerXxxxxxxx's name or state of organization, officers and the material relocation other senior management; Xxxxxxxx's name; and location of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows , principal place of business or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.chief executive office
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Sixty (4560) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within one hundred twenty One-Hundred Twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.GAAP along with any management letter provided by such accountants;
(c) Within Sixty (60) days after the close of each of the first three fiscal quarters and One Hundred Twenty (120) days for the fourth fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank;
(d) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.;
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or’s officers and other senior management, Borrower's ’s name or state of organization, and the material relocation location of Borrower's ’s assets., principal place of business or chief executive office;
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.; [and]
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.;
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, quarter all prepared in accordance with GAAP.
(b) Within one hundred and twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.
(c) Concurrently with delivery to Bank of the financial statements provided in Section 4.5 (a) and Section 4.5 (b) hereof a certificate of compliance with all covenants under this Agreement executed by Borrower’s chief financial officer or other duly authorized officer in form acceptable to bank. The certificate of compliance will include changes, if any, in Borrower’s Affiliates (including any subsidiaries) and a list of all persons known to Borrower, based on public filings with the Securities and Exchange Commission, to be the beneficial owner of more than ten percent of the Borrower’s outstanding common stock.
(d) Within ninety (90) days after the close of each fiscal year, a copy of the internally prepared projections of Borrower for the forthcoming fiscal year;
(e) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(df) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any change in Borrower's's officers, chairmanboard members, chief executive officer, president or chief financial officer orand other senior management, Borrower's name or state of organization, and the material relocation location of Borrower's assets.
(fg) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Autobytel Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, and its unaudited income statement of operation, unaudited statement of stockholders equity, and expense unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated basis, with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statementyear, and its retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) Prompt written notice to Bank As soon as available, copies of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan DocumentForm 10-Q quarterly reports, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial conditionForm 10-K annual reports, and any other matter material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date on which has resulted inBorrower posts such reports, or is likely to result inprovides a link thereto, a material adverse change in on Borrower's and its Subsidiaries' financial condition or operations’s website on the Internet.
(d) Within forty-five (45) days after the close of each fiscal quarterquarter (except for the final quarter of each fiscal year, in which case within ninety (90) days after the close of such fiscal year), a certification of compliance with all covenants under this Agreement, executed by Borrower's ’s chief financial officer or other duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any Event of Default, any litigation which could reasonably be expected to have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or could reasonably be expected to result in, a material adverse change in Borrower's, chairman, chief executive officer, president ’s financial condition or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assetsoperations.
(f) Written notice to Bank reasonably promptly (and in any case within four (4) business days) of any change in Borrower’s executive officers, Borrower’s name or Borrower’s state of organization.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time; provided, including without limitation update(s) however, that no information will be provided to Schedule 3.2the extent that such information is subject to attorney-client privilege, so long as Borrower makes reasonable efforts to provide Bank or its representatives any non-privileged documents or information included therein.
Appears in 1 contract
Samples: Loan Agreement (Coherent Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, quarter all prepared in accordance with GAAP.
(b) Within one hundred and twenty (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.
(c) Concurrently with delivery to Bank of the financial statements provided in Section 4.5 (a) and Section 4.5 (b) hereof a certificate of compliance with all covenants under this Agreement executed by Borrower's chief financial officer or other duly authorized officer in form acceptable to bank. The certificate of compliance will include changes, if any, in Borrower's Affiliates (including any subsidiaries) and a list of all persons known to Borrower, based on public filings with the Securities and Exchange Commission, to be the beneficial owner of more than ten percent of the Borrower's outstanding common stock. 40718v4/JKL 2/25/2013
(d) Within ninety (90) days after the close of each fiscal year, a copy of the internally prepared projections of Borrower for the forthcoming fiscal year;
(e) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.
(df) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any change in Borrower's's officers, chairmanboard members, chief executive officer, president or chief financial officer orand other senior management, Borrower's name or state of organization, and the material relocation location of Borrower's assets.
(fg) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Autobytel Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal [month/quarter], all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty days (120) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited a reviewed basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the chief financial officer or the general partner of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within forty five (45) days after each fiscal quarter ending March, June and September and one hundred twenty days (120) days after each fiscal quarter ending December, a certification of compliance with all covenants under this Agreement, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank;
(h) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; [and]
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ei) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Kaiser Ventures Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, and its unaudited income statement of operation, unaudited statement of stockholders equity, and expense unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated basis, with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statementyear, and its retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) Prompt written notice to Bank As soon as available, copies of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan DocumentForm 10-Q quarterly reports, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' financial conditionForm 10-K annual reports, and any other matter material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date on which has resulted inthe Borrower posts such reports, or is likely to result inprovides a link thereto, a material adverse change in on the Borrower's and its Subsidiaries' financial condition or operations’s website on the Internet.
(d) Within forty-five (45) days after the close of each fiscal quarterquarter (except for the final quarter of each fiscal year, in which case within ninety (90) days after the close of such fiscal year), a certification of compliance with all covenants under this Agreement, executed by Borrower's ’s chief financial officer or other duly authorized officer, in form acceptable to Bank.
(e) Prior Prompt written notice to Bank of any Event of Default, any litigation which could reasonably be expected to have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or could reasonably be expected to result in, a material adverse change in Borrower's, chairman, chief executive officer, president ’s financial condition or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assetsoperations.
(f) Written notice to Bank reasonably promptly (and in any case within four (4) business days) of any change in Borrower’s executive officers, Borrower’s name or Borrower’s state of organization.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time; provided, including without limitation update(s) however, that no information will be provided to Schedule 3.2the extent that such information is subject to attorney-client privilege, so long as Borrower makes reasonable efforts to provide Bank or its representatives any non-privileged documents or information included therein.
