Provide to Lender. (a) promptly upon the execution hereof, the following documents which shall be in form satisfactory to Lender:
(i) An intellectual property security agreement by each Borrower;
(ii) An Intercompany Subordination Agreement, duly executed by each Borrower and each of Subsidiary of any Borrower;
(iii) A Collateral Pledge Agreement, duly executed by Parent, pledging 65% of the issued and outstanding equity of Orion LED Canada, Inc. owned by Parent; and
(iv) Such other agreements, instruments and documents as Lender shall reasonably require; and
(b) as soon as practicable but in any event no later than November 26, 2018, a certificate of foreign qualification and good standing for Parent, dated a recent date, showing that Parent is in good standing under the laws of the state of South Carolina.
Provide to Lender. 5.7.1. within thirty days after the end of each month a Revolving Borrowing Base Certificate in form and substance acceptable to Lender setting forth any Eligible Receivables, Unbilled Receivables and Contingent Unbilled Eligible Receivables, and Receivable Amounts thereof for such month and the period then ending; and
5.7.2. within thirty days after the end of each month the following for such month and the period then ending when any EXIM Advance is outstanding: an EXIM Borrowing Base Certificate in form and substance acceptable to Lender setting forth the Eligible EXIM Foreign Accounts and Receivable Amounts thereof, accounts payable aging report and deferred revenue report; and
5.7.3. within five days after the end of each month, a Xxxxxxxx Report; and
5.7.4. [Intentionally Omitted.]
5.7.5. immediately upon Lender’s request, a written report if payment of any Receivable does not occur by its due date and include the reasons for the delay.
Provide to Lender. (a) promptly upon the execution hereof, the following documents which shall be in form reasonably satisfactory to Lender:
(i) the EXIM Documents;
(ii) account control agreements with respect to any depository, operating or investment accounts held at another financial institution other than Lender (other than Excluded Accounts);
(iii) a duly executed Collateral Access Agreement with respect to the premises located at 10000 Xxxxx Xxxxxx, Xxx Xxxx, Xxxxxxxxxx, and
(b) as soon as practicable but in any event no later than July 17, 2017, the lender’s loss payable endorsement required under Section 4.4(b) above.
Provide to Lender. (i) as soon as available but no later than 5 days following the 15th and the last day of every month, accounts receivable aging reports together with a borrowing base certificate in form and substance acceptable to Lender setting forth the Eligible Receivables and Receivable Amounts thereof;
(ii) as soon as available but no later than 30 days after the end of each month, company prepared financial statements and accounts payable aging reports together with a compliance certificate in form and substance acceptable to Lender;
(iii) as soon as available but no later than 30 days prior to the last day of Borrower's fiscal year, annual operating and financial projections approved by Borrower's board of directors;
(iv) as soon as available but no later than 180 days following the last day of Borrower's fiscal year, Borrower's financial statements together with an unqualified opinion on the financial statements by a certified public accounting firm acceptable to Lender;
(v) copies of all other filings with the Securities and Exchange Commission; and
(vi) such other information and documents that Lender reasonably requests from time to time.
Provide to Lender. (a) promptly upon the execution hereof, the following documents which shall be in form satisfactory to Lender:
(i) a Guaranty and Security Agreement by each of Parent and SFI in favor of Lender;
(ii) a collateral pledge agreement by Parent in favor of Lender, pledging all of the capital stock of SFI and Lilien, and a collateral pledge agreement by SFI in favor of Lender, pledging all of the capital stock of SGSI;
(iii) an Intellectual Property Security Agreement by each Borrower, Parent and SFI in favor of Lender;
(iv) an intercompany subordination agreement by each Borrower, Parent, SFI, and Sysorex Arabia, in favor of Lender;
(v) a collateral assignment of purchase agreement by Parent in favor of Lender;
(vi) a warrant by Parent in favor of Lender to purchase a number of common shares equal to $75,000 divided by the lower of the 10 day average closing share price prior to the Closing Date or the price per share on the day prior to the Closing Date, which will have a six (6) month lock-up period from the effective date of the registration statement for the first secondary public offering by the Parent following the Closing Date (the “Lock-Up Period”), and will be exercisable until the later of (1) seven (7) years from the issue date and (2) six (6) months after the expiration of the Lock-Up Period;
(vii) a subordination agreement by each of Xxxxxxxx and Sysorex;
(viii) evidence that (x) Lilian’s combined cash and marketable securities as at February 28, 2013 is not less than $1,000,000, (y) Lilian’s Net Worth as at February 28, 2013 is greater than $1,000,000, and (z) Lilian’s Net Worth minus Excess Cash as at February 28, 2013 is at least $1,000,000. For purposes of this Section 4.10(a)(viii), “Net Worth” means (1) Lilian’s total assets as determined in accordance with GAAP, excluding any Excluded Assets other than Excess Cash, minus (2) Lilian’s total liabilities determined in accordance with GAAP, excluding any Excluded Liabilities, “
Provide to Lender within 20 days after the end of each month (a) a Borrowing Base Certificate in form and substance acceptable to Lender setting forth any Eligible Receivables, Unbilled Receivables; and Receivable Amounts thereof for such month and the period then ending, (b) an accounts receivable aging report, and (c) and accounts payable aging report; and
Provide to Lender within 20 days after the end of each month the following for such month and the period then ending: an accounts receivable aging report for each of Telanetix, ULF and AVS, together with a Borrowing Base certificate in form and substance acceptable to Lender, on a consolidated basis, as set forth in Exhibit B hereto, setting forth the Eligible Receivables and Receivable Amounts thereof, an accounts payable aging report for each of Telanetix, ULF and AVS, and a deferred revenue report for each of Telanetix, ULF and AVS; however, (i) in the event there are no outstanding Revolving Advances, such reports are waived until such time that Borrower requests a Revolving Advance and (ii) Borrower shall provide such reports to Bank in a reasonable period of time prior to any new request for a Revolving Advance to permit Bank’s review thereof;
Provide to Lender within 45 days after the end of each calendar quarter the following for such period then ending: consolidated financial statements including, balance sheet, income statement, statement of cash flows and Compliance Certificate;
Provide to Lender within thirty days after the end of each month a Revolving Borrowing Base Certificate in form and substance acceptable to Lender setting forth any Eligible Receivables, Unbilled Receivables and Contingent Unbilled Eligible Receivables, and Receivable Amounts thereof for such month and the period then ending; and
Provide to Lender. (a) a new Beneficial Ownership Certificate when the individual(s) identified as a Beneficial Owner have changed; and (b) any other information and documentation that Lender may request from time to time related to Lender’s compliance with applicable laws (including the USA PATRIOT Act and other “know your customer” and anti-money laundering rules and regulations).
