Common use of Quarterly Financial Statements Clause in Contracts

Quarterly Financial Statements. Within 45 days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 4 contracts

Samples: Credit Agreement (SYNAPTICS Inc), Credit Agreement (SYNAPTICS Inc), First Amendment and Lender Joinder Agreement (SYNAPTICS Inc)

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Quarterly Financial Statements. Within 45 As soon as practicable and in any event within sixty (60) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings changes in shareholders’ equity and cash flows for such Fiscal Quarter of the Borrower and its Subsidiaries and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 4 contracts

Samples: Credit Agreement (Family Dollar Stores Inc), Credit Agreement (Family Dollar Stores Inc), Credit Agreement (Family Dollar Stores Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within sixty (60) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower Borrowers and its Restricted their Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and an unaudited Consolidated statement of income for the fiscal quarter then ended, together with statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Company to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 4 contracts

Samples: Bridge Credit Agreement (Belk Inc), Credit Agreement (Belk Inc), Credit Agreement (Belk Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 4 contracts

Samples: Credit Agreement (DRS Technologies Inc), Credit Agreement (DRS Technologies Inc), Credit Agreement (Paravant Inc)

Quarterly Financial Statements. Within 45 As soon as practicable, and in any event within sixty (60) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower Borrowers and its Restricted their Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and an unaudited Consolidated statement of income for the fiscal quarter then ended, together with statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Company to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 3 contracts

Samples: Credit Agreement (Belk Inc), Credit Agreement (Belk Inc), Credit Agreement (Belk Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within sixty (60) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower Company and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings changes in shareholders’ equity and cash flows for such Fiscal Quarter of the Company and its Subsidiaries and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Company to present fairly in all material respects the financial condition of the Borrower Company and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Company and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Company to the Administrative Agent and the absence Lenders of footnotesthe Company’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Company with this Section 7.1(a).

Appears in 3 contracts

Samples: 364 Day Credit Agreement (Family Dollar Stores Inc), Credit Agreement (Family Dollar Stores Inc), 364 Day Credit Agreement (Family Dollar Stores Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings income and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (to the extent GAAP is applicable to interim unaudited reports) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 3 contracts

Samples: Credit Agreement (Lmi Aerospace Inc), Credit Agreement (Lmi Aerospace Inc), Credit Agreement (Lmi Aerospace Inc)

Quarterly Financial Statements. Within Commencing with the fiscal quarter ending July 1, 2017, on or before the date that is 45 days (or, solely for the fiscal quarter ending July 1, 2017, 75 days or, solely for the fiscal quarter ending September 30, 2017, 60 days) after the end of each quarterly accounting periods in each fiscal year of the first three Fiscal Quarters of each Fiscal Year Borrower, (commencing with i) the Fiscal Quarter ending March 27, 2021), an unaudited Consolidated consolidated balance sheet sheets of the Borrower and its Restricted Subsidiaries as at the end of such quarterly period detail, (ii) the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the close fiscal year ended with the last day of such Fiscal Quarter quarterly period and unaudited Consolidated statements (iii) the related consolidated statement of income, retained earnings and cash flows for the elapsed portion of the fiscal year ended with the last day of such Fiscal Quarter quarterly period, and a report containing management’s discussion and analysis setting forth, in the case of such financial statements delivered after one full fiscal year has passed since the Closing Date, comparative consolidated and/or combined figures for the Fiscal Quarter then ended and that portion corresponding periods in the prior fiscal year (to the extent such comparative presentation is permitted under GAAP) or, in the case of such consolidated balance sheet, for the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as last day of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP andprior fiscal year, if applicable, containing disclosure all of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and which shall be certified by the chief financial officer an Authorized Officer of the Borrower to present as fairly presenting in all material respects the financial condition condition, results of operations and cash flows of the Borrower and its Restricted Subsidiaries on a Consolidated basis in accordance with GAAP (except as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then endednoted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Appears in 3 contracts

Samples: First Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.), First Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.), Second Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings income and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 3 contracts

Samples: Credit Agreement (Aci Worldwide, Inc.), Credit Agreement (Aci Worldwide, Inc.), Credit Agreement (Aci Worldwide, Inc.)