Appears in 1 contract
Samples: Loan Agreement (Coherent Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles and a copy of its 10-Q report as soon as it becomes available;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its consolidated and consolidating statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year and a copy of its 10-K report and annual report as they become available;
(c) Such other financial statements and information as Bank may reasonably request from time to time;
(d) In connection with each financial statement provided hereunder, a statement executed by the president or chief financial officer or controller of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(e) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(f) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.;
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eg) Prior written notice to Bank of any change changes in Borrower's, chairman, chief executive officer, president or chief financial officer or, 's officers and other senior management; Borrower's name or state of organization, name; and the material relocation location of Borrower's assets, principal place of business or chief executive office.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five Forty Five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited balance sheet as of the close of such fiscal quarter, its unaudited income and expense statement with year-to-date totals and supportive schedules, its statement of cash flows with year-to-date totals, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty One Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, its statements of cash flows, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPGAAP along with any management letter provided by such accountants.
(c) Within Forty Five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, via electronic mail, or in other form acceptable to Bank.
(d) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(de) Within forty-five If the Loan is subject to a Borrowing Base, then within Twenty Five (4525) days after the close of each fiscal quartercalendar month, a certification copy of compliance with all covenants under this AgreementBorrower’s monthly accounts receivable aging and a Borrowing Base Certificate, executed by Borrower's ’s chief financial officer or other duly authorized officerofficer of Borrower, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and accurately reporting the material relocation amounts of Borrower's assets’s Accounts, Eligible Accounts, as the Borrowing Base may require.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information (including without limitation, Federal and state income tax returns for Borrower with all supportive schedules) as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five thirty (4530) days after the close of each fiscal quartermonth, except for the final quarter month of each fiscal year, its unaudited balance sheet as of the close of such fiscal quartermonth, its unaudited income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and year, its income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAPgenerally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) If requested, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement, executed by Borrower's chief financial officer or other duly authorized officer certifying that (i) Borrower is in compliance with all covenants under this Agreement and (ii) no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder.
(cf) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountant.
(g) Prompt written notice to Bank of any Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower's and its Subsidiaries' financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition conditions or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assets.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.; and
Appears in 1 contract
Information Furnished. Each Borrower Borrowers will furnish or cause Guarantor to furnish to Bank:
(a) Within forty-five (45) days after the close of each of the first, second and third fiscal quarters, and ninety (90) days after the close of the fourth fiscal quarter, except for the final quarter of each fiscal year, its Guarantor’s unaudited consolidating and consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidating and consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within one hundred twenty ninety (12090) days after the close of each fiscal year, a copy of its Guarantor’s statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower Guarantor and reasonably satisfactory to Bank, in accordance with GAAP.generally accepted accounting principles applied on a basis consistent with that of the previous year;
(c) As soon as available, copies of such financial statements and reports as Borrowers or Guarantor may file with any state or federal agency, including those filed with the Securities and Exchange Commission;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the Chief Financial Officer or Vice President Treasury and Finance or Regional Controller of Borrowers, certifying, to the best of such person’s knowledge, that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder and a certification, in form and detail acceptable to Bank, demonstrating that Borrowers are in compliance with all covenants under this Agreement;
(f) Prompt written notice to Bank of any Event all material events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrowers or Guarantor, would have a material adverse effect on Borrower's and its Subsidiaries' Borrowers’ or Guarantor’s financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' financial condition or operations.; and
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eg) Prior written notice to Bank of any change changes in Borrower'sBorrowers’ or Guarantor’s officers and other senior management; Borrowers’ or Guarantor’s names; and location of Borrowers’ or Guarantor’s assets, chairman, principal place of business or chief executive officer, president or chief financial officer or, Borrower's name or state of organization, and the material relocation of Borrower's assetsoffice.
(f) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(g) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Resmed Inc)
Information Furnished. Each Borrower will furnish and with respect to (d), (e) and (f) below, cause Guarantor to furnish to Bank:
(a) Within forty-five (45) days after the close of each fiscal quartermonth, except for the final quarter month of each fiscal year, its unaudited balance sheet as of the close of such fiscal quartermonth, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAP.
(b) Within one hundred twenty forty-five (12045) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(c) Within ninety (90) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited a reviewed basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP along with any management letter provided by such accountants.
(d) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, Guarantor’s or Xxxxxx’x unaudited balance sheet as of the close of such fiscal quarter, Guarantor’s or Xxxxxx’x unaudited income and expense statement with year-to-date totals and supportive schedules, and Guarantor’s or Xxxxxx’x statement of retained earnings for that month, all prepared in accordance with GAAP.
(ce) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Guarantor’s duly authorized member or manager, in form acceptable to Bank.
(f) Within ninety (90) days after the close of each fiscal year, a copy of Guarantor’s or Xxxxxx’x statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Guarantor and reasonably satisfactory to Bank, in accordance with GAAP along with any management letter provided by such accountants.
(g) Prompt written notice to Bank of any Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(eh) Prior written notice to Bank of any change in Borrower's, chairman, chief executive officer, president or chief financial officer or’s officers and other senior management, Borrower's ’s name or state of organization, and the material relocation location of Borrower's ’s assets.
(fi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gj) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Each Borrower will furnish to Bank:
(a) Within forty-five (45) 60 days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within one hundred twenty (120) 120 days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower's and its Subsidiaries' ’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower's and its Subsidiaries' ’s financial condition or operations.
(d) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(ef) Prior written notice to Bank of any change in Borrower's, chairman, chief ’s executive officer, president or chief financial officer orofficers and other senior management, Borrower's ’s name or state of organization, and the material relocation location of Borrower's ’s assets.
(fg) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(gh) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Samples: Loan Agreement (Genasys Inc.)
