Common use of Quarterly Financials Clause in Contracts

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 12 contracts

Samples: Credit Agreement, Credit Agreement (Summit Hotel Properties, Inc.), Credit Agreement (Summit Hotel Properties, Inc.)

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Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements) (it being acknowledged that a copy of any such quarterly financial report filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 7 contracts

Samples: Credit Agreement (Hersha Hospitality Trust), Term Loan Agreement (Hersha Hospitality Trust), Credit Agreement (Hersha Hospitality Trust)

Quarterly Financials. As soon as available To Agent and in any event Lenders, within 45 forty-five (45) days after the end of each of the first three quarters of each Fiscal YearQuarter, Consolidated consolidated and consolidating financial information for Parent and its Subsidiaries, certified by the Chief Financial Officer of Parent, including (i) unaudited balance sheets of the Parent Guarantor and its Subsidiaries as of the end close of such quarter Fiscal Quarter and Consolidated and consolidating the related statements of income and a Consolidated and consolidating statement of cash flows flow for that portion of the Parent Guarantor and its Subsidiaries for the period commencing at the end Fiscal Year ending as of the previous fiscal quarter and ending with the end close of such fiscal quarter Fiscal Quarter and Consolidated and consolidating (ii) unaudited statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous such Fiscal Year and ending with the end of such quarterQuarter, setting forth in each case setting forth in comparative form the corresponding figures for the corresponding date or period of in the preceding prior year and the figures contained in the Projections for such Fiscal Year, all prepared in reasonable detail and duly certified accordance with GAAP (subject to normal year-end audit adjustmentsadjustments and the absence of footnotes). Such financial information shall be accompanied by (A) by a statement in reasonable detail (each, a "Compliance Certificate") showing the Chief Executive Officer, calculations used in determining compliance with each of the Financial Covenants that is tested on a quarterly basis and (B) the certification of the Chief Financial Officer or Treasurer of Parent that (or other Responsible Officer performing similar functionsi) of the Parent Guarantor as having been prepared such financial information presents fairly in accordance with GAAP (it being acknowledged subject to normal year-end adjustments) the financial position, results of operations and statements of cash flows of Parent and its Subsidiaries, as at the end of such Fiscal Quarter and for that a copy portion of the quarterly financials filed by the Parent Guarantor with the Securities Fiscal Year then ended, (ii) any other information presented is true, correct and Exchange Commission shall satisfy the foregoing requirements)complete in all material respects, together with (iiii) a certificate all current and special payments required to have been made pursuant to applicable law in respect of Canadian Pension Plans and all ERISA Plans have been made and (iv) that there was no Default or Event of Default in existence as of such officer stating that no Default has occurred and is continuing time or, if a Default or Event of Default has occurred and is continuing, a statement as to describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Parent shall deliver to Agent and Lenders, within forty-five (45) days after the action end of each Fiscal Quarter, a management discussion and analysis that the Parent Guarantor has taken includes a comparison to budget for that Fiscal Quarter and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory comparison of performance for that Fiscal Quarter to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that corresponding period in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPprior year.

Appears in 6 contracts

Samples: Term Loan Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)

Quarterly Financials. As soon as available and in any event within 45 50 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and and, to the extent otherwise available, consolidating balance sheets of the Parent Guarantor Crompton Corp. and its Subsidiaries and Consolidated balance sheets of Uniroyal Corp. and its Subsidiaries, in each case, as of the end of such quarter and Consolidated and and, to the extent otherwise available, consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Crompton Corp. and its Subsidiaries and Consolidated statements of income and of cash flows of Uniroyal Corp. and its Subsidiaries, in each case, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and and, to the extent otherwise available, consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Crompton Corp. and its Subsidiaries and Consolidated statements of income and of cash flows of Uniroyal Corp. and its Subsidiaries, in each case, for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer chief financial officer or Treasurer (or other Responsible Officer performing similar functions) treasurer of the Parent Guarantor such Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor such Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Crompton Corp. in determining compliance with the covenants contained in Section 5.04Sections 5.04(a) and (b), provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Crompton Corp. shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 5 contracts

Samples: Credit Agreement (Crompton & Knowles Corp), Credit Agreement (Uniroyal Chemical Co Inc), Credit Agreement (Crompton & Knowles Corp)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 5 contracts

Samples: Credit Agreement (Campus Crest Communities, Inc.), Credit Agreement (Campus Crest Communities, Inc.), Credit Agreement (Campus Crest Communities, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 5 contracts

Samples: Revolving Credit Agreement (Digital Realty Trust, L.P.), Revolving Credit Agreement (Digital Realty Trust, L.P.), Revolving Credit Agreement (Digital Realty Trust, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end year‑end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 4 contracts

Samples: Term Loan Agreement (Easterly Government Properties, Inc.), Credit Agreement (Easterly Government Properties, Inc.), Term Loan Agreement (Easterly Government Properties, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer person performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 3 contracts

Samples: Credit Agreement (Affordable Residential Communities Inc), Credit Agreement (Maguire Properties Inc), Credit Agreement (Maguire Properties Inc)

Quarterly Financials. As soon as available and in any event within 45 50 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor BRW and its Subsidiaries (including BCI and its Subsidiaries) and of BRW and its Subsidiaries (other than BCI and its Subsidiaries), in each case, as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor BRW and its Subsidiaries (including BCI and its Subsidiaries) and of BRW and its Subsidiaries (other than BCI and its Subsidiaries), in each case, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor BRW and its Subsidiaries (including BCI and its Subsidiaries) and of BRW and its Subsidiaries (other than BCI and its Subsidiaries), in each case, for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor BRW as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor BRW has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor BRW in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor BRW shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Broadwing Inc), Credit Agreement (Broadwing Communications Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, (or such later date as may be permitted after filing a single applicable request for extension with the Securities and Exchange Commission or any governmental authority that may be substituted therefor and receiving such extension within such 45 days after such fiscal quarter-end, which later date shall not exceed 75 days after such fiscal quarter-end), Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(d) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 2 contracts

Samples: Term Loan Agreement (Digital Realty Trust, L.P.), Term Loan Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal YearYear (except that the first quarterly statements may be delivered within 90 days after the end of the relevant quarter), (i) a Consolidated and consolidating balance sheets sheet of the Parent Guarantor and its Subsidiaries as of the end of such quarter and quarter, a Consolidated and consolidating statements statement of income of the Parent Guarantor and its Subsidiaries for such Fiscal Quarter and for the portion of the Parent Guarantor's Fiscal Year ending at the end of such quarter and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing portion of the Parent Guarantor's Fiscal Year ending at the end of such quarter, and (ii) an unconsolidated balance sheet of the previous fiscal quarter and ending with Borrower as of the end of such fiscal quarter and Consolidated and consolidating statements quarter, an unconsolidated statement of income of the Borrower for such Fiscal Quarter and the portion of the Borrower's Fiscal Year ending at the end of such quarter and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries Borrower for the period commencing at the end portion of the previous Borrower's Fiscal Year and ending with at the end of such quarter, setting forth forth, in each case case, in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor or the Borrower (as the case may be) as having been prepared in accordance with GAAP (it being acknowledged that a copy GAAP, together, in the case of such financial statements of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)Guarantor, together with (iA) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (iiB) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPSections 5.02(h)(ii)(B)(7) and (m) and Sections 5.04(a) through (d).