Quarterly Financial Statements. Within As soon as practicable and in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year Year, either (commencing i) a copy of a report on Form 10-Q, or any successor form, and any amendments thereto, filed by the Borrower with the Fiscal Quarter ending March 27, 2021), SEC with respect to the immediately preceding fiscal quarter or (ii) an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings stockholders’ equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the any notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of and for the corresponding period in of) the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and to the absence of footnotesfootnotes required by GAAP. To the extent that the information set forth in this Section 6.01(a) is included in the Borrower’s quarterly report on Form 10-Q as filed with the SEC, such information shall be deemed delivered for purposes hereof.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Equifax Inc), Term Loan Credit Agreement (Equifax Inc), 364 Day Credit Agreement (Equifax Inc)

Quarterly Financial Statements. Within 45 As soon as available, but in any event within forty-five (45) days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27Parent Borrower, 2021), an unaudited Consolidated a company-prepared consolidated balance sheet of the Parent Borrower and its Restricted consolidated Subsidiaries as of at the close end of such Fiscal Quarter period and unaudited Consolidated related company-prepared statements of income, income and retained earnings and of cash flows for the Parent Borrower and its consolidated Subsidiaries for such Fiscal Quarter quarterly period and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then endedfiscal year ending with such period, including the notes thereto, all in reasonable detail each case setting forth in comparative form the corresponding consolidated figures as of the end of and for the corresponding period in or periods of the preceding Fiscal Year fiscal year (subject to normal recurring year-end audit adjustments and the absence of footnotes). The financial statements furnished pursuant to Section 7.01(a) and (b) to be prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of applied consistently throughout the effect on the financial position or results of operations of any change in the application of accounting principles periods reflected therein (except as disclosed therein) and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Parent Borrower and its Restricted Subsidiaries on a Consolidated consolidated basis as of their respective such dates and the results of their operations on a consolidated basis for the period then ended and further accompanied by a description of, and an estimation of the Borrower and its Restricted Subsidiaries for effect on the respective periods then endedfinancial statements on account of, subject to normal year-end adjustments and a change, if any, in the absence application of footnotesaccounting principles as provided in Section 1.03.

Appears in 2 contracts

Samples: Credit Agreement (Graybar Electric Co Inc), Credit Agreement (Graybar Electric Co Inc)

Quarterly Financial Statements. Within 45 days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27September 30, 20212017), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 2 contracts

Samples: Credit Agreement (SYNAPTICS Inc), Credit Agreement (SYNAPTICS Inc)

Quarterly Financial Statements. Within As soon as practicable and in any event within 45 days (or, if later, on the date of any required public filing thereof (after giving effect to any extensions for filing under Rule 12b-25 promulgated under the Exchange Act), but not to exceed 50 days) after the end of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending fiscal quarter ended March 2731, 2021), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then endedended (to the extent such information is provided in the applicable quarterly report filed by the Borrower with the SEC under the Exchange Act), including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Ubiquiti Inc.), Credit Agreement (Ubiquiti Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three Fiscal Quarters of each quarter in each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower Borrowers and its Restricted their Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion statements of shareholder equity and analysis of such changes in financial statements position for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Borrowers in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Borrowers to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 2 contracts

Samples: Credit Agreement (Tessco Technologies Inc), Credit Agreement (Tessco Technologies Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within fifty (50) days after the end of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower Borrowers and its Restricted their Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Borrowers in accordance with GAAP (except for the absence of footnotes) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief principal financial and accounting officer of the each Borrower to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 2 contracts

Samples: Credit Agreement (United States Lime & Minerals Inc), Loan and Security Agreement (United States Lime & Minerals Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the US Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the US Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the US Borrower to present fairly in all material respects the financial condition of the US Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the US Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrowers to the Administrative Agent and the absence Lenders of footnotesthe US Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrowers with this Section 7.1(a).

Appears in 2 contracts

Samples: Credit Agreement (SCP Pool Corp), Amendment to Credit Agreement (SCP Pool Corp)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower Parent and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings income and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Parent in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Parent to present fairly in all material respects the financial condition of the Borrower Parent and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Parent and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Parent to the Administrative Agent and the absence Lenders of footnotesthe Parent’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance with this Section 7.1(a).

