Monthly Financials. To Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 5 contracts
Samples: Term Loan Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month (45 days after the end of each Fiscal Month ending on or about March 31, June 30, September 30 or December 31; provided, however, that with respect to such Fiscal Months, the Borrower shall deliver to the Agent and the Lenders drafts of the financial statements otherwise required by this sentence within 30 days after the end of each such Fiscal Month), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) if such month is the last month of a Fiscal Quarter, a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each Financial Covenant that is tested for a period ending on the last day of such Fiscal Quarter and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 4 contracts
Samples: Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth (including the Fiscal Month of September of each Fiscal Year), financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited consolidating balance sheets as of the close of such Fiscal Month and the related consolidated statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited consolidated statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments and year-end audit adjustments); and (iii) a summary of the outstanding balance of all Permitted intercompany balances as evidenced by Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesyear-end audit adjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 4 contracts
Samples: Credit Agreement (Insteel Industries Inc), Credit Agreement (Insteel Industries Inc), Credit Agreement (Insteel Industries Inc)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month (45 days after the end of each Fiscal Month ending on or about March 31, June 30, October 30 or December 31; provided, however, that with respect to such Fiscal Months, the Borrower shall deliver to the Agent and the Lenders drafts of the financial statements otherwise required by this sentence within 30 days after the end of each such Fiscal Month), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested for a period ending on the last day of such Fiscal Month and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 3 contracts
Samples: Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/)
Monthly Financials. To the Administrative Agent and Lenders, within thirty-five thirty (3530) days after the end of the first two Fiscal Months of each Fiscal MonthQuarter, financial information regarding Parent the Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of Parentthe Borrower Agent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all (except for Projections) prepared in accordance with GAAP (subject to normal quarter-end or year-end adjustments). Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of the Borrower Agent that (i) such financial information (except for Projections) presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and position, results of operations and statements of Parent cash flows of such Borrower and its Subsidiaries, on an unconsolidated and combined basis, in each case a consolidated or a consolidating basis (as applicable) as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, and (ii) any other information (except for Projections) presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Frontier Airlines Holdings, Inc.), Secured Debtor in Possession Credit Agreement (Republic Airways Holdings Inc)
Monthly Financials. To the Administrative Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending January 31, 2014 (or within forty-five (45) days (or sixty-five (65) days for December) after the end of each Fiscal Month ending on or about the last day of each June, September, December, January and March thereafter), financial information regarding Borrowers and their Subsidiaries, certified by a Financial Officer of Borrower Representative, consisting of consolidated (with respect to Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated ) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance of all Permitted Intercompany Debt Due-to-Consignor Amount as of the last day of that Fiscal Month; provided, which calculation shall separately identify (A) the aggregate amount of cash received and held by all Sotheby Entities that is payable to consignors as of such financial information shall be delivered within sixty day as a result of the sale of such consignors’ Works of Art by a Sotheby Entity, and (60B) days after the first month in each aggregate outstanding amount of all principal, accrued interest, and other related amounts as of such day with respect to any Art Loans secured by such Works of Art, and (iv) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal YearMonth. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent that Borrower Representative (i) that such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Parent and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Borrowers and their Subsidiaries, on a consolidated (with respect to Parent and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and ended, (ii) if the Revolving Loan Outstandings and the outstanding balance of the Swing Line Loan, in the aggregate, are greater than zero as of the last day of such Fiscal Month, (x) setting forth the Unrestricted Cash Amount and Liquidity Amount as of the end of such Fiscal Month and (y) that no Financial Covenant Compliance Period commenced during such Fiscal Month or, if a Financial Covenant Compliance Period commenced during such Fiscal Month, describing the date and cause of such commencement, (iii) that any other information presented is true, correct and complete in all material respects and (iv) that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Sothebys), Credit Agreement (Sothebys)
Monthly Financials. To Agent and Lenders, within thirtyforty-five (3545) ------------------ days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Note as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Icon Health & Fitness Inc), Credit Agreement (Icon Health & Fitness Inc)
Monthly Financials. To Agent Co-Agents and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of Subsidiaries on a consolidated and consolidating basis and Holdings and its Subsidiaries on a consolidated basis consisting of: (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal quarterly and year-end adjustmentsadjustments and consolidation adjustments made by Borrower in accordance with past practices); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that such Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of a statement from the Chief Financial Officer or Treasurer of Parent Borrower that (iA) such financial information presents fairly in accordance with GAAP (subject to normal quarterly and year-end adjustments and the absence of footnotesconsolidation adjustments made by Borrower in accordance with past practices) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ending as of the end of such Fiscal Month, and (iiB) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Western Digital Corp), Credit Agreement (Western Digital Corp)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentHoldings, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that however, Holdings and its Subsidiaries shall not be required to deliver such monthly financial information shall be reports unless EBITDA for the 4 Fiscal Quarter period ended as of the last Fiscal Quarter for which financial statements have been delivered within sixty pursuant to clause (60b) days after the first month in each Fiscal Yearof this Annex E is less than $75,000,000. Such If required, such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Holdings that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated and combined basis, in each case a consolidated basis as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent such financial information shall deliver to Agent be accompanied by the information and Lenders, within thirty-five reports required by clause (35a) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.Annex F.
Appears in 2 contracts
Samples: Credit Agreement (Blount International Inc), Credit Agreement (Blount International Inc)
Monthly Financials. To Agent and Lenders, (x) within thirty-five (35) days after the end of each Fiscal MonthMonth that is not the last Fiscal Month in any Fiscal Quarter and (y) within forty-five (45) days after the end of each Fiscal Month that is the last month in any Fiscal Quarter, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, (x) within thirty-five (35) days after the end of each Fiscal MonthMonth that is not the last Fiscal Month in any Fiscal Quarter and (y) within forty-five (45) days after the end of each Fiscal Month that is the last month in any Fiscal Quarter, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments, and without footnotes or disclosures required by GAAP); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Black Warrior Wireline Corp), Credit Agreement (Black Warrior Wireline Corp)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted balances (by Credit Party) under the Global Intercompany Debt Note as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Revolving Credit Agreement, Revolving Credit Agreement (Blockbuster Inc)
Monthly Financials. To Agent and LendersAgents, within thirty-five one (3531) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 2 contracts
Samples: Debtor in Possession Credit Agreement (Filenes Basement Corp), Credit Agreement (Filenes Basement Corp)
Monthly Financials. To Agent and Lenders, within (x) in the case of the Fiscal Months ending on March 31, 2016, April, 30, 2016, May 31, 2016, and June 30, 2016, thirty (30) days after the end of each such Fiscal Month, or (y) in the case of any other Fiscal Month, thirty-five (35) days after the end of each such Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal MonthMonth (and in the case of the Fiscal Month ending on May 31, 2016, unaudited statements of income and cash flows for the period from April 1, 2016 through May 31, 2016), setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal YearYear (other than the Fiscal Year ending March 31, 2016). Such financial information shall be accompanied by (A) a Compliance Certificate (as defined below) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, (1) in the case of the Fiscal Month ending May 31, 2016, on or before June 15, 2016, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (x) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (y) unaudited statements of income and cash flows for the period from April 1, 2016 through May 31, 2016, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments), accompanied by (A) a Compliance Certificate showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default; and (2) within (x) in the case of the Fiscal Months ending on March 31, 2016 through June 30, 2016, thirty (30) days after the end of each such Fiscal Month, or (y) in the case of any other Fiscal Month, thirty-five (35) days after the end of each such Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.”
Appears in 2 contracts
Samples: Amendment No. 1 and Waiver Agreement (Rand Logistics, Inc.), Term Loan Credit Agreement (Rand Logistics, Inc.)