Appears in 2 contracts

Samples: Credit Agreement (Sodexho Alliance S A), Credit Agreement (Sodexho Mariott Services Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, an unaudited Consolidated and consolidating balance sheets sheet of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and an unaudited Consolidated and consolidating statements statement of income and a an unaudited Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and an unaudited Consolidated and consolidating statements statement of income and a an unaudited Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.045.4, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.045.4, a statement of reconciliation conforming such financial statements to GAAPGAAP and provided further that the Borrower shall also provide, to the extent necessary, a balance sheet, statement of income and statement of cash flows that will exclude the Unrestricted Subsidiaries and Permitted Joint Ventures that existed during such reporting period.

Appears in 2 contracts

Samples: Credit Agreement (Amkor Technology Inc), Credit Agreement (Amkor Technology Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.045.04 as well as, for informational purposes only, reporting of financial information for covenant compliance calculations, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Summit Hotel Properties, Inc.), Credit Agreement (Summit Hotel Properties, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year (and as soon as available and in any event within 90 days after the fourth fiscal quarter of any Fiscal Year, a supplemental schedule that contains the applicable financial information for the fourth fiscal quarter of such Fiscal Year as provided to the SEC on Form 8K), Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarterquarter (provided that such statements of cash flows shall be required to be provided only with respect to the first three fiscal quarter of each Fiscal Year), setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principals as in effect from time to time in the United States of America (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent Required Holders of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.0411 and the provisions incorporated by reference pursuant to Section 9.15, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.0411 and the provisions incorporated by reference pursuant to Section 9.15, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Note Purchase and Private Shelf Agreement, Note Purchase and Private Shelf Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. (i) As soon as available and in any event within 45 60 days after the end of each of the first three quarters of each Fiscal YearYear in respect of the Borrower, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy subject to year-end adjustments) and (ii) as soon as available and in any event within 60 days after the end of each of the quarterly financials filed by first three quarters of each fiscal year of an Included Entity, a Consolidated balance sheet of such Included Entity and its Subsidiaries as of the Parent Guarantor end of such quarter and a Consolidated 72 77 statement of income and a Consolidated statement of cash flows of such Included Entity and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the Securities end of such fiscal quarter and Exchange Commission shall satisfy a Consolidated statement of income and a Consolidated statement of cash flows of such Borrower and its Subsidiaries for the foregoing requirementsperiod commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to year-end audit adjustments) by an officer of such Included Entity in accordance with GAAP, together, in the case of clause (i), together with (ix) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (iiy) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Medcath Corp), Credit Agreement (Medcath Corp)

Quarterly Financials. As as soon as available and in any event within 45 days after the end of each Fiscal Quarter of each Fiscal Year (other than the first three quarters last Fiscal Quarter of each Fiscal Year), Consolidated and consolidating the unaudited consolidated balance sheets sheet of the Parent Guarantor Issuer and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter period and Consolidated and consolidating the related consolidated statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Issuer and its Subsidiaries for such fiscal period and for the period commencing at from the end beginning of the previous then current Fiscal Year and ending with to the end of such quarterfiscal period, reviewed by Ernst & Young LLP or other independent certified public accountants of recognized national standing selected by Parent Issuer, setting forth in each case in comparative form (x) with respect to such statements of income, the corresponding figures for the corresponding date or period periods for the previous Fiscal Year, and (y) with respect to such balance sheets, the corresponding figures as of the preceding end of the previous Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive chief financial officer of Parent Issuer that they fairly present, in all material respects, the financial condition of Parent Issuer and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated; provided, that the delivery by Parent Issuer of quarterly reports on Form 10-Q of Parent Issuer and its consolidated Subsidiaries (which shall include all material information contained in the Officer’s Certificate delivered in connection therewith pursuant to clause (c)) shall satisfy the requirements of this Section 5.1(a). Following delivery of each quarterly report, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy Holders will have the opportunity to review the contents of the quarterly financials filed by report with members of the executive management of Parent Guarantor with Issuer, including without limitation Parent Issuer’s chief financial officer, subject to customary confidentiality undertakings if any non-public information is requested to be presented in such meetings. Parent Issuer shall determine the Securities time and Exchange Commission location thereof and notice thereof will be provided to each Holder at least 15 Business Days in advance. Telephonic attendance will be permitted on the part of any of Parent Issuer’s representatives and/or any Holder. In addition, as soon as available and in any event within 15 days of the end of each month that is not the end of a Fiscal Quarter, the Company shall satisfy deliver to each Electing Holder (as defined below) the foregoing requirements), together with (i) a certificate unaudited consolidated balance sheet of Parent Issuer and its Subsidiaries as at the end of such officer stating that no Default has occurred fiscal period and is continuing or, if a Default has occurred the related consolidated statements of income and is continuing, a statement as cash flows of Parent Issuer and its Subsidiaries for such fiscal period and for the period from the beginning of the then current Fiscal Year to the nature end of such fiscal period, setting forth in each case in comparative form (x) with respect to such statements of income, the corresponding figures for the corresponding periods for the previous Fiscal Year, and (y) with respect to such balance sheets, the corresponding figures as of the end of the previous Fiscal Year, all in reasonable detail. Following delivery of each monthly report, the Electing Holders will have the opportunity to review the contents of the monthly report with members of the executive management of Parent Issuer, including without limitation Parent Issuer’s chief financial officer. Parent Issuer shall determine the time and location thereof and notice thereof will be provided to each Electing Holder at least 5 Business Days in advance. Telephonic attendance will be permitted on the action part of any of Parent Issuer’s representatives and/or any Electing Holder. For purposes hereof, “Electing Holder” means a Holder that has notified Parent Issuer that it wishes to receive the Parent Guarantor monthly reports described above, and has taken and proposes to take with respect thereto and (ii) provided a schedule in form confidentiality undertaking reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04Issuer, provided that such a Holder shall cease to be an Electing Holder upon it notifying Parent Issuer in writing that it no longer wishes to receive the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.monthly reports described above;

Appears in 2 contracts

Samples: Third Lien Subordinated Exchange Note Exchange Agreement (Navation, Inc.), Third Lien Subordinated Exchange Note Exchange Agreement (Manchester Financial Group, LP)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 2 contracts

Samples: Term Loan Agreement (Digital Realty Trust, L.P.), Term Loan Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief a Designated Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer (A) stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (B) setting forth, for the Rolling Period ending at the end of such fiscal quarter, the Adjusted EBITDA (and the calculation thereof) of each New Center constructed within the preceding 15 months, EBITDA of each bowling center acquired or constructed by the Borrower or any of its Subsidiaries after the First Closing Date and acquired or constructed at least 15 months prior to the end of such Rolling Period and all Other Additions, if any, for such Rolling Period and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Amf Group Inc), Credit Agreement (Amf Bowling Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor Borrower with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with a Compliance Certificate duly executed by the Chief Financial Officer (or other Responsible Officer) of the Borrower, which Compliance Certificate shall (i) a certificate of such officer stating state that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) attach a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Five Star Senior Living Inc.), Credit Agreement (Five Star Quality Care, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(d) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 2 contracts

Samples: Term Loan Agreement (Digital Realty Trust, L.P.), Term Loan Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Easterly Government Properties, Inc.), Credit Agreement (Easterly Government Properties, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04Sections 5.04(a) through (f), provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (PHP Healthcare Corp)