Appears in 2 contracts

Samples: Credit Agreement (Tuesday Morning Corp/De), Credit Agreement (Tuesday Morning Corp/De)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (to the extent GAAP is applicable to interim unaudited reports) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 2 contracts

Samples: Credit Agreement (Blackbaud Inc), Credit Agreement (Blackbaud Inc)

Quarterly Financial Statements. Within Commencing with the fiscal quarter ending January 1, 2022, on or before the date that is 45 days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021), an unaudited Consolidated balance sheet quarterly accounting periods in each fiscal year of the Borrower Representative, (i) the consolidated balance sheets of the Borrower Representative and its Restricted Subsidiaries as at the end of such quarterly period detail, (ii) the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the close fiscal year ended with the last day of such Fiscal Quarter quarterly period and unaudited Consolidated statements (iii) the related consolidated statement of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that elapsed portion of the Fiscal Year then endedfiscal year ended with the last day of such quarterly period, including the notes thereto, all in reasonable detail and setting forth in comparative form consolidated and/or combined figures for the corresponding figures as periods in the prior fiscal year (to the extent such comparative presentation is permitted under GAAP) or, in the case of such consolidated balance sheet, for the end last day of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP andprior fiscal year, if applicable, containing disclosure all of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and which shall be certified by the chief financial officer an Authorized Officer of the Borrower to present Representative as fairly presenting in all material respects the financial condition condition, results of operations and cash flows of the Borrower Representative and its Restricted Subsidiaries on a Consolidated basis in accordance with GAAP (except as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then endednoted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.), Second Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.)

Quarterly Financial Statements. Within As soon as practicable and in any event within 45 days after the end of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27fiscal quarter ended June 30, 20212012), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of MHGCI (as applicable) or the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes; provided that through the end of the Fiscal Year ending on December 31, 2012, the foregoing requirements of this Section 6.1(b) may be satisfied with the delivery of such Consolidated and consolidating financial statements of MHGCI.

Appears in 2 contracts

Samples: Credit Agreement (Macquarie Infrastructure CO LLC), Credit Agreement (Macquarie Infrastructure CO LLC)

Quarterly Financial Statements. Within As soon as practicable and in any event within 45 days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter fiscal quarter ending March 2731, 20212013), (i) an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and the related unaudited Consolidated statements of income, retained earnings earnings, and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in of the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during such period and (ii) unaudited consolidating management balance sheets of the periodBorrower and its Subsidiaries as of the close of such fiscal quarter and the related unaudited consolidating management statements of income for the fiscal quarter then ended and that portion of the Fiscal Year then ended, and prepared by the Borrower in accordance with GAAP, in each case certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Opentable Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)fiscal quarter, an unaudited Consolidated and consolidating balance sheet of the Borrower Credit Parties and its Restricted their Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Credit Parties in accordance with GAAP (subject to year-end audit adjustments and the inclusion of footnotes) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower each Credit Party to present fairly in all material respects the financial condition of the Borrower Credit Parties and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Credit Parties and its Restricted their Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Loan Agreement (Sirrom Investments Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of the Borrower in each Fiscal Year (commencing with the Fiscal Quarter ending March 27Year, 2021), an unaudited Consolidated balance sheet sheets of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of incomeearnings, retained earnings shareholders' equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal yearyear end adjustments; provided that the Borrower may deliver, in lieu of the foregoing, the quarterly report of the Borrower for such fiscal quarter on Form 10-end adjustments and Q filed with the absence of footnotesSEC, but only as long as the financial statements contained in such quarterly report are substantially the same in content as the financial statements referred to above in this Section 6.1(a).