Monthly Financials. To Agent as soon as available and Lenders, in any event within thirty-five (35) 30 days after the end of each Fiscal Monthmonth, financial information regarding Parent and its Subsidiaries, certified by (A) the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets of LVSI and its Subsidiaries as of at the close end of such Fiscal Month month and the related consolidated and consolidating statements of income income, stockholders’ equity and cash flows of LVSI and its Subsidiaries for that portion such month and for the period from the beginning of the then current Fiscal Year ending as of to the close end of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Monthmonth, setting forth in each case in comparative form the corresponding figures for the corresponding period in periods of the prior year and the figures contained in the Projections for such previous Fiscal Year, to the extent prepared on a monthly basis, all prepared in accordance with GAAP (reasonable detail and certified by the chief financial officer of LVSI, on behalf of LVSI, that they fairly present, in all material respects, the financial condition of LVSI and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to normal year-end adjustments); changes resulting from audit and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes(B) the financial position consolidated and results consolidating balance sheets of operations of Parent Phase II Mall Subsidiary Holding and its Subsidiaries, on an unconsolidated and combined basis, in each case Phase II Mall Subsidiary as at the end of such Fiscal Month month and the related consolidated and consolidating statements of income, stockholders’ equity and cash flows of Phase II Mall Subsidiary Holding and Phase II Mall Subsidiary for such month and for that portion the period from the beginning of the then current Fiscal Year then ended to the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, to the extent prepared on a monthly basis, all in reasonable detail and (ii) any other information presented is truecertified by the chief financial officer of LVSI, correct on behalf of LVSI, Phase II Mall Subsidiary Holding and complete Phase II Mall Subsidiary, as applicable, that they fairly present, in all material respects respects, the financial condition of LVSI and that there was no Default or Event its Subsidiaries and Phase II Mall Subsidiary Holdings and Phase II Mall Subsidiary, as applicable, as at the dates indicated and the results of Default in existence as of such time ortheir operations and their cash flows for the periods indicated, if a Default or Event of Default shall have occurred subject to changes resulting from audit and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirtynormal year-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.adjustments
Appears in 2 contracts
Samples: Construction Loan Agreement (Las Vegas Sands Inc), Construction Loan Agreement (Las Vegas Sands Corp)
Monthly Financials. To Agent and LendersAgent, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer chief financial officer or treasurer of ParentBorrower Representative (solely with respect to such financial information delivered at the end of the first two (2) Fiscal Months of each Fiscal Quarter), consisting of consolidated and consolidating (and, upon request of Agent, consolidating) (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections Borrowers’ current operating plan described in clause (c) below for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustmentsadjustments and the absence of footnotes); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer chief financial officer or treasurer of Parent Borrower Representative that (i) such consolidated financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Huttig Building Products Inc), Credit Agreement (Huttig Building Products Inc)
Monthly Financials. To Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower's past practices.
Appears in 2 contracts
Samples: Credit Agreement (Roller Bearing Co of America Inc), Credit Agreement (Roller Bearing Co of America Inc)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, and upon request of Agent, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 2 contracts
Samples: Credit Agreement (Butler International Inc /Md/), Second Lien Credit Agreement (Butler International Inc /Md/)
Monthly Financials. To the Administrative Agent and Lenders, within thirty-five thirty (3530) days after the end of the first two Fiscal Months of each Fiscal MonthQuarter, financial information regarding Parent the Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of Parenteach Borrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all (except for Projections) prepared in accordance with GAAP (subject to normal quarter-end or year-end adjustments). Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of each Borrower that (i) such financial information (except for Projections) presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and position, results of operations and statements of Parent cash flows of such Borrower and its Subsidiaries, on an unconsolidated and combined basis, in each case a consolidated or a consolidating basis (as applicable) as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, and (ii) any other information (except for Projections) presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, (I) within thirtytwenty-five days (35or such earlier date as determined by the Agent after consultation with Hometown, but in any event not earlier than fifteen (15) days days) after the end of each Fiscal Month, financial information regarding Parent Borrowers, Specified Borrowers and its their respective Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of (i) commencing with the Fiscal Month ending April 30, 1999, consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) consolidated and consolidating unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); (iii) copies of financial statements for each dealership delivered to Vehicle manufacturers monthly; and (iiiiv) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex F monthly on a trailing twelve month basis, and (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers, Specified Borrowers and its their respective Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.; and
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentAstec, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year prepared in accordance with GAAP (subject to normal year-end adjustments); and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Astec that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case case, as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and LendersLender, within thirty-five simultaneously with the delivery of the financial statements required by this paragraph (35) days after the end of each Fiscal Montha), a management discussion and analysis that analysis; which includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a quarterly basis, and (B) certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, ,
E-1 if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Samples: Credit Agreement (Key Tronic Corp)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrowers shall deliver to Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, a management discussion and analysis that which includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent Agents and Lenders, within thirty-five (35) 45 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail, in the substantially the same for as set forth on Exhibit E-1, (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary schedule of the outstanding balance of all Permitted Intercompany Debt intercompany Indebtedness among Borrower and each of its Subsidiaries as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a monthly basis, and (B) the certification of the Chief Financial Officer chief financial officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Samples: Credit Agreement (Code Alarm Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer Authorized Officers of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer Authorized Officers of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each of the first two (2) Fiscal MonthMonths of each Fiscal Quarter, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary schedule of the outstanding balance of all Permitted Intercompany Debt intercompany Indebtedness among Borrower and each of its Subsidiaries as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a monthly basis, and (B) the certification of the Chief Financial Officer chief financial officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Samples: Credit Agreement (Code Alarm Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, Month financial information regarding Parent and its Subsidiaries, including, without limitation, Borrower, on a consolidated basis, certified by the Chief Financial Officer of ParentParent and Borrower, consisting of consolidated and consolidating (i) an unaudited balance sheets sheet as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent and Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent and its Subsidiaries, including, without limitation, Borrower, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Ames Department Stores Inc)
Monthly Financials. To Administrative Agent and LendersFronting Lender, within thirty-five (35A) thirty (30) days after the end of each Fiscal MonthMonth (other than any month covered by clause (b) below or the last Fiscal Month of each Fiscal Year) or (B) with respect to the last Fiscal Month of each Fiscal Year the earlier of sixty (60) days after the end of such Fiscal Month or when Parent reports its earnings to the public, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Fibermark Inc)
Monthly Financials. To Agent As soon as available and Lenders, in any event within thirty-five twenty (3520) days Business Days after the end of each Fiscal Month, financial information regarding Parent calendar month:
(i) a Consolidated balance sheet of the Borrower and its Subsidiaries as 4 of the end of such month and a Consolidated statement of income of the Borrower and its Subsidiaries for such month and an aged receivable trial balance and aged payable trial balance of the Borrower and each of its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating in each case for such month; and
(iii) unaudited balance sheets as of the close of such Fiscal Month and the related statements a Consolidated statement of income and a Consolidated statement of certain cash flows flow items, in a form satisfactory to the Agent (including Capital Expenditures, Indebtedness for that portion borrowed money, and repayment of Indebtedness), of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending as of with the close end of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Monthcalendar month, setting forth in each case in comparative form the corresponding figures for the corresponding period of the preceding Fiscal Year; all of the foregoing to be in reasonable detail and duly certified by a Responsible Officer of the prior year Borrower as having been prepared in accordance with GAAP (other than in respect of the cash flow items and subject to normal year-end audit adjustments and quarter-end review adjustments and the figures contained absence of footnotes), together with a certificate of said officer stating that no Default or Event of Default has occurred and is continuing or, if a Default or an Event of Default has occurred and is continuing, a statement as to the nature thereof and the action that the Borrower has taken and proposes to take with respect thereto."
2.3 Section 5.03(c) (Quarterly Financials) of the Credit Agreement is hereby amended by deleting the last paragraph thereof in its entirety and substituting the Projections for such Fiscal Year, following therefor: "all of the foregoing to be in reasonable detail and duly certified by a Responsible Officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), together with (x) the financial position and results a certificate of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for said officer stating that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time has occurred and is continuing or, if a Default or an Event of Default shall have has occurred and be is continuing, describing a statement as to the nature thereof and all efforts undertaken the action that the Borrower has taken and proposes to cure take with respect thereto, and (y) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Borrower in determining compliance with the financial covenants contained in Sections 5.04(a) through (e), provided, that in the event (1) of any change in GAAP used in the preparation of such Default or Event financial statements, the Borrower shall also provide, if necessary for the determination of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Monthcompliance with Section 5.04, a management discussion statement of reconciliation conforming such financial statements to GAAP, and analysis (2) that includes a comparison the DPG Sale has not occurred and the Borrower has treated the assets to budget for that Fiscal Month and a comparison be disposed of performance for that Fiscal Month to the corresponding period in the prior yearDPG Sale as a "discontinued operation" but for purposes of determining compliance with Section 5.04 has reconsolidated such assets, then the Borrower shall also provide footnotes to such financial statements detailing the method used by the Borrower to reconsolidate such assets."