Quarterly Financials. As soon as available and in any event --------------------- within 45 days after the end of each of the first three quarters Fiscal Quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter Fiscal Quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter Fiscal Quarter and ending with the end of such fiscal quarter Fiscal Quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such officer said Responsible Officer, in substantially the form of Exhibit G hereto, stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Levi Strauss & Co)

Quarterly Financials. As soon as available and in any event within 45 Within 60 days after the end of each Fiscal Quarter: (i) With respect to Holdings, (x) a Consolidated balance sheet as of the first three quarters end of such quarter, (y) a Consolidated statement of income and Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Quarter and ending with the end of such Fiscal Quarter and (z) a Consolidated statement of income and a Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, Consolidated all in reasonable detail and consolidating duly certified (subject to normal year-end audit adjustments) by a Responsible Officer of the Parent as having been prepared in accordance with GAAP (other than the absence of footnotes). (ii) Incidental to the delivery of the reporting required in subparagraph (c)(i) above, derivative reconciliations with respect to the Parent and its Restricted Subsidiaries (in a form reasonably satisfactory to each Agent), (x) balance sheets of the Parent Guarantor and its Restricted Subsidiaries as of the end of such quarter and Consolidated and consolidating quarter, (y) statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous fiscal quarter Fiscal Quarter and ending with the end of such fiscal quarter Fiscal Quarter, and Consolidated and consolidating (z) statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy other than the absence of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementsfootnotes), together with (iA) a certificate on behalf of such officer Parent signed by a Responsible Officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and thereto, (iiB) a schedule prepared by a Responsible Officer of the Parent in form reasonably satisfactory to each Agent and the Administrative Agent Required Lenders of the computations used by the Parent Guarantor in determining compliance with a pro forma calculation of the covenants contained Leverage Ratio, (C) an accounts payable aging report in Section 5.04form and detail satisfactory to each Agent and the Required Lenders, provided that in the event (D) a certificate on behalf of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also providesigned by a Responsible Officer of the Parent (1) listing all Unrestricted Subsidiaries at such time and certifying that each Subsidiary set forth on such list qualifies as an Unrestricted Subsidiary, if (2) attaching a reconciliation statement reflecting adjustments necessary for to eliminate the determination assets, liabilities, revenues, expenses and net income of compliance with Section 5.04, a statement of reconciliation conforming the Unrestricted Subsidiaries in such financial statements (it being understood and agreed that such reconciliation statements shall not be audited) or, in the case of the first such list so delivered, since the Effective Date, and (3) certifying that no Subsidiary is a Foreign Subsidiary, Excluded Subsidiary, or an Unrestricted Subsidiary, (E) a calculation of EBITDA and the Fixed Charge Coverage Ratio, in form and detail satisfactory to GAAPeach Agent and the Required Lenders, and (F) to the extent not previously disclosed to each Agent, a description of any new Subsidiary and a listing of any registrations, and applications for registration, of Intellectual Property filed, acquired or made by any Loan Party or that are no longer Excluded Assets, or any abandoned or lapsed registered Intellectual Property of any Loan Party, in each case since the date of the most recent list delivered pursuant to this clause (F) (or, in the case of the first such list so delivered, since the Effective Date).

Appears in 1 contract

Samples: Asset Based Term Loan Agreement (Express, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets fiscal year of the Parent Obligated Parties, a Consolidated balance sheet of (x) the Borrower and its Subsidiaries, (y) each Affiliate Guarantor and its Subsidiaries and (z) Bordxx Xxxdings and its Subsidiaries, respectively, and a Combined balance sheet of the Affiliate Guarantors, the Borrower and their respective Subsidiaries, in each case as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated cash flows of (x) the Borrower and consolidating statement its Subsidiaries, (y) each Affiliate Guarantor and its Subsidiaries and (z) Bordxx Xxxdings and its Subsidiaries, respectively, and Combined statements of income and cash flows of the Parent Guarantor Affiliate Guarantors, the Borrower and its Subsidiaries their respective Subsidiaries, in each case for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Yearfiscal year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that that, to the knowledge of such officer, no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule setting forth in form reasonably satisfactory to the Administrative Agent of reasonable detail the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04. To the extent that a Combined financial statement is required to be delivered under this Section, provided that if Consolidated statements of the Affiliate Guarantors, the Borrower and their respective Subsidiaries are filed with the Securities and Exchange Commission in the event lieu of any change in GAAP used in the preparation Combined statements, delivery of such financial statements, Consolidated statements shall satisfy the Parent Guarantor shall also provide, if necessary for the determination requirements of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPthis Section.

Appears in 1 contract

Samples: Credit Agreement (Borden Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated and consolidating balance sheets sheet of the Parent Guarantor Holdings and its Subsidiaries and a consolidating balance sheet of the Borrower and its Restricted Subsidiaries, in each case, as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated statement of cash flows of Holdings and its Subsidiaries and a consolidating statement of income and a consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Restricted Subsidiaries, in each case, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated statement of cash flows of Holdings and its Subsidiaries and a consolidating statement of income and a consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Restricted Subsidiaries, in each case, for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Key3media Group Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter 121 and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end year‑end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Global Senior Credit Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating Consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating Consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating Consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided PROVIDED that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Microage Inc /De/)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.045.04 as well as, for informational purposes only, reporting of final information for covenant compliance calculations without giving effect to adjustments of an Annualized Basis or Annualized 2023 Adjusted NOI, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Summit Hotel Properties, Inc.)

Quarterly Financials. As soon as available and in any event within 45 Within 60 days after the end of each Fiscal Quarter: (i) With respect to Holdings, (x) a Consolidated balance sheet as of the first three quarters end of such quarter, (y) a Consolidated statement of income and Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Quarter and ending with the end of such Fiscal Quarter and (z) a Consolidated statement of income and a Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, Consolidated all in reasonable detail and consolidating duly certified (subject to normal year-end audit adjustments) by a Responsible Officer of the Parent as having been prepared in accordance with GAAP (other than the absence of footnotes). (ii) Incidental to the delivery of the reporting required in subparagraph (c)(i) above, derivative reconciliations with respect to the Parent and its Restricted Subsidiaries (in a form reasonably satisfactory to the Administrative Agent), (x) balance sheets of the Parent Guarantor and its Restricted Subsidiaries as of the end of such quarter and Consolidated and consolidating quarter, (y) statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous fiscal quarter Fiscal Quarter and ending with the end of such fiscal quarter Fiscal Quarter, and Consolidated and consolidating (z) statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy other than the absence of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementsfootnotes), together with (iA) a certificate on behalf of such officer the Parent signed by a Responsible Officer of the Parent stating that no Event of Default has occurred and is continuing or, if a aan Event of Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and thereto, (iiB) a schedule prepared by a Responsible Officer of the Parent in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with a pro forma calculation of the covenants contained Leverage Ratio, (C) an accounts payable aging report in Section 5.04form and detail satisfactory to the Administrative Agent, provided that in the event (D) a certificate on behalf of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also providesigned by a Responsible Officer of the Parent (1) listing all Unrestricted Subsidiaries at such time and certifying that each Subsidiary set forth on such list qualifies as an Unrestricted Subsidiary, if (2) attaching a reconciliation statement reflecting the adjustments necessary for to eliminate the determination assets, liabilities, revenues, expenses and net income of compliance with Section 5.04, a statement of reconciliation conforming the Unrestricted Subsidiaries in such financial statements (it being understood and agreed that such reconciliation statements shall not be audited) or, in the case of the first such list so delivered, since the SecondThird Amendment Effective Date, and (32) certifying that no Subsidiary is a Foreign Subsidiary, Excluded Subsidiary, or an Unrestricted Subsidiary except as identified therein, and (3) identifying each incurrence of Debt for Borrowed Money in an amount in excess of $20,000,000, each issuance of Equity Interests outside of the ordinary course of business with a value in excess of $20,000,000, and each Transfer of any Collateral outside of the ordinary course of business whether or not included in the Borrowing Base or the Term Borrowing Base with an aggregate value in excess of $20,000,000, in each case occurring during the period covered by the financial statements delivered with such certificate, (E) a calculation of the Fixed Charge Coverage Ratio (including, without limitation, EBITDA), in form and detail satisfactory to GAAPthe Administrative Agent, and (F) to the extent not previously disclosed to the Administrative Agent, a description of any new Subsidiary and a listing of any registrations, and applications for registration, of Intellectual Property filed, acquired or made by any Loan Party or that are no longer Excluded Assets, or any abandoned or lapsed registered Intellectual Property of any Loan Party, in each case since the date of the most recent list delivered pursuant to this clause (F) (or, in the case of the first such list so delivered, since the SecondThird Amendment Effective Date).