Appears in 1 contract

Samples: Credit Agreement (Richfood Holdings Inc)

Quarterly Financial Statements. Within 45 No later than (A) if Borrower is then subject to the periodic reporting requirements of the Exchange Act, the date on which Borrower is required to file a Quarterly Report on Form 10-Q pursuant to the Exchange Act or (B) if Borrower is not then subject to the periodic reporting requirements of the Exchange Act, as soon as available, but in any event within 50 days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing fiscal quarter, in each case, beginning with the Fiscal Quarter fiscal quarter of Borrower ending March 2731, 2021)2013 and continuing for each fiscal quarter of Borrower thereafter, a copy of an unaudited Consolidated balance sheet financial report of the Borrower and its Restricted Subsidiaries as of the close end of such Fiscal Quarter fiscal quarter and unaudited Consolidated for the portion of the fiscal year then ended, containing, on a consolidated and consolidating basis, balance sheets and statements of income, retained earnings earnings, and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then endedflow, including the notes thereto, all in reasonable detail each case setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in of the preceding Fiscal Year and prepared by the Borrower fiscal year, all in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and reasonable detail certified by the chief financial officer of the Borrower to have been prepared in accordance with GAAP and to fairly and accurately present fairly in all material respects (subject to year-end audit adjustments) the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries Subsidiaries, on a consolidated and consolidating basis, at the date and for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.indicated therein;

Appears in 1 contract

Samples: Loan Agreement (Dgse Companies Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within fifty (50) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)fiscal quarter, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. (Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower's quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a)).

Appears in 1 contract

Samples: Credit Agreement (Rare Hospitality International Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s 's discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal yearyear end adjustments. Delivery by the Borrower to the Administrative Agent of the Borrower's quarterly report to the SEC on Form 10-end adjustments and Q with respect to any fiscal quarter, or the absence availability of footnotessuch report on EDGAR Online (to the extent such report complies with the requirementx xx this clause (a)), within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Corrections Corp of America)

Quarterly Financial Statements. Within 45 As soon as available and in any event on or before the date on which such financial statements are required to be filed with the SEC with respect to each of the first three quarterly accounting periods in each fiscal year of XxXxxxxx Opco (or, if such financial statements are not required to be filed with the SEC, on or before the date that is sixty (60) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021such quarterly accounting period), an unaudited Consolidated the consolidated balance sheet of (i) XxXxxxxx Opco and the other Restricted Subsidiaries (and, to the extent prepared, Borrower and the Restricted Subsidiaries) and (ii) XxXxxxxx Opco and its Subsidiaries (and, to the extent prepared, Borrower and its Restricted Subsidiaries Subsidiaries), in each case as at the end of such quarterly period and the related consolidated statement of operations for such quarterly accounting period and for the elapsed portion of the close fiscal year ended with the last day of such Fiscal Quarter quarterly period, and unaudited Consolidated statements the related consolidated statement of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that elapsed portion of the Fiscal Year then ended, including fiscal year ended with the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as last day of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the such quarterly period, and setting forth comparative consolidated figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the prior fiscal year, all of which shall be certified by the chief financial officer a Financial Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then endedBorrower, subject to changes resulting from audit and normal year-end adjustments and the absence of footnotesaudit adjustments.

Appears in 1 contract

Samples: Term Loan Credit Agreement (McJunkin Red Man Holding Corp)

Quarterly Financial Statements. Within 45 As soon as available and in any event within forty-five (45) days after the end of each of the first three (3) Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27ended September 29, 2021)2012, an unaudited Consolidated consolidated balance sheet sheets of the Borrower and its Restricted Subsidiaries consolidated Subsidiaries, as of the close of such Fiscal Quarter and unaudited Consolidated consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including ended for the notes theretoBorrower and its consolidated Subsidiaries, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower an Authorized Officer to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates consolidated Subsidiaries, and the results of operations of the Borrower and its Restricted Subsidiaries consolidated Subsidiaries, for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotesfootnotes and normal yearend adjustments.