Appears in 1 contract
Samples: Credit Agreement (Applied Graphics Technologies Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth (other than the last Fiscal Month of any Fiscal Quarter or Fiscal Year), financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance a manner consistent with GAAP Borrowers’ historical monthly financial reporting practices (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each Financial Covenant and (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i1) all such financial information has been prepared in a manner consistent with Borrowers’ historical monthly financial reporting practices and presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, and (ii2) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Penn Traffic Co)
Monthly Financials. To Agent and LendersSo long as any Unsecured Term Loan Facility is outstanding, as soon as available, but in any event within thirty-five (35) 20 days after the end of each Fiscal Monthfiscal month of each fiscal year of Holdings, internal monthly financial information regarding Parent and its Subsidiaries, certified statements as prepared by Holdings in the Chief Financial Officer ordinary course of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Monthbusiness, setting forth in each case in comparative form the figures for the corresponding period fiscal month of the previous fiscal year and, if applicable, the corresponding portion of the previous fiscal year; provided, however, that such monthly financial statements shall not be distributed or otherwise provided to Public Lenders.
l. The penultimate paragraph of Section 6.02 of the Credit Agreement is hereby amended by deleting the phrase “Documents required to be delivered pursuant to Section 6.01(a) or (b)” in its entirety and substituting therefor the new phrase “Documents required to be delivered pursuant to Section 6.01(a), (b) or (c)”.
m. Section 7.02(j) of the Credit Agreement is hereby amended by (i) inserting at the end of the parenthetical in clause (B) the words “or as a mandatory prepayment (except, in the case of the initial Unsecured Term Loan Facility only, any mandatory prepayments thereunder that (1) are paid only after any mandatory prepayments then due and payable hereunder are satisfied (provided, however, that it is understood and agreed that any mandatory prepayments with respect to excess cash flow under the initial Unsecured Term Loan Facility may be required to be and may be paid during the ECF Prepayment Period prior year to any prepayments of the Loans required under Section 2.05(b)(ii) but in each case only if the conditions set forth in Section 7.15(k) are satisfied), (2) are payable pursuant to timeframes that are no shorter than the payment timeframes for the corresponding mandatory prepayments hereunder, and (3) are payable no more frequently than the figures contained corresponding mandatory prepayments hereunder)”, (ii) inserting in clause (B) immediately before “the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); Maturity Date” the words “91days after” and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as adding at the end of such Fiscal Month and for Section “; provided that portion the proceeds of the Fiscal Year then ended initial Unsecured Term Loan Facility shall be used to prepay or redeem Subordinated Notes and (iithe initial Unsecured Term Loan Facility may only be incurred for such purpose”.
n. Section 7.02(m) any other information presented of the Credit Agreement is true, correct and complete hereby replaced in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing its entirety with the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.following:
Appears in 1 contract
Samples: Credit Agreement (Cenveo, Inc)
Monthly Financials. To Agent (i) As soon as available and Lenders, in any event within thirty-five thirty (3530) days after the end of each Fiscal Monthmonth ending after the Closing Date, financial information regarding Parent the Issuer will deliver: (A) the consolidated balance sheets of the Issuer and its SubsidiariesSubsidiaries (other than Holdings, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month Reit and the related statements Subsidiaries of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (iiReit) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month month and the related consolidated statements of income and stockholders' equity and cash flows for that portion such month and in each case for the period from the beginning of the Fiscal Year then ended current fiscal year to the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 5.2(a)(4)(iv) of this Section 5.2, to the extent prepared on a monthly basis, all in reasonable detail and certified by the chief financial officer of the Issuer that they present fairly the consolidated financial condition of the Issuer and its Subsidiaries (other than Holdings, Reit and the Subsidiaries of Reit) as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (B) a schedule of the outstanding Indebtedness for borrowed money of the Issuer and its Subsidiaries (other than Holdings, Reit and the Subsidiaries of Reit) describing in reasonable detail each such debt issue or loan outstanding and the principal amount (excluding original issue discount) and amount of accrued and unpaid interest with respect to each such debt issue or loan;
(ii) As soon as available and in any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, event within thirty-five thirty (3530) days after the end of each Fiscal Monthmonth ending after the Closing Date, a management discussion the Issuer will deliver: (A) the consolidated balance sheets of Holdings and analysis that includes a comparison to budget its Subsidiaries (other than Reit and its Subsidiaries) as at the end of such month and the related consolidated statements of income and stockholders' equity and cash flows for that Fiscal Month such month and a comparison in each case for the period from the beginning of performance for that Fiscal Month the then current fiscal year to the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year (except that such corresponding figures for the corresponding periods of the previous fiscal year need not be provided with respect to the last twelve full calendar months preceding the Closing Date) and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 5.2(a)(4)(iv) of this Section 5.2, to the extent prepared on a monthly basis, all in reasonable detail and certified by the chief financial officer of the Issuer that they present fairly the consolidated financial condition of Holdings and its Subsidiaries (other than Reit and its Subsidiaries) as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal quarterly and year-end adjustments, and (B) a schedule of the outstanding Indebtedness for borrowed money of Holdings and its Subsidiaries (other than Reit and its Subsidiaries) describing in reasonable detail each such debt issue or loan outstanding and the principal amount (excluding original issue discount) and amount of accrued and unpaid interest with respect to each such debt issue or loan;
(iii) As soon as available and in any event within thirty (30) days after the end of each month ending after the Closing Date, the Issuer will deliver: (A) the consolidated balance sheets of Reit and its Subsidiaries as at the end of such month and the related consolidated statements of operations, shareholders' equity and cash flows for such month and in each case for the period from the beginning of the then current fiscal year to the end of such month, setting forth in each case in comparative form the prior corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 5.2(a)(4)(iv) of this Section 5.2, to the extent prepared on a monthly basis, all in reasonable detail and certified by the chief financial officer of the Issuer that they present fairly the consolidated financial condition of Reit and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year.-end adjustments, and (B) a schedule of the outstanding Indebtedness for borrowed money of Reit and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount (excluding original issue discount) and amount of accrued and unpaid interest with respect to each such debt issue or loan;
Appears in 1 contract
Samples: Securities Purchase Agreement (American Residential Investment Trust Inc)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after ------------------ the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Leverage -------- Certificate") showing the calculations used in compliance with the leverage ----------- tests set forth in Section 2.2(e) as of the end of such Fiscal Month, and (B) -------------- the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent, Canadian Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentHoldings, consisting of consolidated and consolidating and, if requested by Agent, separate (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Holdings that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated and combined a consolidated and, if requested by Agent, separate basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent such financial information shall deliver to Agent be accompanied by the information and Lenders, within thirty-five reports required by clauses (35d) days after the end and (e) of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.Annex F.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief a Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) consolidated and consolidating unaudited statements of income and consolidated unaudited statements of cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "COMPLIANCE CERTIFICATE") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis and a statement as to the value (during such period and cumulatively since the Closing Date) realized from the sale, transfer, conveyance, assignment or otherwise disposition of any properties or other assets, and (B) the certification of the Chief a Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Radio Unica Corp)
Monthly Financials. To Administrative Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month (or, with respect to each Fiscal Month that is also the end of a Fiscal Quarter, within forty five (45) days after the end of such Fiscal Month) commencing with the Fiscal Month ended on or about May 31, 2011, financial information regarding Parent the Loan Parties and its their Subsidiaries, certified by the Chief Financial Officer or Treasurer of ParentBorrower, consisting of consolidated and consolidating (i) consolidated unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for such Fiscal Month and that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, in each case setting forth in comparative form the figures for the corresponding period periods in the prior year and the figures contained projected results of such periods set forth in the Projections budget delivered pursuant to Section 5.1(c) for such the applicable Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustmentsadjustments and the absence of footnotes); , (ii) a calculation of EBITDA of the Loan Parties and their Subsidiaries on a consolidated basis, in form reasonably acceptable to Administrative Agent, for the twelve (12) month period ending on the last day of such Fiscal Month, certified by the Chief Financial Officer or Treasurer of Borrower as being a true, complete and correct calculation of EBITDA of the Loan Parties and their Subsidiaries on a consolidated basis for such period, (iii) a summary reasonably detailed same-store profit and loss statement for each site of the outstanding balance of all Permitted Intercompany Debt as of Borrower and its Subsidiaries, and (iv) with respect to the last day Fiscal Month of that each Fiscal Month; providedYear, a reasonably detailed profit and loss statement by unit levels. Notwithstanding the foregoing, if the budgets delivered pursuant to Section 5.1(c) are revised in any material respect, Administrative Agent may request that such financial information shall be delivered within sixty (60) days after statements contain a comparison to such revised budget, rather than a comparison to budget for the first month in each applicable Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer or Treasurer of Parent Borrower that (i) such financial information presents statements present fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations and cash flows of Parent the Loan Parties and its their Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year year to date period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure remedy such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding the Parent and its Subsidiaries, certified by the Chief Financial Officer of ParentOfficer, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal quarterly and year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of (A) Borrowers and their Subsidiaries, on a consolidated basis, (B) Parent and (C) Parent and its Subsidiaries, Subsidiaries on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition; provided, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end that delivery of each Fiscal Month, a management discussion of the financial statements referred to in the preceding clauses (i) and analysis that includes a comparison to budget (ii) shall not be required for that any Fiscal Month and a comparison ending on the last day of performance for that any Fiscal Month to the corresponding period in the prior yearQuarter or Fiscal Year.