Appears in 1 contract

Samples: Asset Based Loan Credit Agreement (Express, Inc.)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrowers as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating (A) that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has Borrowers have taken and proposes propose to take with respect thereto and (B) the Debt Yield as of the last day of such quarter (together with supporting evidence reasonably acceptable to the Administrative Agent), and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrowers in determining compliance with the covenants covenant contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrowers shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Term Loan Agreement (Hospitality Investors Trust, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements) (it being acknowledged that a copy of any such quarterly financial report filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also Annex A - 73 provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Term Loan Agreement (Hersha Hospitality Trust)

Quarterly Financials. As soon as available and in any event within 45 47 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and, to the extent required by the auditor of the Borrower and its Subsidiaries, consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter (except for the Consolidated statement of cash flows, which shall be on a year to date basis) and Consolidated and, to the extent required by the auditor of the Borrower and its Subsidiaries, consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustmentsadjustments and the absence of footnotes) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the such action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and thereto, (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPGAAP and (iii) to the extent the Borrower has entered into any Hedge Agreement permitted under Section 5.02(b)(iii)(E), detailed information as to the relevant amounts and terms of such Hedge Agreements.

Appears in 1 contract

Samples: Credit Agreement (Icg Communications Inc /De/)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants covenant contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Summit Hotel Properties, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided that each consolidating balance sheet, consolidating statement of income and consolidating statement of cash flow to be delivered under this Section 5.03(c) shall distinguish between the Restricted Subsidiaries and Unrestricted Subsidiaries of the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Headwaters Inc)

Quarterly Financials. As soon as available and in any -------------------- event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such the Parent Guarantor executed by said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Senior Secured Priming Debtor in Possession Credit Agreement (Amf Bowling Worldwide Inc)

Quarterly Financials. As soon as available and in any event within 45 (x) with respect to the period commencing on the Closing Date and ending on the last day of the second full fiscal quarter thereafter, sixty (60) days after the end of such two fiscal quarters, and (y) thereafter, forty-five (45) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year: (a) a consolidated (or combined, Consolidated and consolidating as applicable) balance sheets sheet of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and Consolidated and consolidating statements a consolidated (or combined, as applicable) statement of income and a Consolidated and consolidating consolidated (or combined, as applicable) statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements quarter; and (b) a consolidated (or combined, as applicable) statement of income and a Consolidated and consolidating consolidated (or combined, as applicable) statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all of the foregoing in reasonable detail and duly certified certified, on behalf of the Borrower, by the chief financial officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate Compliance Certificate of such said officer stating stating, INTER ALIA, on behalf of the Borrower, that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided PROVIDED, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Moran Transportation Co)

Quarterly Financials. As soon as available and in any event -------------------- within 45 days after the end of each of the first three quarters of each Fiscal Year, unaudited Consolidated and consolidating balance sheets of the Parent Guarantor and its consolidated Subsidiaries as of the end of such quarter and unaudited Consolidated and consolidating statements of income and a an unaudited Consolidated and consolidating statement of stockholders' equity and cash flows of the Parent Guarantor and its consolidated Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and unaudited Consolidated and consolidating statements of income and a an unaudited Consolidated and consolidating statement of stockholders' equity and cash flows of the Parent Guarantor and its consolidated Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer chief financial officer or Treasurer (or other Responsible Officer performing similar functions) treasurer of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of accounting principles consistent with those applied in the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)most recent annual audit, together with (i) a certificate of such said officer stating that such officer has obtained no knowledge that a Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) in the event of any change from GAAP in the accounting principles used in the preparation of such financial statements, a statement of reconciliation conforming such financial statements to GAAP and (y) within 45 days after the end of each of the first three quarters of each Fiscal Year, a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPSections 5.04(a) through (c).

Appears in 1 contract

Samples: Credit Agreement (Commercial Aggregates Transportation & Sales LLC)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements) (it being acknowledged that a copy of any such quarterly financial report filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of 103 compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Hersha Hospitality Trust)

Quarterly Financials. As soon as available and in any event within 45 not later than fifty (50) days after the end of each Fiscal Quarter of the first three quarters of each Parent (except for the Fiscal YearQuarter which ends on the date the Fiscal Year ends), the respective unaudited Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries and the Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating the related respective unaudited statements of income income, shareholders’ equity and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries and the Borrower and its Subsidiaries for such Fiscal Quarter and the period commencing at the end of the previous fiscal quarter year and ending with the end of such fiscal quarter Fiscal Quarter, and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing corresponding figures as at the end of the previous Fiscal Year of, and ending with the end of such quarterfor, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of periods in the preceding Fiscal Year, all in reasonable detail and duly certified with respect to such statements (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate Compliance Certificate duly executed by a Responsible Officer of such officer stating the Parent; provided that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as the Parent’s Total Indebtedness used to calculate the nature thereof Leverage Ratio and the action that Parent’s Senior Unsecured Indebtedness used to calculate the Parent Guarantor has taken Senior Unsecured Leverage Ratio in such Compliance Certificate shall be the Parent’s Total Indebtedness and proposes to take with respect thereto and the Parent’s Senior Unsecured Indebtedness, as applicable, as of the Status Reset Date during the Fiscal Quarter in which such Compliance Certificate was delivered, (ii) written notice of any anticipated material variation to an operating budget prepared pursuant to Section 5.05(c), and (iii) a schedule in form reasonably satisfactory to the Administrative Agent report certified by a Responsible Officer of the computations used Parent setting forth for each of the Hotel Properties owned or leased by the Parent Guarantor in determining compliance with or any of its Subsidiaries for both the covenants contained in Section 5.04, provided that in Fiscal Quarter and Rolling Period just ended the event of any change in GAAP used in the preparation of such financial statementsrevenues, the Parent Guarantor shall also provideexpenses, if necessary the Net Income and the EBITDA for the determination of compliance with Section 5.04such Hotel Properties for such Fiscal Quarter or Rolling Period, a statement of reconciliation conforming such financial statements to GAAPas applicable.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Meristar Hospitality Corp)