Appears in 1 contract

Samples: Credit Agreement (Parametric Sound Corp)

Quarterly Financial Statements. Within Upon the earlier of the date that is 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing fiscal year of the Borrower or the date such information is filed with the Fiscal Quarter ending March 27SEC, 2021), an unaudited Consolidated (i) a consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of at the close end of such Fiscal Quarter fiscal quarter, and unaudited Consolidated the related consolidated and consolidating statements of incomeincome or operations, retained earnings consolidated statements of changes in shareholders’ equity, and cash flows for such Fiscal Quarter fiscal quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year Borrower’s fiscal year then ended, including setting forth in each case in comparative form the notes theretofigures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP anddetail, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and such consolidated statements to be certified by the chief financial officer an Authorized Financial Officer of the Borrower to present as fairly in all material respects presenting the financial condition condition, results of operations, shareholders’ equity and cash flows of the Borrower and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then endedin accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes, and such consolidating statements to be certified by an Authorized Financial Officer of the Borrower to the effect that such statements are fairly stated in all material respects when considered in relation to the consolidated financial statements of the Borrower and its Subsidiaries, and (ii) management’s discussion and analysis in the form required to be filed with SEC together with such quarterly financial statements.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Arc Document Solutions, Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27fiscal quarter ended September 30, 20212016), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Blackhawk Network Holdings, Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)3) fiscal quarters, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of incomeoperations, retained earnings shareholders' equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and separate basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Credit Agreement (Checkpoint Systems Inc)

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Quarterly Financial Statements. Within 45 As soon as practicable and in any event within fifty (50) calendar days after the end of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail and, for periods following the anniversary of the Closing Date, setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (excluding required GAAP disclosures) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Credit Agreement (Radyne Corp)

Quarterly Financial Statements. Within Promptly once available and in any event on or before the date that is 45 days after the end of each quarterly accounting period (or 60 days for the first fiscal quarter of the Parent Borrower ending after the Closing Date) of the Parent Borrower ending after the Closing Date, with respect to each of the first three Fiscal Quarters of quarterly accounting periods in each Fiscal Year (commencing with fiscal year, the Fiscal Quarter ending March 27, 2021), an unaudited Consolidated consolidated balance sheet of the Parent Borrower and its Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the close fiscal year ended with the last day of such Fiscal Quarter quarterly period, and unaudited Consolidated statements the related consolidated statement of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that elapsed portion of the Fiscal Year then endedfiscal year ended with the last day of the applicable quarterly period, including the notes thereto, all in reasonable detail and setting forth comparative consolidated and/or combined figures for the related periods in comparative form the corresponding figures as prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the end of and for the corresponding related period in the preceding Fiscal Year and prepared prior fiscal year, all of which shall be certified by the Borrower in accordance with GAAP and, if applicable, containing disclosure an Authorized Officer of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Parent Borrower to present as fairly presenting in all material respects the financial condition condition, results of operations and cash flows of the Parent Borrower and its Restricted Subsidiaries on a Consolidated basis in accordance with GAAP (except as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then endednoted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes, as required by GAAP, together with a management’s discussion and analysis of financial information.

Appears in 1 contract

Samples: Credit Agreement (Mirion Technologies, Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three (3) Fiscal Quarters of each Fiscal Year (commencing with or, if either such date is earlier, on the Fiscal Quarter ending March 27date of any required public filing thereof, 2021or five (5) days following any date on which the Borrower may be required by GAAP to file such statements), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Credit Agreement (O Charleys Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (to the extent GAAP is applicable to interim unaudited reports) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower's quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Blackbaud Inc)

Quarterly Financial Statements. Within 45 As soon as available and in any event within forty-five (45) days after the end of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending fiscal quarter ended March 2731, 20212012), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of incomeoperation, retained earnings equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicablerequired under GAAP, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer on behalf of the Borrower to present by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition condition, results of operations and cash flows of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end audit adjustments and the absence of footnotes, together with customary management discussion and analysis.

Appears in 1 contract

Samples: Credit Agreement (Great Lakes Dredge & Dock CORP)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three (3) Fiscal Quarters of quarters on each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower Borrowers and its Restricted their Subsidiaries as of the close of such Fiscal Quarter quarter, and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter quarter then ended and ended, together with statements through that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Borrowers in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Borrowers to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their Subsidiaries for the respective periods then ended, subject to normal yearyear end adjustments. Additionally, as soon as is available, but in no event later than forty-five (45) days after the end adjustments of the each fiscal quarter, the Borrowers shall present Administrative Agent with their Quarterly 10Q Report, together with all other schedules, documents, certificates and information which the absence of footnotesBorrowers are required to submit to the Securities and Exchange Commission (or any successor agency thereto, the "SEC").