Appears in 1 contract
Samples: Credit Agreement (Ddi Corp)
Monthly Financials. To Agent and LendersAgent, in the case of the Fiscal Month ended October 31, 2003, within thirtyfifty (50) days after the end of such Fiscal Month, and in the case of each Fiscal Month thereafter (other than any Fiscal Month which is also the end of a Fiscal Quarter), within forty-five (3545) days after the end of each such Fiscal Month, financial information regarding Parent Mirant and its Subsidiaries, certified by the Chief Financial Officer of ParentMirant, consisting of consolidated and consolidating (i) consolidated (w) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income (loss) and cash flows, in each case, for that Fiscal Month and the portion of the Fiscal Year ending as of the close of such Fiscal Month and (x) unaudited statements of income (loss) and cash flows for such Fiscal Month, setting forth, as it relates to the consolidated statements of income (loss) in comparative form the figures for the corresponding periods in the prior Fiscal Year (it being understood and agreed that, because monthly financial data is not available for such periods, comparative form financial data will not be required with respect to any months in Fiscal Year 2002 nor the first three (3) Fiscal Months of Fiscal Year 2003) and the figures contained, if any, in the Projections for such Fiscal Month and such year-to-date period and (ii) unaudited consolidating (y) statements of income (loss) of the Consolidating Units as of the close of such Fiscal Month and for the portion of the Fiscal Year ending as of the close of such Fiscal Month and (z) gross margin statements, including as separate line items labor costs and major maintenance, on a Power Generator-by-Power Generator basis as of the close of such Fiscal Month and for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all the foregoing prepared in accordance with GAAP (other than with regard to the Projections) (subject to normal year-end end, quarter-end, goodwill and other asset impairment adjustments and bankruptcy adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (1) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis and (2) the certification of the Chief Financial Officer Officer, Treasurer or Controller of Parent Mirant that (iA) such financial information presents fairly in accordance with GAAP (subject to normal year-end end, quarter-end, goodwill and other asset impairment adjustments and the absence of footnotesbankruptcy adjustments) the financial position and results of operations of Parent Mirant and its Subsidiaries, on an unconsolidated and combined a consolidated or consolidating, as applicable, basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, as applicable, and (iiB) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Mirant Corp)
Monthly Financials. To Agent and LendersAs soon as available, but in any event, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent the Borrower and its Subsidiaries, certified by the Chief a Financial Officer of Parentthe Borrower, consisting of (i) consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements consolidated and consolidating statement of income and consolidated statement of cash flows for the Fiscal Month and for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of , income and consolidated statement of cash flows for such Fiscal Month, and, in each case, setting forth in comparative form the figures for the corresponding period periods in the prior year Fiscal Year and the figures contained corresponding periods in the Projections budget for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iiiii) a summary of the outstanding balance of all Permitted Intercompany Debt intercompany Indebtedness as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent the Borrower Representative that (i) such financial information presents fairly in all material respects, in accordance with GAAP GAAP, (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent the Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or an Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end financial information for the last month of each Fiscal Month, Quarter shall be accompanied by (A) a Compliance Certificate and (B) a management discussion and analysis that includes a comparison to budget for that Fiscal Month Quarter and a comparison of performance for that Fiscal Month Quarter to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Thermadyne Holdings Corp /De)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent and its SubsidiariesBorrower (including Reflections), certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments)GAAP; and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent Borrower and its Subsidiarieseach Guarantor, on an unconsolidated a combined and combined combining basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Atari Inc)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of (i) consolidated and consolidating (i) unaudited balance sheets of Borrower and its Subsidiaries as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) consolidated and consolidating unaudited statements of income and cash flows of Borrower and its Subsidiaries for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its SubsidiariesBorrower, certified by the Chief Financial Officer Vice-President, Finance of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year (recognizing, however, that the comparisons may only be close approximations in form in light of Borrower's adoption, commencing September 28, 1998, of the Fiscal Quarter and Fiscal Year accounting periods defined in the Agreement) and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes and Intercompany Loans as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a monthly basis, and (B) the certification of the Chief Financial Officer Vice-President, Finance of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basisBorrower, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Administrative Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by prepared under the supervision of the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Borrower Representative signed on its behalf by its Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and cash flows of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month Default and a comparison schedule of performance store expenses by natural division, reflecting detailed store expenses for that Fiscal Month the month and year to the corresponding period in the prior year.date, specifically to include; store payroll, payroll taxes, advertising, co-op, rent, real estate taxes, utilities/communication and other store operating expenses;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days ------------------ after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial a Certifying Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets of Borrower Representative as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of Borrower Representative of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Indebtedness permitted to be incurred pursuant to Section 6.2(g); (iv) Signature Earnings for the prior Fiscal Month; and (v) a -------------- summary of the outstanding balance of all Intercompany Debt Obligations as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") ---------------------- showing the calculations used in determining compliance with each financial covenant set forth on Annex G which is tested on a monthly basis, and (B) the ------- certification of the Chief Financial a Certifying Officer of Parent that (ix) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations and cash flows of Parent Borrower Representative and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (iiy) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition; provided that the consolidating financial -------- information shall not include statements of cash flows or comparisons to prior year figures or projections and, Parent in both the consolidated and the consolidating financial statements, Signature shall deliver to Agent and Lenders, within thirty-five (35) days after be accounted for on the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year"equity method."
Appears in 1 contract
Samples: Post Petition Loan and Guaranty Agreement (Montgomery Ward Holding Corp)
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its SubsidiariesBorrower, certified by the Chief Financial Officer Vice-President, Finance of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year (recognizing, however, that the comparisons may only be close approximations in form in light of potential changes to Borrower’s Fiscal Year as contemplated in Section 6.14 of the Agreement) and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Loans as of the last day of that Fiscal Month; providedand (iv) a summary of all payments made or owing to Affiliates during such Fiscal Month, that such financial information shall be delivered within sixty (60) days after the first month indicating which payments are in each Fiscal Yearrespect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by the certification of the Chief Financial Officer Vice-President, Finance of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basisBorrower, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Samples: Credit Agreement (Solo Cup CO)
Monthly Financials. To Agent and Lenderseach Lender, if requested by Agent, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is also the end of a Fiscal Quarter), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief a Responsible Financial Officer of ParentBorrower, consisting of consolidated and, if applicable and if requested by Agent, consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows a summary of Capital Expenditures in each case for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal MonthMonth for each site, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections operating plan (as defined in Annex E, subsection (c)) for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief a Responsible Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and, if applicable and combined if requested by Agent, consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) Within 30 days after the end of each Fiscal Month, a management discussion Consolidated balance sheet of the Parent and analysis that includes its Restricted Subsidiaries (in a comparison form reasonably satisfactory to budget for that each Agent) as of the end of such Fiscal Month and a comparison Consolidated statement of performance income and a Consolidated statement of cash flows of the Parent and its Restricted Subsidiaries (in a form reasonably satisfactory to each Agent) for that the period commencing at the end of the previous Fiscal Month and ending with the end of such Fiscal Month, and a Consolidated statement of income and a Consolidated statement of cash flows of the Parent and its Restricted Subsidiaries (in a form reasonably satisfactory to each Agent) for the period commencing at the end of the previous Fiscal Year and ending with the end of such Fiscal Month, all in reasonable detail, including the consolidated and unconsolidated profits and losses of the Express JV and Bonobos, and duly certified (subject to normal year-end audit adjustments) by a Responsible Officer of the Parent as having been prepared in accordance with GAAP (other than the absence of footnotes), together with (x) a certificate on behalf of the Parent signed by a Responsible Officer stating that no Event of Default has occurred and is continuing or, if an Event of Default has occurred and is continuing, a statement as to the corresponding period nature thereof and the action that the Parent has taken and proposes to take with respect thereto, (y) a reconciliation statement reflecting adjustments necessary to eliminate the assets, liabilities, revenues, expenses and net income of the Unrestricted Subsidiaries in such financial statements (it being understood and agreed that such reconciliation statements shall not be audited), and (z) a calculation of the prior yearFixed Charge Coverage Ratio (including, without limitation, EBITDA), in form and detail satisfactory to each Agent.