Quarterly Financials. As soon as available and in any event within 45 50 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor CBI and its Subsidiaries (including BRCOM and its Subsidiaries) and of CBI and its Subsidiaries (other than BRCOM and its Subsidiaries), in each case, as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor CBI and its Subsidiaries (including BRCOM and its Subsidiaries) and of CBI and its Subsidiaries (other than BRCOM and its Subsidiaries), in each case, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor CBI and its Subsidiaries (including BRCOM and its Subsidiaries) and of CBI and its Subsidiaries (other than BRCOM and its Subsidiaries), in each case, for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor CBI as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor CBI has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor CBI in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor CBI shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Cincinnati Bell Inc)

Quarterly Financials. As soon as available and in any event within 45 Within 60 days after the end of each Fiscal Quarter: (i) With respect to Holdings, (x) a Consolidated balance sheet as of the first three quarters end of such quarter, (y) a Consolidated statement of income and Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Quarter and ending with the end of such Fiscal Quarter and (z) a Consolidated statement of income and a Consolidated statement of cash flows for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, Consolidated all in reasonable detail and consolidating duly certified (subject to normal year-end audit adjustments) by a Responsible Officer of the Parent as having been prepared in accordance with GAAP (other than the absence of footnotes). (ii) Incidental to the delivery of the reporting required in subparagraph (c)(i) above, derivative reconciliations with respect to the Parent and its Restricted Subsidiaries (in a form reasonably satisfactory to each Agent), (x) balance sheets of the Parent Guarantor and its Restricted Subsidiaries as of the end of such quarter and Consolidated and consolidating quarter, (y) statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous fiscal quarter Fiscal Quarter and ending with the end of such fiscal quarter Fiscal Quarter, and Consolidated and consolidating (z) statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Restricted Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy other than the absence of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementsfootnotes), together with (iA) a certificate on behalf of such officer the Parent signed by a Responsible Officer of the Parent stating that no Event of Default has occurred and is continuing or, if a aan Event of Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and thereto, (iiB) a schedule prepared by a Responsible Officer of the Parent in form reasonably satisfactory to each Agent and the Administrative Agent Required Lenders of the computations used by the Parent Guarantor in determining compliance with a pro forma calculation of the covenants contained Leverage Ratio, (C) an accounts payable aging report in Section 5.04form and detail satisfactory to each Agent and the Required Lenders, provided that in the event (D) a certificate on behalf of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also providesigned by a Responsible Officer of the Parent (1) listing all Unrestricted Subsidiaries at such time and certifying that each Subsidiary set forth on such list qualifies as an Unrestricted Subsidiary, if (2) attaching a reconciliation statement reflecting adjustments necessary for to eliminate the determination assets, liabilities, revenues, expenses and net income of compliance with Section 5.04, a statement of reconciliation conforming the Unrestricted Subsidiaries in such financial statements (it being understood and agreed that such reconciliation statements shall not be audited) or, in the case of the first such list so delivered, since the First Amendment Effective Date, and (3(2) certifying that no Subsidiary is a Foreign Subsidiary, Excluded Subsidiary, or an Unrestricted Subsidiary except as identified therein, and (3) identifying each incurrence of Debt for Borrowed Money in an amount in excess of $20,000,000, each issuance of Equity Interests outside of the ordinary course of business with a value in excess of $20,000,000, and each Transfer of any Collateral outside of the ordinary course of business whether or not included in the ABL Borrowing Base or the Term Loan Borrowing Base with an aggregate value in excess of $20,000,000, in each case occurring during the period covered by the financial statements delivered with such certificate, (E) a calculation of EBITDA and the Fixed Charge Coverage Ratio (including, without limitation, EBITDA), in form and detail satisfactory to GAAPeach Agent and the Required Lenders, and (F) to the extent not previously disclosed to each Agent, a description of any new Subsidiary and a listing of any registrations, and applications for registration, of Intellectual Property filed, acquired or made by any Loan Party or that are no longer Excluded Assets, or any abandoned or lapsed registered Intellectual Property of any Loan Party, in each case since the date of the most recent list delivered pursuant to this clause (F) (or, in the case of the first such list so delivered, since the First Amendment Effective Date).

Appears in 1 contract

Samples: Asset Based Term Loan Agreement (Express, Inc.)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrowers as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating (A) that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has Borrowers have taken and proposes propose to take with respect thereto and (B) the Debt Yield as of the last day of such quarter (together with supporting evidence reasonably acceptable to the Administrative Agent), and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrowers in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrowers shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Term Loan Agreement (American Realty Capital Hospitality Trust, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures 124 118 for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief a Designated Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer (A) stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (B) setting forth, for the Rolling Period ending at the end of such fiscal quarter, the Adjusted EBITDA (and the calculation thereof) of each New Center constructed within the preceding 15 months, EBITDA of each bowling center acquired or constructed by the Borrower or any of its Subsidiaries after the First Closing Date and acquired or constructed at least 15 months prior to the end of such Rolling Period and all Other Additions, if any, for such Rolling Period and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Amf Bowling Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end year‑end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in Digital Realty – Credit Agreement 115 accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Senior Credit Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles applied on a consistent basis (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles applied on a consistent basis used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Term Loan Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 fifty (50) days after the end of each of the first three fiscal quarters of each Fiscal Year: (a) a Consolidated balance sheet of the Borrowers and their Subsidiaries, Consolidated and consolidating balance sheets of the Parent Guarantor Borrowers and its Subsidiaries their Subsidiaries, as of the end of such quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrowers and their Subsidiaries, and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter quarter; and (b) a Consolidated statement of income and a Consolidated statement of cash flows of the Borrowers and their Subsidiaries and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrowers and its their Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all of the foregoing in reasonable detail and duly certified by the chief financial officer of each of the Borrowers as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate Compliance Certificate (provided that the Compliance Certificate must be delivered in no event later than fifty (50) days after the end of such each of the first three fiscal quarters of each Fiscal Year) of said officer stating stating, inter alia, that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has Borrowers have taken and proposes propose to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrowers in determining compliance with the financial covenants contained in Section 5.04Article 8, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrowers shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP; provided, further, that to the extent that comparable information is set forth in a Borrower's quarterly report on Form 10-Q filed with the Securities and Exchange Commission for each such quarter, delivery to the Administrative Agent and the Lender Parties of such 10-Q within the time period specified above shall be acceptable for purposes of this Section 7.3.

Appears in 1 contract

Samples: Credit Agreement (Mediabay Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated and consolidating balance sheets of the Parent Guarantor Powertel and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Powertel and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Powertel and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, Sections 6.01(o) through 6.01(v); provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Sections 6.01(o) through 6.01(v), a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Powertel Inc /De/)

Quarterly Financials. As soon as available and in any event within 45 fifty (50) days after the end of each of the first three fiscal quarters of each Fiscal Year: (a) a Consolidated balance sheet of the Borrower and its Subsidiaries, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries, and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter quarter; and (b) a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all of the foregoing in reasonable detail and duly certified by the chief financial officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate Compliance Certificate (provided that the Compliance Certificate must be delivered in no event later than forty-five (45) days after the end of such each of the first three fiscal quarters of each Fiscal Year) of said officer stating stating, inter alia, that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP; provided, further, that to the extent that comparable information is set forth in the Borrower's quarterly report on Form 10-Q filed with the Securities and Exchange Commission for each such quarter, delivery to the Administrative Agent and the Lender Parties of such 10-Q within the time period specified above shall be acceptable for purposes of this Section 7.3.