Appears in 1 contract

Samples: Credit Agreement (Vermont Pure Holdings LTD)

Quarterly Financial Statements. Within 45 For each of the first three fiscal quarters of each fiscal year, as soon as available, but in any event not later than sixty (60) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27such fiscal quarter, 2021), an unaudited Consolidated Parent’s consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter related consolidated and unaudited Consolidated consolidating statements of incomeoperations, retained earnings members’ equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure case of the effect balance sheet, as of the end of the corresponding period or periods of) the previous fiscal year, including consolidating information that summarizes in reasonable detail the differences between the information relating to Parent and the Consolidated Subsidiaries, on the financial position or results one hand, and the information relating to Borrower and its consolidated Subsidiaries, on a standalone basis, all certified by one of operations Parent’s Financial Officers (i) in the case of any change in the application of accounting principles and practices during the periodsuch consolidated financial statements, and certified by the chief financial officer of the Borrower to present as presenting fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Parent and its Restricted Consolidated Subsidiaries for on a consolidated basis in accordance with GAAP consistently applied and (ii) in the respective periods then endedcase of any such consolidating financial statements, as presenting fairly in all material respects the financial condition and results of operations of Parent and its Consolidated Subsidiaries on a consolidating basis in accordance with GAAP consistently applied, in each case subject to normal year-end audit adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Vista Proppants & Logistics Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of the Borrower in each Fiscal Year (commencing with the Fiscal Quarter ending March 27Year, 2021), an unaudited Consolidated balance sheet sheets of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of incomeearnings, retained earnings shareholders' equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal yearyear end adjustments; provided that the Borrower may deliver, in lieu of the foregoing, the quarterly report of the Borrower for such fiscal quarter on Form 10-end adjustments and Q filed with the absence of footnotesSEC, but only as long as the financial statements contained in such quarterly report are substantially the same in content as the financial statements referred to above in this Section 7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Richfood Holdings Inc)

Quarterly Financial Statements. Within 45 For each of the first three fiscal quarters of each fiscal year, as soon as available, but in any event not later than sixty (60) days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27such fiscal quarter, 2021), an unaudited Consolidated Parent’s consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter related consolidated and unaudited Consolidated consolidating statements of incomeoperations, retained earnings members’ equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure case of the effect balance sheet, as of the end of the corresponding period or periods of) the previous fiscal year, including consolidating information that summarizes in reasonable detail the differences between the information relating to Parent and the Consolidated Subsidiaries, on the financial position or results one hand, and the information relating to Borrower and its consolidated Subsidiaries, on a standalone basis, all certified by one of operations Parent’s Financial Officers (i) in the case of any change in the application of accounting principles and practices during the periodsuch consolidated financial statements, and certified by the chief financial officer of the Borrower to present as presenting fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Parent and its Restricted Consolidated Subsidiaries for on a consolidated basis in accordance with GAAP consistently applied and (ii) in the respective periods then endedcase of any such consolidating financial statements, as presenting fairly in all material respects the financial condition and results of operations of Parent and its Consolidated Subsidiaries on a consolidating basis in accordance with GAAP consistently applied, in each case subject to normal year-end audit adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Vista Proppants & Logistics Inc.)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the first three Fiscal Quarters of each Fiscal Year (commencing with Borrower, other than the Fiscal Quarter ending March 27, 2021)fourth fiscal quarter thereof, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion consolidating statements of income of the Borrower and analysis of such financial statements its Subsidiaries for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding budgeted figures as for the portion of the end of Fiscal Year then ended and for the corresponding period in figures for the preceding Fiscal Year for the portion of the Fiscal Year then ended and prepared by the Borrower in accordance with GAAP GAAP, subject to year end adjustments and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer and chief executive officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotes.adjustments;

Appears in 1 contract

Samples: Credit Agreement (Rural Metro Corp /De/)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within sixty (60) days after the end of the first three Fiscal Quarters fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending fiscal quarter ended March 2731, 2021)2014, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings income and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Walker & Dunlop, Inc.)