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Monthly Financials. To Agent and LendersAgent, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer Officer, Chief Accounting Officer, Controller or Treasurer of ParentBorrower, consisting of consolidated and consolidating (i) consolidated unaudited balance sheets as of the close of such Fiscal Month setting forth in comparative form figures for the corresponding month and of the prior Fiscal Year and the related consolidated, unaudited statements of income and cash flows flow as of the close of such Fiscal Month and for that portion of the Fiscal Year ending as of the close of such Fiscal Month and (ii) consolidated unaudited statements of income for such Fiscal Month and for that portion of the Fiscal Year ending as of the close of such Fiscal Month; , setting forth in comparative form (iiA) the figures for the corresponding periods in the prior year and (B) the Projections for the corresponding periods of the current Fiscal Year, (iii) consolidating unaudited statements of income for such Fiscal Month and cash flows for the portion of the Fiscal Year ending as of the close of such Fiscal Month, and (iv) consolidated unaudited statements of cash flows for the Borrower and unaudited statements of cash flows for each of its divisions setting forth in comparative form the figures for the corresponding period periods in the prior year and the figures contained in the Projections for such Fiscal Month and for such portion of the Fiscal Year, all prepared in accordance with GAAP (without notes and subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant and collateral covenant set forth on Annex G as and when such financial covenants and collateral covenants are required to be tested as set forth on Annex G, and (B) the certification of the Chief Financial Officer Officer, Chief Accounting Officer, Controller or Treasurer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (without notes and subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and statements of Parent cash flows of Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, as applicable, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
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Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Holdings, Borrower and its SubsidiariesSubsidiaries (and in the case of Borrower, prepared on a business unit by business unit basis), certified by the Chief Financial Officer of ParentHoldings and Borrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all (except for the Projections) prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Parent Holdings and Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent All such information regarding Borrower shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, be presented on a management discussion and analysis that includes business unit by business unit basis in a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior yearmanner consistent with Borrower’s historic financial statements.
Appears in 1 contract
Samples: Credit Agreement (BRPP LLC)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending March 31, 2004, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief a Financial Officer of ParentBorrower Representative, consisting of consolidated (with respect to Holdings and its Subsidiaries) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance 15% of all Permitted Intercompany Debt Consolidated Net Tangible Assets as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty net of any "Secured Debt" or "Attributable Debt" (60) days after the first month in each case as defined in the Senior Note Indenture), (iv) a calculation of amounts payable to consignors as of the last day of that Fiscal YearMonth and (v) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Holdings and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Parent Borrowers and their Subsidiaries, on a consolidated (with respect to Holdings and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To the Agent and Lenderseach Lender, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating : (i) consolidated unaudited balance sheets of Holdings as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) consolidated and unaudited statements of income and cash flows of Holdings for such Fiscal Month, setting forth in comparative form (for each Fiscal Month ending after the first anniversary of the Closing Date) the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustmentsadjustments and the absence of footnotes); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification a certificate of the President or Chief Financial Officer of Parent Borrowers (each, a “Compliance Certificate”) which shall include, among other things, the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and the certification that (i) such financial information presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and position, results of operations and statements of Parent and its Subsidiariescash flows of Holdings, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, (ii) such financial information presents fairly in all material respects the financial position and results of operations of Holdings, on a consolidated basis, as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended, and (iiiii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five Each such Compliance Certificate must be given in writing (35by telecopy or overnight courier) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior yearform of Exhibit 5.1(a), and shall include the information and attachments required in such Exhibit.
Appears in 1 contract
Monthly Financials. To Agent and for distribution to the Lenders, within thirtyforty-five (3545) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification an Officer Certificate of Borrower executed by the Chief Financial Officer of Parent Borrower, or another responsible officer of Borrower having substantially the same authority and responsibility or otherwise acceptable to Agent, certifying that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower’s past practices.
Appears in 1 contract
Samples: Credit Agreement (RBC Bearings INC)
Monthly Financials. To Agent Co-Agents and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of Parent, Subsidiaries consisting of consolidated and consolidating consolidating: (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal quarterly and year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that such Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the certification calculations used in determining compliance with each financial covenant set forth in Annex G that is tested on a monthly basis (regardless of whether such covenants are being tested in accordance with the terms of Section 6.10), and (B) a statement from the Chief Financial Officer of Parent Borrower that (i1) such financial information presents fairly in accordance with GAAP (subject to normal quarterly and year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ending as of the end of such Fiscal Month and (ii2) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentDetails, consisting of consolidated and and, except with respect to statements of cash flow, consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Details that (i) such financial information presents fairly in accordance with GAAP (subject to normal quarterly and year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Ddi Corp)
Monthly Financials. To Agent As soon as available and Lenders, in any event within thirty-five (35) 45 days after the end of each Fiscal Monthmonth, financial information regarding Parent commencing May 31, 2003, a Consolidated balance sheet of the Borrower and its Subsidiaries, and of each of the Operating Subsidiaries, in each case as of the end of such month and Consolidated statements of income and cash flow of the Borrower and its Subsidiaries, and of each of the Operating Subsidiaries, in each case for the period commencing at the end of the previous month and ending with the end of such month and Consolidated statements of income and cash flow of the Borrower and its Subsidiaries, and of the Operating Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding month and Fiscal Year-to-date period of the preceding Fiscal Year, all in reasonable detail and duly certified by the Chief Financial Officer or Chief Accounting Officer of Parentthe Borrower, consisting of consolidated and consolidating together with (i) unaudited balance sheets as a certificate of such officer on behalf of the close of such Fiscal Month and the related statements of income and cash flows for Borrower stating that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time has occurred and is continuing or, if a Default or Event of Default shall have has occurred and be is continuing, describing a statement as to the nature thereof and all efforts undertaken the action that the Borrower has taken and proposes to cure take with respect thereto and (ii) in the event of any change from GAAP in the generally accepted accounting principles used in the preparation of such Default or Event financial statements, a statement of Defaultreconciliation conforming such financial statements to GAAP. In addition, Parent The Borrower shall deliver to Agent and Lenders, within thirty-five (35) provide a compilation report prepared by an outside accountant not more than 90 days after the Fiscal Year end, monthly operating reports not more than 45 days after each month end of and other reviews or reports, each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month as acceptable to the corresponding period in the prior yearAdministrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Boca Resorts Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending November 30, 2012 (or within forty-five (45) days (or sixty-five (65) days for December) after the end of each Fiscal Month ending on or about the last day of each June, September, December, January and March thereafter), financial information regarding Borrowers and their Subsidiaries, certified by a Financial Officer of Borrower Representative, consisting of consolidated (with respect to Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated ) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance of all Permitted Intercompany Debt Due-to-Consignor Amount as of the last day of that Fiscal Month; provided, which calculation shall separately identify (A) the aggregate amount of cash received and held by all Sotheby Entities that is payable to consignors as of such financial information shall be delivered within sixty day as a result of the sale of such consignors’ Works of Art by a Sotheby Entity, and (60B) days after the first month in each aggregate outstanding amount of all principal, accrued interest, and other related amounts as of such day with respect to any Art Loans secured by such Works of Art, and (iv) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal YearMonth. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent that Borrower Representative (i) that such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Parent and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Borrowers and their Subsidiaries, on a consolidated (with respect to Parent and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and ended, (ii) if the Revolving Loan Outstandings and the outstanding balance of the Swing Line Loan, in the aggregate, are greater than zero as of the last day of such Fiscal Month, (x) setting forth the Unrestricted Cash Amount and Liquidity Amount as of the end of such Fiscal Month and (y) that no Financial Covenant Compliance Period commenced during such Fiscal Month or, if a Financial Covenant Compliance Period commenced during such Fiscal Month, describing the date and cause of such commencement, (iii) that any other information presented is true, correct and complete in all material respects and (iv) that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Sothebys)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP valuing Inventory on a first in, first out basis (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis or which requires compliance on a continual basis and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In additionFor avoidance of doubt, Parent all Compliance Certificates delivered pursuant to this paragraph (a) shall deliver to Agent and Lenders, within thirty-five (35) days after include the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month calculations with respect to the corresponding period Fixed Charge Coverage Ratio set forth in paragraph (b) of Annex G without regard to the prior yearlevel of Borrowing Availability at the time any such Compliance Certificate is to be delivered.
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Monthly Financials. To Agent and Lenders, within thirty-five (35) 45 days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and Lenders, within thirty-five (35) 45 days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower's past practices.