Appears in 1 contract

Samples: Credit Agreement (Audio Book Club Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year (and as soon as available and in any event within 70 days after the fourth fiscal quarter of any Fiscal Year, a supplemental schedule that contains the applicable financial information for the fourth fiscal quarter of such Fiscal Year as provided to the SEC on Form 8K), Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarterquarter (provided that such statements of cash flows shall be required to be provided only with respect to the first three fiscal quarter of each Fiscal Year), setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principals as in effect from time to time in the United States of America (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent Required Holders of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.0411, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.0411, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Digital Realty Trust, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Senior Credit Agreement (Digital Realty Trust, L.P.)

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Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated and consolidating balance sheets sheet of the Parent Guarantor Borrower and its Subsidiaries as of the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)generally accepted accounting principles, together with (i) a certificate of such officer said Responsible Officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto thereto, and (ii) if the General Partner has any Unrestricted Subsidiaries, a schedule consolidating balance sheet, consolidating statement of income and a consolidating statement of cash flows, in form reasonably satisfactory to the Administrative Agent each case of the computations used General Partner and its Subsidiaries (showing the General Partner and its Subsidiaries (other than Unrestricted Subsidiaries), and taken as a whole, and the Unrestricted Subsidiaries of the General Partner, taken as a whole) as at the end of such quarter certified by a Responsible Officer of the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in General Partner. In the event of any change in GAAP used in the preparation of such financial statementsgenerally accepted accounting principles, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, provide a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Trump Entertainment Resorts, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end year‑end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if Digital Realty – Yen Credit Agreement necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(c) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated and consolidating balance sheets sheet of the Parent Guarantor General Partner and its Subsidiaries as of the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor General Partner and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor General Partner and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor General Partner as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)generally accepted accounting principles, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto thereto, and (ii) if the General Partner has any Unrestricted Subsidiaries, a schedule consolidating balance sheet, consolidating statement of income and a consolidating statement of cash flows, in form reasonably satisfactory to the Administrative Agent each case of the computations used General Partner and its Subsidiaries (showing the General Partner and its Subsidiaries (other than Unrestricted Subsidiaries), and taken as a whole, and the Unrestricted Subsidiaries of the General Partner, taken as a whole) as at the end of such quarter certified by a Responsible Officer of the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in General Partner. In the event of any change in GAAP used in the preparation of such financial statementsgenerally accepted accounting principles, the Parent Guarantor General Partner shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Trump Entertainment Resorts Holdings Lp)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, and consolidating statements of income of the Borrower and its Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries and consolidating statements of income of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear (provided that with respect to the first four (4) - 100 - quarters following the Closing Date, such comparative financial statements shall be prepared on a pro forma basis after giving effect to the Transaction) and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the Chief Financial Officer of the Borrower as having been prepared (except for the pro forma comparative financial statements) in accordance with GAAP (subject to normal year-end audit adjustments) by adjustments and the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) absence of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementsfootnotes), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably and detail satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Team Health Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal YearYear (or such later date as may be permitted after filing a single applicable request for extension with the Securities and Exchange Commission or any governmental authority that may be substituted therefor and receiving such extension within such 45 days after such fiscal quarter-end, which later date shall not exceed 75 days after such fiscal quarter-end), Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP, provided further that items that would otherwise be required to be furnished pursuant to this Section 5.03(d) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date.

Appears in 1 contract

Samples: Global Senior Credit Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As soon as available and in any event -------------------- within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Holdings and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Holdings and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Holdings and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief a Designated Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer (A) stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (B) setting forth, for the Rolling Period ending at the end of such fiscal quarter, the Adjusted EBITDA (and the calculation thereof) of each New Center constructed within the preceding 15 months, EBITDA of each bowling center acquired or constructed by the Borrower or any of its Subsidiaries after the First Closing Date and acquired or constructed at least 15 months prior to the end of such Rolling Period and (C) setting forth, for the Rolling Period ending at the end of such fiscal quarter, the Other Additions (and the calculations thereof) incurred during such Rolling Period and (D) stating that the financial statements of Holdings and its Subsidiaries delivered pursuant to this subsection are substantially the same as the financial statements of the Borrower and its Subsidiaries for the same dates and periods and (ii) a schedule schedules in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining (A) compliance with the covenants contained in Section 5.04, provided that in the event of any -------- change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPGAAP and (B) the Pre-Funded Equity Balance as of the end of such quarter and the calculation thereof in reasonable detail.

Appears in 1 contract

Samples: Credit Agreement (Amf Bowling Worldwide Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of Holdings, the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and quarter, Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of Holdings, the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and quarter, Consolidated and consolidating statements of income of Holdings, the Parent Borrower and a its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, Consolidated and consolidating statement statements of cash flows of Holdings and the Parent Guarantor Borrower for the period commencing at the end of the previous fiscal quarter and its Subsidiaries ending with the end of such fiscal quarter and Consolidated statements of cash flows of Holdings and the Parent Borrower for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of Holdings and the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided ; PROVIDED that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ipc Communications Inc /De/)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days (except that with respect to the fiscal quarter ending December 31, 1998, within thirty (30) days) after the end of each of the first three quarters fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries, and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the Chief Financial Officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) management's discussion and analysis of financial condition and results of operations, (ii) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (iiiii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Private Business Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer person performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature Great Wolf Senior Secured Revolving Credit Facility thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Revolving Credit Agreement (Great Wolf Resorts, Inc.)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, (A) a Consolidated and consolidating balance sheets sheet of the Parent Guarantor and its Subsidiaries subsidiaries as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPGAAP and (B) for Parent and its Consolidated subsidiaries other than Mexrail, Caymex, any domestic wholly owned subsidiary of Parent which holds the Investment in Group TFM or the Panama Canal Railway Company, and their respective subsidiaries, its unaudited consolidated balance sheet and related statement of income as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, all certified by its chief financial officer as presenting fairly in all material respects the financial condition and results of operations of Parent and its Consolidated subsidiaries other than Mexrail, Caymex, any domestic wholly owned subsidiary of Parent which holds the Investment in Group TFM or the Panama Railway Company, and their respective subsidiaries, on a consolidated basis consistently applied, subject to normal year-end audit adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Kansas City Southern)