Quarterly Financial Statements. Within 45 days after the end of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March September 27, 20212014), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-end adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Synaptics Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of the first three Fiscal Quarters each fiscal quarter of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (to the extent GAAP is applicable to interim unaudited reports) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments adjustments. Delivery by the Borrower to the Administrative Agent and the absence Lenders of footnotesthe Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Blackbaud Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021)Year, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Credit Agreement (DRS Technologies Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within thirty (30) days after the end of each fiscal quarter (other than the first three last fiscal quarter of a Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27, 2021Year), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries (including the Restricted Subsidiaries and the Unrestricted Subsidiary) as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, ended all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal yearyear end adjustments. The financial statements delivered pursuant to this Section 8.1(b) shall be accompanied by a schedule providing, in form and substance satisfactory to the Administrative Agent, a consolidating break-end adjustments out of the Borrower and the absence of footnotesRestricted Subsidiaries taken as a whole, on the one hand, and the Unrestricted Subsidiary, on the other hand.

Appears in 1 contract

Samples: Credit Agreement (Veridian Corp)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the first three Fiscal Quarters of each Fiscal Year (commencing with Borrower, other than the Fiscal Quarter ending March 27, 2021)fourth fiscal quarter thereof, an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis consolidating statements of such financial statements income for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding budgeted figures as for the portion of the end of Fiscal Year then ended and for the corresponding period in figures for the preceding Fiscal Year for the portion of the Fiscal Year then ended and prepared by the Borrower in accordance with GAAP GAAP, subject to year end adjustments and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer officer, senior vice president of finance or vice president of finance of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and the absence of footnotesadjustments.

Appears in 1 contract

Samples: Credit Agreement (Rural Metro of Ohio Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within sixty (60) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 27Year, 2021), an unaudited Consolidated balance sheet sheets of the Borrower Interpool and its Restricted Subsidiaries Consolidated Subsidiaries, as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then endedended for Interpool and its Consolidated Subsidiaries, including including, without limitation, the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower Borrowers in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Interpool to present fairly in all material respects the financial condition of the Borrower Interpool and its Restricted Subsidiaries on a Consolidated basis as of their respective dates Subsidiaries, and the results of operations of the Borrower Interpool and its Restricted Subsidiaries Consolidated Subsidiaries, for the respective periods then ended, subject to normal yearyear end adjustments. Delivery to the Agent and Lenders of Interpool’s filed Form 10-end adjustments and Q for the absence of footnotesapplicable Fiscal Quarter shall satisfy the foregoing requirement.

Appears in 1 contract

Samples: Credit and Security Agreement (Interpool Inc)

Quarterly Financial Statements. Within As soon as practicable and in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year Year, either (commencing i) a copy of a report on Form 10-Q, or any successor form, and any amendments thereto, filed by the Borrower with the Fiscal Quarter ending March 27, 2021), Securities and Exchange Commission with respect to the immediately preceding fiscal quarter or (ii) an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated statements of income, retained earnings stockholders’ equity and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the any notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of and for the corresponding period in of) the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and to the absence of footnotesfootnotes required by GAAP.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Equifax Inc)

Quarterly Financial Statements. Within 45 As soon as practicable and in any event within forty-five (45) days after the end of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year Year: (commencing with the Fiscal Quarter ending March 27, 2021), i) an unaudited Consolidated and consolidating balance sheet of the Borrower Borrowers and its Restricted their respective Subsidiaries as of the close of such Fiscal Quarter fiscal quarter and unaudited Consolidated and consolidating statements of income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the Fiscal Quarter fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by an independent certified public accountant acceptable to the Borrower Agent in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by the chief financial officer of the Borrower Borrowers to present fairly in all material respects the financial condition of the Borrower Borrowers and its Restricted their respective Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower Borrowers and its Restricted their respective Subsidiaries for the respective periods then ended, subject to normal year-year end adjustments and adjustments; together with (ii) a demonstration of the absence calculation of footnotesthe Borrowers' Cash Flow Leverage Ratio as of the end of such quarter.

Appears in 1 contract

Samples: Credit Agreement (Imagemax Inc)

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