Appears in 1 contract
Samples: Credit Agreement (Roller Bearing Co of America Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending August 31, 2009 (or within forty-five (45) days (or sixty-five (65) days for December) after the end of each Fiscal Month ending on or about the last day of each June, September, December, January and March thereafter), financial information regarding Borrowers and their Subsidiaries, certified by a Financial Officer of Borrower Representative, consisting of consolidated (with respect to Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated ) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance of all Permitted Intercompany Debt Due-to-Consignor Amount as of the last day of that Fiscal Month; provided, which calculation shall separately identify (A) the aggregate amount of cash received and held by all Sotheby Entities that is payable to consignors as of such financial information shall be delivered within sixty day as a result of the sale of such consignors’ Works of Art by a Sotheby Entity, and (60B) days after the first month in each aggregate outstanding amount of all principal, accrued interest, and other related amounts as of such day with respect to any Art Loans secured by such Works of Art, and (iv) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal YearMonth. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Parent and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Borrowers and their Subsidiaries, on a consolidated (with respect to Parent and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Sothebys)
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of (i) consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and Month, the related statements statement of income and and, for each Fiscal Month ending on or after April 30, 2000, the related statement of cash flows flows, in each case for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) consolidated and consolidating unaudited statements of income and and, for each Fiscal Month ending on or after April 30, 2001, cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that such Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail in substantially the form of EXHIBIT A (each, a "COMPLIANCE CERTIFICATE") showing the calculations used in determining compliance with each financial covenant set forth on ANNEX G that is tested on a monthly basis, (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i1) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and, if applicable, statements of Parent cash flows of Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ending as of the end of such Fiscal Month and (ii2) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35C) days after a copy of the end monthly "Executive Committee Report" prepared by the Chief Financial Officer of each Fiscal Month, a management discussion and analysis that includes a comparison to budget Holdings for that Fiscal Month and a comparison the executive committee of performance for that Fiscal Month to the corresponding period in the prior yearHoldings.
Appears in 1 contract
Samples: Credit Agreement (Track N Trail Inc)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to the absence of notes and normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt intercompany loans and advances as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification signature of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Rowe Companies)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentHoldings, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that however, Holdings and its Subsidiaries shall not be required to deliver such monthly financial information shall be reports unless EBITDA for the four (4) Fiscal Quarter period ended as of the last Fiscal Quarter for which financial statements have been delivered within sixty pursuant to clause (60b) days after the first month in each Fiscal Yearof this Annex E is less than $75,000,000. Such If required, such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Holdings that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated and combined basis, in each case a consolidated basis as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent such financial information shall deliver to Agent be accompanied by the information and Lenders, within thirty-five reports required by clause (35a) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.Annex F.
Appears in 1 contract
Monthly Financials. To Agent and Lenderseach Lender, if requested by Agent, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is also the end of a Fiscal Quarter), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief a Responsible Financial Officer of ParentBorrower, consisting of consolidated and, if applicable and if requested by Agent, consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows a summary of Capital Expenditures in each case for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal MonthMonth for each site, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections operating plan (as defined in Annex E, subsection (c)) for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty Month and (60iv) days after a summary of the first month in location and a brief description of each Fiscal Yeardigital projector owned by the Credit Parties. Such financial information shall be accompanied by the certification of the Chief a Responsible Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and, if applicable and combined if requested by Agent, consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) Within 30 days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustmentsadjustments without footnotes); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that such Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth on Annex G that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of without footnotes) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ending as of the end of such Fiscal Month and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (WTD Industries Inc)
Monthly Financials. To Agent and Lenders, within thirtyWithin forty-five (3545) days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial a Responsible Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustmentsadjustments and the absence of footnotes); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification certificate of the Chief Financial a Responsible Officer of Parent Borrower Representative that (ix) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (iiy) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. ; In addition, Parent Borrowers shall deliver to Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Monthmonth, a management discussion and analysis that which includes a comparison to budget for that Fiscal Month month and a comparison of performance for that Fiscal Month month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To (i) On or prior to October 1, 2003, to Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal MonthMonth that is not the end of a Fiscal Quarter or Fiscal Year and within 45 days after the end of each Fiscal Month that is the end of a Fiscal Quarter or Fiscal Year, financial information regarding Parent Borrower and its SubsidiariesLaw.com, Inc., certified by the Chief Financial Xxxxxxxal Officer or Vice President of ParentFinance of Holdings, consisting of consolidated and consolidating (iA) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (iiB) unaudited statements of income and cash flows capital expenditures for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iiiC) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer or Vice President of Parent Finance of Holdings (X) that (i) such financial information presents fairly in all material respects and in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its SubsidiariesLaw.com, on an unconsolidated and combined basisInc., in each case as at the end of xxx xx such Fiscal Month and for that portion of the Fiscal Year then ended and ended, (iiY) that any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver and (Z) as to the amount of any reserves restored to EBITDA with a reasonably detailed description thereof.
(ii) After October 1, 2003, to Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal MonthMonth that is not the end of a Fiscal Quarter or Fiscal Year and within 45 days after the end of each Fiscal Month that is the end of a Fiscal Quarter or Fiscal Year, a management discussion financial information regarding Holdings and analysis that includes a comparison to budget for that its Subsidiaries, certified by the Chief Financial Officer or Vice President of Finance of Holdings, consisting of consolidated and consolidating (A) unaudited balance sheets as of the close of such Fiscal Month and a comparison the related statements of performance income as of the close of such Fiscal Month; (B) unaudited statements of income and capital expenditures for that such Fiscal Month to Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (C) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief Financial Officer or Vice President of Finance of Holdings (X) that such financial information presents fairly in all material respects and in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings and its Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended, (Y) that any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default, and (Z) as to the amount of any reserves restored to EBITDA with a reasonably detailed description thereof. The financial statements and certificates required by this paragraph (a) may be delivered by Holdings to the Agent and Lenders in electronic form.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal MonthMonth that is not the end of a Fiscal Quarter or Fiscal Year and within 45 days after the end of each Fiscal Month that is the end of a Fiscal Quarter or Fiscal Year, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer or Vice President of ParentFinance of Holdings, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows capital expenditures for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer or Vice President of Parent that Finance of Holdings (i) that such financial information presents fairly in all material respects and in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and ended, (ii) that any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default, and (iii) as to the amount of any reserves restored to EBITDA with a reasonably detailed description thereof. In addition, Parent shall deliver The financial statements and certificates required by this paragraph (a) may be delivered by Holdings to the Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period Lenders in the prior yearelectronic form.
Appears in 1 contract
Samples: Credit Agreement (American Lawyer Media Holdings Inc)
Monthly Financials. To Agent and Lenders, within thirty-five (35) Within 30 days after the end of each Fiscal Month (45 days after the end of each Fiscal Month ending on or about March 31, June 30, October 30 or December 31; provided, however, that with respect to such Fiscal Months, the Borrower shall deliver to Lender drafts of the financial statements otherwise required by this sentence within 30 days after the end of each such Fiscal Month), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "COMPLIANCE CERTIFICATE") showing the calculations used in determining compliance with each Financial Covenant that is tested for a period ending on the last day of such Fiscal Month and (B) the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Navarre Corp /Mn/)
Monthly Financials. To Agent From and Lenders, within thirty-after any date on which Excess Availability is less than (i) $30,000,000 for five (355) consecutive Business Days or (ii) ten percent (10%) of the Loan Cap at any time, and until the date that Excess Availability has equaled or exceed $30,000,000 for 90 consecutive days, withinWithin 30 days after the end of each Fiscal Month, financial information regarding Month a Consolidated balance sheet of the Parent and its Restricted Subsidiaries (other than the Foreign Subsidiaries) (in the form delivered prior to April 13, certified by 2015 or anotherin a form reasonably satisfactory to the Chief Financial Officer of Parent, consisting of consolidated and consolidating (iAdministrative Agent) unaudited balance sheets as of the close end of such Fiscal Month and the related statements a Consolidated statement of income and a Consolidated statement of cash flows for that portion of the Fiscal Year ending as Parent and its Restricted Subsidiaries (other than the Foreign Subsidiaries) (in the form delivered prior to April 13, 2015 or anotherin a form reasonably satisfactory to the Administrative Agent) for the period commencing at the end of the close previous Fiscal Month and ending with the end of such Fiscal Month; (ii) unaudited statements , and a Consolidated statement of income and a Consolidated statement of cash flows of the Parent and its Restricted Subsidiaries (other than the Foreign Subsidiaries) (in the form delivered prior to April 13, 2015 or anotherin a form reasonably satisfactory to the Administrative Agent) for the period commencing at the end of the previous Fiscal Year and ending with the end of such Fiscal Month, setting forth all in comparative form the figures for the corresponding period in the prior year reasonable detail and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP duly certified (subject to normal year-end audit adjustments); and (iii) by a summary Responsible Officer of the outstanding balance of all Permitted Intercompany Debt Parent as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly having been prepared in accordance with GAAP (subject to normal year-end adjustments and other than the absence of footnotes), together with (xw) the financial position and results of operations of Parent and its Subsidiaries, a certificate on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion behalf of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and Parent signed by a Responsible Officer stating that there was no Default or Event of Default in existence as of such time has occurred and is continuing or, if a Default or Event of Default shall have has occurred and be is continuing, describing a statement as to the nature thereof and all efforts undertaken the action that the Parent has taken and proposes to cure such Default or Event of Default. In additiontake with respect thereto, Parent shall deliver to Agent and(x) an accounts payable aging report in form and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month detail satisfactory to the corresponding period Administrative Agent, (y) a reconciliation statement reflecting the adjustments necessary to eliminate the assets, liabilities, revenuerevenues , expenses and net income of the Unrestricted Subsidiaries in such financial statements (it being understood and agreed that such reconciliation statements shall not be audited), and (z) a calculation of the prior yearFixed Charge Coverage Ratio (including, without limitation, EBITDA), in form and detail satisfactory to the Administrative Agent.