Quarterly Financials. As soon as available and in any event within 45 not later than 50 days after the end of each Fiscal Quarter of the first three quarters of each Parent (except for the Fiscal YearQuarter which ends on the date the Fiscal Year ends), the unaudited Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating the related unaudited statements of income income, shareholders' equity and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for such Fiscal Quarter and the period commencing at the end of the previous fiscal quarter year and ending with the end of such fiscal quarter Fiscal Quarter, and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing corresponding figures as at the end of the previous Fiscal Year of, and ending with the end of such quarterfor, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of periods in the preceding Fiscal Year, all in reasonable detail and duly certified with respect to such statements (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other a Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate Compliance Certificate duly executed by a Responsible Officer of such officer stating the Parent; PROVIDED that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as the Parent's Total Indebtedness used to calculate the nature thereof Leverage Ratio and the action that Senior Leverage Ratio in such Compliance Certificate shall be the Parent Guarantor has taken and proposes to take with respect thereto Parent's Total Indebtedness as of the Status Reset Date during the Fiscal Quarter in which such Compliance Certificate was delivered, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent report certified by a Responsible Officer of the computations used Parent setting forth for each Hospitality Property owned or operated by the Parent Guarantor in determining compliance with or any of its Subsidiaries as of the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation end of such financial statementsFiscal Quarter the Adjusted EBITDA for such Hospitality Property for the Rolling Period then ended, both in total and by Fiscal Quarter for such Rolling Period; PROVIDED that for those Hospitality Properties for which the Parent or any of its Subsidiaries is only a manager, the Parent Guarantor Borrower shall also provide, if necessary for only be obligated to use the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements Borrower's commercially reasonable efforts to GAAPprovide the information required by this clause (ii) and shall not be obligated to disclose any confidential information.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Interstate Hotels & Resorts Inc)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries, and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative 110 103 form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear (provided that with respect to the first four (4) quarters following the Closing Date, such comparative financial statements shall be prepared on a pro forma basis after giving effect to the Transaction) and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the Chief Financial Officer of the Borrower as having been prepared (except for the pro forma comparative financial statements) in accordance with GAAP (subject to normal year-end audit adjustments) by adjustments and the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) absence of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementsfootnotes), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably and detail satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Inphynet South Broward Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, (i) Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP and (it being acknowledged that a copy ii) Consolidated balance sheets of the quarterly financials filed Borrower and its Subsidiaries as of the end of such quarter and Consolidated statements of income of the Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Parent Guarantor Chief Financial Officer of the Borrower as having been prepared in accordance with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (ix) a certificate of such officer the Chief Financial Officer of the Borrower stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (iiy) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04.” (e) The Credit Agreement is further amended such that references to “Section 5.03(b) or (c)” in Section 5.02(b)(ix), provided that in the event of any change in GAAP used in the preparation of such financial statementsSection 5.02(e)(vii), the Parent Guarantor Section 5.02(f)(vi)(D) and (E) and Section 5.02(f)(vii) shall also providerefer to “Section 5.03(b)(iii)” or “Section 5.03(c)(ii)”, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPas applicable.

Appears in 1 contract

Samples: Credit Agreement (Ntelos Holdings Corp)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal YearYear (or such later date as may be permitted after filing a single applicable request for extension with the Securities and Exchange Commission or any governmental authority that may be substituted therefor and receiving such extension within such 45 days after such fiscal quarter-end, which later date shall not exceed 75 days after such fiscal quarter-end), Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP generally accepted accounting principles (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP., provided further, that items that would otherwise be required to be furnished pursuant to this Section 5.03(d) prior to the 45th day after the Closing Date shall be furnished on or before the 45th day after the Closing Date. 87 Digital Realty – Second Amended and Restated Yen Credit Agreement ​

Appears in 1 contract

Samples: Credit Agreement (Digital Realty Trust, L.P.)

Quarterly Financials. As The Parent Guarantor or the Issuer shall, as soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, deliver to the Applicable Parties Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission SEC shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent Controlling Party of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.045.04 of each Credit Facility (or, in the case of any Specified Debt, the corresponding provision of such Specified Debt), provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.045.04 of each Credit Facility (or, in the case of any Specified Debt, the corresponding provision of such Specified Debt), a statement of reconciliation conforming such financial statements to GAAP. Notwithstanding the foregoing, the Parent Guarantor and the Issuer will be deemed to have so delivered any such statements, financial statements or reports upon their filing and public availability on the SEC’s website or any successor website thereto.

Appears in 1 contract

Samples: Indenture (Hersha Hospitality Trust)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated and consolidating balance sheets sheet of the Parent Guarantor General Partner and its Subsidiaries as of the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor General Partner and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor General Partner and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor General Partner as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)generally accepted accounting principles, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto thereto, (ii) if the General Partner has any Unrestricted Subsidiaries, a consolidating balance sheet, consolidating statement of income and a consolidating statement of cash flows, in each case of the General Partner and its Subsidiaries (showing the General Partner and its Subsidiaries (other than Unrestricted Subsidiaries), and taken as a whole, and the Unrestricted Subsidiaries of the General Partner, taken as a whole) as at the end of such quarter certified by a Responsible Officer of the General Partner, and (iiiii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor General Partner in determining compliance with the covenants contained in Section 5.04, ; provided that in the event of any change in GAAP generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor General Partner shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Trump Entertainment Resorts Holdings Lp)

Quarterly Financials. As soon as available To the Administrative Agent and in any event Lenders, within 45 [*] days after the end of each of the first three quarters Fiscal Quarters of each Fiscal Year, Consolidated consolidated financial information regarding such Loan Party and consolidating balance sheets its Subsidiaries, certified by the Chief Financial Officer of the Parent Guarantor and its Subsidiaries or the Borrower, as applicable, consisting of (i) an unaudited consolidated balance sheet as of the end close of such quarter Fiscal Quarter and Consolidated and consolidating the related unaudited statements of income and cash flows (including operating statistics) for that portion of the Fiscal Year ending as of the close of such Fiscal Quarter, and (ii) unaudited consolidated statements of income and cash flows for such Fiscal Quarter, in each case setting forth in comparative form the figures for the corresponding period in the prior Fiscal Year and the figures contained in the Projections for such Fiscal Year, all (except for Projections) prepared in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes). Such financial information shall be accompanied by (A) a Consolidated Compliance Certificate showing the calculations used in determining compliance with each of the Financial Covenants that is tested on the last day of the applicable Fiscal Quarter, and consolidating statement (B) the certification of the Chief Financial Officer of the Parent Guarantor or Borrower, as applicable, that (i) such financial information (except for Projections) presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments and the absence of footnotes) the financial position, results of operations and statements of cash flows of the Parent Guarantor and its Subsidiaries for or the period commencing Borrower Group (as applicable), on a consolidated basis as at the end of such Fiscal Quarter and for that portion of the previous fiscal quarter Fiscal Year then ended, (ii) any other information (except for Projections) presented is true, correct and ending with the end complete in all material respects and that there was no Default or Event of Default in existence as of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing time or, if a Default or Event of Default has occurred and is continuing, a statement as to describing the nature thereof and the action that the Parent Guarantor has taken and proposes all efforts undertaken to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent cure such Default or Event of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statementsDefault. In addition, the Parent Guarantor or the Borrower, as applicable, shall also providedeliver to Administrative Agent and Lenders, if necessary within [*] days after the end of each Fiscal Quarter, a management discussion and analysis for the determination Parent Guarantor and its Subsidiaries and the Borrower Group, on a consolidated basis that includes a comparison of compliance with Section 5.04, a statement of reconciliation conforming such financial statements performance for that Fiscal Quarter to GAAPthe corresponding period in the prior Fiscal Year.