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five Within (35i) 45 days after the end of each Fiscal MonthMonth (other than a Fiscal Month ending as of the end of any Fiscal Quarter) during the period from the Closing Date through January 31, 2000, and (ii) 30 days after the end of each Fiscal Month (other than a Fiscal Month ending as of the end of any Fiscal Quarter) during the period from February 1, 2000, and thereafter, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, or, in the event such officer is not available, the Chief Accounting Officer of Borrower, consisting of consolidated and consolidating consolidating: (iA) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (iiB) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iiiC) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that such Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (1) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each financial covenant set forth in Annex G that is tested on a monthly basis, and (2) the certification of the Chief Financial Officer of Parent Borrower or, in the event such officer is not available, the Chief Accounting Officer of Borrower, that (ia) such financial information presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ending as of the end of such Fiscal Month and (iib) any other information presented is true, correct and complete in all material respects and that that, to such officer's knowledge, there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal MonthMonth (but within sixty (60) days after the end of a Fiscal Month ending as of the close of a Fiscal Year and within forty-five (45) days after the end of a Fiscal Month ending as of the close of a Fiscal Quarter), financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentU.S. Borrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of for the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month, other than April, July, October and January, consisting of (i) unaudited consolidated balance sheet, income statement and statement of cash flows; (ii) unaudited statements of income and cash flows for such Fiscal Month, statement by region setting forth in the comparative form the figures for the corresponding period in of the prior year and the figures contained in the Projections budget for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the all outstanding balance of all Permitted Intercompany Debt debt balances as of the last day of that the Fiscal Month; providedand (iv) monthly CFO letters (which, that such financial information in the case of a Fiscal Month ending as of the close of a Fiscal Year, shall be delivered to Agent and Lenders within sixty ninety (6090) days after the first month in each end of such Fiscal YearMonth). Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent U.S. Borrower to the effect that (i) such financial information delivered pursuant to clause (i) above presents in all material respects fairly in accordance with GAAP (subject to except for the absence of footnotes and normal year-end adjustments and the absence of footnotesaudit adjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of the end of such time Fiscal Month or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Samsonite Corp/Fl)
Monthly Financials. To Agent and Lenders, within thirty-five Within thirty (3530) days after the end of each Fiscal MonthMonth (other than (i) each Fiscal Month that is also the last Fiscal Month of a Fiscal Quarter (but not a Fiscal Year), which shall be delivered together with the quarterly financial statements delivered for such Fiscal Quarter pursuant to subsection (b) below or (ii) each Fiscal Month that is also the last Fiscal Month of a Fiscal Year, which shall be delivered together with the annual audited financial statements delivered for such Fiscal Year pursuant to subsection (c) below), financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentAstec, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year prepared in accordance with GAAP (subject to normal year-end adjustments); and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Astec that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated and combined a consolidated basis, in each case case, as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and LendersLender, within thirty-five simultaneously with the delivery of the financial statements required by this paragraph (35) days after the end of each Fiscal Montha), a management discussion and analysis that analysis; which includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Tefron LTD)
Monthly Financials. To SCIL Agent and for distribution to the SCIL Lenders, within thirtyforty-five (3545) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification an Officer Certificate of Borrower executed by the Chief Financial Officer of Parent Borrower or another responsible officer of Borrower having substantially the same authority and responsibility or otherwise acceptable to SCIL Agent, certifying that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to SCIL Agent and SCIL Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower’s past practices.
Appears in 1 contract
Samples: Credit Agreement (RBC Bearings INC)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending March 31, 2004 (or within forty-five (45) days after the end of each Fiscal Month ending on or about the last day of each June, September, December and March thereafter), financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief a Financial Officer of ParentBorrower Representative, consisting of consolidated (with respect to Holdings and its Subsidiaries) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion por tion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance 15% of all Permitted Intercompany Debt Consolidated Net Tangible Assets as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty net of any “Secured Debt” or “Attributable Debt” (60) days after the first month in each case as defined in the Senior Note Indenture), (iv) a calculation of amounts payable to consignors as of the last day of that Fiscal YearMonth and (v) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Holdings and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Parent Borrowers and their Subsidiaries, on a consolidated (with respect to Holdings and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended; provided, that such certification shall, in the case of any financial information provided with respect to the Fiscal Month ending on the last day of December of any year, be subject to a qualification that such financial information is preliminary in nature and is subject to year-end adjustments as may be required in accordance with GAAP and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Brightpoint Inc)
Monthly Financials. To Agent and Lenders, within thirtypromptly upon their becoming publicly available, but not later than forty-five (3545) days after the end of each Fiscal MonthMonth of Fiscal Year 2000 and thirty (30) days after the end of each Fiscal Month thereafter, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth (other than (i) each Fiscal Month that is also the last Fiscal Month of a Fiscal Quarter (but not a Fiscal Year), which shall be delivered together with the quarterly financial statements delivered for such Fiscal Quarter pursuant to subsection (b) below or (ii) each Fiscal Month that is also the last Fiscal Month of a Fiscal Year, which shall be delivered together with the annual audited financial statements delivered for such Fiscal Year pursuant to subsection (d) below), financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrowers shall deliver to Agent and Lenders, within thirty-five simultaneously with the delivery of the financial information as required by this paragraph (35a) days after the end of each Fiscal Monthabove, a management discussion and analysis that which includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five (35) 45 days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and Lenders, within thirty-five (35) 45 days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower’s past practices.
Appears in 1 contract
Samples: Credit Agreement (Roller Bearing Co of America Inc)
Monthly Financials. To Agent, Canadian Agent and Lenders, within thirty-five (35) 30 days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentHoldings, consisting of consolidated and consolidating and, if requested by Agent, separate (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Holdings that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings and its Subsidiaries, on an unconsolidated and combined a consolidated and, if requested by Agent, separate basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent such financial information shall deliver to Agent be accompanied by the information and Lenders, within thirty-five reports required by clause (35a) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.Annex F.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month or, in the case of the financial information for the Fiscal Months of January, 2009, within ninety (90) days after the end of such Fiscal Month, February, 2009, within seventy five (75) days after the end of such Fiscal Month, March, 2009, within sixty (60) days after the end of such Fiscal Month, January of each other Fiscal Year, within ninety (90) days after the end of such Fiscal Month, February, October and November of each other Fiscal Year, within sixty (60) days after the end of such Fiscal Month and March of each other Fiscal Year, within forty five (45) days after the end of such Fiscal Month, financial information regarding Parent Borrowers, the other Credit Parties and its their respective Subsidiaries, certified by the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated combined and consolidating combining (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iiiii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Parent Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers, the other Credit Parties and its their respective Subsidiaries, on an unconsolidated a combined and combined combining basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrowers shall also deliver to Agent and Lenders, within thirty-five thirty (3530) days after the end of each of January, February and March of each other Fiscal MonthYear, draft statements of income, including a management discussion calculation of EBITDA levels on a combined and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior yearcombining basis.
Appears in 1 contract
Monthly Financials. To Agent As soon as available and Lenders, in any event within thirty-five (35) 45 days after the end of each Fiscal Monthmonth, financial information regarding Parent commencing March 31, 1999, a Consolidated balance sheet of the Borrower and its Subsidiaries, certified by and of each of the Chief Financial Officer of ParentOperating Subsidiaries, consisting of consolidated and consolidating (i) unaudited balance sheets in each case as of the close end of such Fiscal Month month and the related Consolidated statements of income and cash flows for that portion flow of the Fiscal Year ending as Borrower and its Subsidiaries, and of each of the close Operating Subsidiaries, in each case for the period commencing at the end of the previous month and ending with the end of such Fiscal Month; (ii) unaudited month and Consolidated statements of income and cash flows flow of the Borrower and its Subsidiaries, and of the Operating Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such Fiscal Monthmonth, setting forth in each case in comparative form the corresponding figures for the corresponding month and Fiscal Year-to-date period in of the prior year and the figures contained in the Projections for such preceding Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); reasonable detail and (iii) a summary duly certified by the chief financial officer or chief accounting officer of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; providedBorrower, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that together with (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence a certificate of footnotes) the financial position and results of operations of Parent and its Subsidiaries, said officer on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion behalf of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and Borrower stating that there was no Default or Event of Default in existence as of such time has occurred and is continuing or, if a Default or Event of Default shall have has occurred and be is continuing, describing a statement as to the nature thereof and all efforts undertaken the action that the Borrower has taken and proposes to cure take with respect thereto and (ii) in the event of any change from GAAP in the generally accepted accounting principles used in the preparation of such Default or Event financial statements, a statement of Defaultreconciliation conforming such financial statements to GAAP. In addition, Parent The Borrower shall deliver to Agent and Lenders, within thirty-five (35) provide a compilation report prepared by an outside accountant not more than 90 days after the Fiscal Year end, monthly operating reports not more than 45 days after each month end of and other reviews or reports, each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month as acceptable to the corresponding period in the prior yearAdministrative Agent.
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Samples: Credit Agreement (Wright Bilt Corp)
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position and results of operations of Parent and its Subsidiaries, on an unconsolidated and combined basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
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Monthly Financials. To Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, financial information regarding Parent Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows flow for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections budget for such Fiscal Year, all prepared in accordance with GAAP and consistent with past practices (subject to the absence of footnotes and to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that on a Subsidiary by Subsidiary basis, including the beginning balance, the activity for such financial information shall be delivered within sixty (60) days after Fiscal Month and the first month in each Fiscal Yearending balance. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
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Monthly Financials. To Administrative Agent and Lenders, ------------------ within thirty-five hirty (3530) days after the end of each Fiscal Month, financial information regarding Parent and its Subsidiaries, certified by prepared under the supervision of the Chief Financial Officer of ParentBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification of the Borrower Representative signed on its behalf by its Chief Financial Officer of Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and cash flows of Parent Borrowers and its their Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month Default and a comparison schedule of performance store expenses by natural division, reflecting detailed store expenses for that Fiscal Month the month and year to the corresponding period in the prior year.date, specifically to include; store payroll, payroll taxes, advertising, co-op, rent, real estate taxes, utilities/communication and other store operating exenses;
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Monthly Financials. To Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Monthmonth, Consolidated and consolidating financial information regarding Parent the Borrowers and its their Subsidiaries, certified by the Chief Financial Officer President of Parentthe Borrower Representative, consisting of consolidated and consolidating including (i) unaudited balance sheets as of the close of such Fiscal Month month and the related statements of income and cash flows flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; month and (ii) unaudited statements of income and cash flows for such Fiscal Monthmonth, in each case setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections Operating Plan for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary adjustments to the extent that such adjustments would not impact the calculation of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month covenants contained in each Fiscal Yearthis Agreement). Such financial information shall be accompanied by the certification of the Chief Financial Officer President of Parent the Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and statements of Parent cash flows of each Borrower and its Subsidiaries, on an unconsolidated both a Consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month month and for that portion of the Fiscal Year then ended and ended, (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrowers shall deliver to Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Monthmonth, (i) an operational report setting forth the number of basic video subscribers, HSD subscribers, VoIP subscribers, blended ARPU and churn by product by profit center and on a management discussion Consolidated basis for such month and analysis that includes (ii) a comparison to budget detailed Capital Expenditures report for that Fiscal Month such month broken out by upgrade and a comparison of performance for that Fiscal Month to the corresponding period in the prior yearother.
Appears in 1 contract
Samples: Credit Agreement (Northland Cable Properties Seven Limited Partnership)
Monthly Financials. To Agent and for distribution to the Lenders, within thirtyforty-five (3545) days after the end of each Fiscal MonthMonth (other than a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Parent Holdings, Borrower and its Subsidiaries, certified by the Chief Financial Officer of ParentBorrower, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt Notes as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by the certification an Officer Certificate of Borrower executed by the Chief Financial Officer of Parent Borrower, or another officer of Borrower acceptable to Agent, certifying that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Holdings, Borrower and its Subsidiaries, on an unconsolidated a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent Borrower shall deliver to Agent and Lenders, within thirtyforty-five (3545) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month of the financial performance of Holdings, Borrower and a comparison of performance for that Fiscal Month to the corresponding period its Subsidiaries prepared in the prior yearaccordance with Borrower’s past practices.
Appears in 1 contract
Samples: Credit Agreement (RBC Bearings INC)
Monthly Financials. To Administrative Agent and Lenders, within thirtytwenty-five (3525) days after the end of each Fiscal Month, financial information regarding Parent Holdings and its Subsidiaries, certified by the Chief Financial Officer of ParentUS Borrower, consisting of consolidated (and consolidating (ias to US Borrower, NOW Canada and UK Borrower only) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows flow for that portion such Fiscal Month and for the period from the beginning of the then current Fiscal Year ending as to the end of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in each case, in comparative form form, the figures for the corresponding period periods in the prior year preceding Fiscal Year and the figures contained in the Projections a comparison to budget for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary , with all of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall for the last Fiscal Month of each Fiscal Quarter to be delivered within sixty (60) days after accompanied by a statement in reasonable detail showing the first month calculations used in each determining compliance with the financial covenants set forth on Schedule I and a management discussion and analysis which includes a comparison to budget for that Fiscal Quarter and a comparison of performance for that period to the corresponding period in the preceding Fiscal Year. Such All of such financial information shall be accompanied by the certification of the Chief Financial Officer of Parent US Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and position, results of operations and statements of Parent cash flows of Holdings and its Subsidiaries, on an unconsolidated both a consolidated and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year period then ended and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.;
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five 30 days after ------------------ the end of each Fiscal Month (35) provided, however, for such Fiscal Months that constitute the end of a Fiscal Quarter, within 45 days after the end of each such Fiscal Month), financial information regarding Parent Borrowers and its their Subsidiaries, certified by the Chief Financial Officer chief executive officer, chief financial officer or director of Parentfinancial reporting of Borrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Permitted Intercompany Debt as of the last day of that Fiscal Month; provided, that such financial information shall be delivered within sixty (60) days after the first month in each Fiscal Year. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") ---------------------- showing the calculations used in determining compliance with each Financial Covenant that is tested on a monthly basis, and (B) the certification of the Chief Financial Officer chief executive officer, chief financial officer or director of Parent financial reporting of Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments) the financial position and results of operations of Parent Borrowers and its their Subsidiaries, on an unconsolidated and combined basis, in each case a consolidated basis as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended ended, and (ii) any other information presented is true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Monthly Financials. To Agent and Lenders, within thirty-five thirty (3530) days after the end of each Fiscal MonthMonth beginning with the Fiscal Month ending August 31, 2009 (or within forty-five (45) days (or sixty-five (65) days for December) after the end of each Fiscal Month ending on or about the last day of each June, September, December, January and March thereafter), financial information regarding Borrowers and their Subsidiaries, certified by a Financial Officer of Borrower Representative, consisting of consolidated (with respect to Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, consisting of consolidated ) and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and (consolidated) cash flows (relating solely to depreciation, amortization and capital expenditures) for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (ii) unaudited statements of income and cash flows income, if available, on a consolidated basis for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Yearyear, all prepared in accordance with GAAP (subject to normal year-end adjustments); and (iii) a summary calculation of the outstanding balance of all Permitted Intercompany Debt Due-to-Consignor Amount as of the last day of that Fiscal Month; provided, which calculation shall separately identify (A) the aggregate amount of cash received and held by all Sotheby Entities that is payable to consignors as of such financial information shall be delivered within sixty day as a result of the sale of such consignors’ Works of Art by a Sotheby Entity, and (60B) days after the first month in each aggregate outstanding amount of all principal, accrued interest, and other related amounts as of such day with respect to any Art Loans secured by such Works of Art, and (iv) a calculation of the aggregate unfunded commitment of the Borrowers to make future Art Loans as of the last day of that Fiscal YearMonth. Such financial information shall be accompanied by the certification of the Chief a Financial Officer of Parent Borrower Representative (i) that (i) such financial information presents fairly (in the case of the consolidated Financial Statements with respect to Parent and its Subsidiaries, in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotesadjustments)) the financial position and results of operations of Borrowers and their Subsidiaries, on a consolidated (with respect to Parent and its Subsidiaries, on an unconsolidated ) and combined consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended and (ii), (ii) if the Revolving Loan Outstandings and the outstanding balance of the Swing Line Loan, in the aggregate, are greater than zero as of the last day of such Fiscal Month, (x) setting forth the Unrestricted Cash Amount and Liquidity Amount as of the end of such Fiscal Month and (y) that no Financial Covenant Compliance Period commenced during such Fiscal Month or, if a Financial Covenant Compliance Period commenced during such Fiscal Month, describing the date and cause of such commencement, (iii) that any other information presented is true, correct and complete in all material respects and (iv) that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within thirty-five (35) days after the end of each Fiscal Month, a management discussion and analysis that includes a comparison to budget for that Fiscal Month and a comparison of performance for that Fiscal Month to the corresponding period in the prior year.
Appears in 1 contract
Samples: Credit Agreement (Sothebys)