Appears in 1 contract

Samples: Credit Agreement (Republic Airways Holdings Inc)

Quarterly Financials. As soon as available and in any event within 45 -------------------- days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04Sections 5.04(a) through (f), provided that in the event of any change in GAAP used in the preparation of such -------- financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (PHP Healthcare Corp)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets fiscal year of the Parent Obligated Parties, a Consolidated balance sheet of (x) the Borrower and its Subsidiaries, (y) each Affiliate Guarantor and its Subsidiaries and (z) Bordxx Xxxdings and its Subsidiaries, respectively, and a Combined balance sheet of the Affiliate Guarantors, the Borrower and their respective Subsidiaries, in each case as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated cash flows of (x) the Borrower and consolidating statement its Subsidiaries, (y) each Affiliate Guarantor and its Subsidiaries and (z) Bordxx Xxxdings and its Subsidiaries, respectively, and Combined statements of income and cash flows of the Parent Guarantor Affiliate Guarantors, the Borrower and its Subsidiaries their respective Subsidiaries, in each case for the period commencing at the end of the previous fiscal quarter year and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending 79 75 with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Yearfiscal year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that that, to the knowledge of such officer, no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule setting forth in form reasonably satisfactory to the Administrative Agent of reasonable detail the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04. To the extent that a Combined financial statement is required to be delivered under this Section, provided that if Consolidated statements of the Affiliate Guarantors, the Borrower and their respective Subsidiaries are filed with the Securities and Exchange Commission in the event lieu of any change in GAAP used in the preparation Combined statements, delivery of such financial statements, Consolidated statements shall satisfy the Parent Guarantor shall also provide, if necessary for the determination requirements of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPthis Section.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Borden Inc)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three first, second and third fiscal quarters of each Fiscal Year, Consolidated and consolidating balance sheets as soon as available and in any event within ninety (90) days after the end of the Parent Guarantor fourth fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, and consolidating statements of income of the Borrower and its Significant Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, and consolidating statements of income of the Borrower and its Significant Subsidiaries, for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgeted forecasts delivered pursuant to Section 5.03(e) for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the chief financial officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Sections 5.04(a) through (d), provided PROVIDED, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP. In connection with the Borrower's delivery of all quarterly financial statements pursuant to the foregoing, the Borrower shall also furnish to the Administrative Agent and Lender Parties a contract progress report with respect to each and every ongoing contracted for project in process of the Borrower, LICO or any of their respective Subsidiaries which involves aggregate payments during the life of such contract in excess of $5,000,000. All such contract in progress reports shall be prepared in a manner and presented in a form reasonably acceptable to the Administrative Agent." Section 2.2 Section 5.03(c) of the Credit Agreement is deleted in its entirety and replaced by the following:

Appears in 1 contract

Samples: Credit Agreement (Yale Industrial Products Inc)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and an unaudited Consolidated statement of income and an unaudited Consolidated statement of cash flows of the Borrower and its Subsidiaries, and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and an unaudited Consolidated statement of income and an unaudited Consolidated statement of cash flows of the Borrower and its Subsidiaries and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the Chief Financial Officer of the Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.take

Appears in 1 contract

Samples: Credit Agreement (Mosler Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, (i) a Consolidated and consolidating balance sheets sheet of the Parent Guarantor and its Subsidiaries as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter and (ii) a Consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such quarter and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated statements of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has and the Borrower have taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Servico Market Center Inc)

Quarterly Financials. As soon as available and in any event -------------------- within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, ; provided that in the event of any -------- change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ipc Information Systems Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided ; PROVIDED that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ipc Information Systems Inc)

Quarterly Financials. As soon as available and in any event -------------------- within 45 50 days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries, the Borrower and its Subsidiaries and the IAC U.S. Operations, in each case as of the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows flow of the Parent Guarantor and its Subsidiaries, the Borrower and its Subsidiaries and the IAC U.S. Operations, in each case for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows flow of the Parent Guarantor and its Subsidiaries, the Borrower and its Subsidiaries and the IAC U.S. Operations, in each case for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding period and Fiscal Year-to-date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of generally accepted accounting principles consistent with those applied in the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)most recent annual audit, together with (i) a certificate of such the chief financial officer of the Parent Guarantor stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and thereto, (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04Sections 5.04(a) through (e), provided that (iii) in the event of any change from GAAP in GAAP the generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPGAAP and (iv) copies of any presentations to the board of directors of the Parent Guarantor.

Appears in 1 contract

Samples: Credit Agreement (Iron Age Holdings Corp)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Domestic Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Domestic Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Domestic Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustmentsadjustments and the absence of footnotes) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor Domestic Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (iA) a certificate of such said officer stating either that such Chief Financial Officer has, after due inquiry, no knowledge that any Default has occurred and is continuing or, if the Chief Financial Officer has knowledge that a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Domestic Borrower has taken and proposes to take with respect thereto and thereto, (iiB) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Domestic Borrower in determining Amendment No. 3 to Sovereign Credit Agreement compliance with the covenants contained in Section 5.045.04 and (C) a comparison in form reasonably acceptable to the Administrative Agent with the Domestic Borrower's budget for such period, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Domestic Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAPGAAP in effect on the date hereof.

Appears in 1 contract

Samples: Credit Agreement (Sovereign Specialty Chemicals Inc)

Quarterly Financials. As soon as available At the earlier of the date of filing with the Securities and in any event within 45 Exchange Commission of Borrower’s quarterly report on form 10-Q or fifty (50) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets sheet of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, and a consolidating statement of income of the Borrower and its Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries and a consolidating statement of income of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer president or Treasurer (or other Responsible Officer performing similar functions) a vice president of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementssubject to year-end type adjustments), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article VIII, provided provided, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article VIII, a statement of reconciliation conforming such financial statements to GAAP; provided, further, that to the extent that comparable information is set forth in the Borrower’s quarterly report on form 10-Q filed with the Securities and Exchange Commission for each such quarter, delivery to the Administrative Agent and the Lender Parties of such 10-Q within the time period specified above shall be acceptable for purposes of this Section 7.2.

Appears in 1 contract

Samples: Credit Agreement (Cantel Medical Corp)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor Borrower and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief a Designated Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer (A) stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (B) setting forth, for the Rolling Period ending at the end of such fiscal quarter, the Adjusted EBITDA (and the calculation thereof) of each New Center constructed within the preceding 15 months, EBITDA of each bowling center acquired or constructed by the Borrower or any of its Subsidiaries after the First Closing Date 150 120 and acquired or constructed at least 15 months prior to the end of such Rolling Period and all Other Additions, if any, for such Rolling Period and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Amf Group Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.045.04 as well as, for informational purposes only, reporting of financial information for covenant compliance calculations without giving effect to adjustments of an Annualized Basis or Annualized 2023 Adjusted NOI, provided that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Summit Hotel Properties, Inc.)

Quarterly Financials. As soon as available At the earlier of the date of filing with the Securities and in any event within 45 Exchange Commission of Borrower's quarterly report on form 10-Q or fifty (50) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries, and consolidating balance sheets sheet of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, as of the end of such quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries Subsidiaries, and a consolidating statement of income of the Borrower and its Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and a Consolidated and consolidating statements statement of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor Borrower and its Subsidiaries and a consolidating statement of income of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer President or Treasurer (or other Responsible Officer performing similar functions) a Vice President of the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirementssubject to year-end type adjustments), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor Borrower has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrower in determining compliance with the financial covenants contained in Section 5.04Article 8, provided PROVIDED, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrower shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP; PROVIDED, FURTHER, that to the extent that comparable information is set forth in the Borrower's quarterly report on form 10-Q filed with the Securities and Exchange Commission for each such quarter, delivery to the Administrative Agent and the Lender Parties of such 10-Q within the time period specified above shall be acceptable for purposes of this SECTION 7.2.

Appears in 1 contract

Samples: Credit Agreement (Cantel Medical Corp)

Quarterly Financials. As soon as available and in any event within 45 forty-five (45) days after the end of each of the first three quarters fiscal quarter of each Fiscal Year, (a) Consolidated and consolidating balance sheets of the Parent Guarantor Borrowers and its their Subsidiaries as of the end of such quarter and quarter, (b) Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrowers and its Subsidiaries their Subsidiaries, for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter quarter, and (c) Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows of the Parent Guarantor Borrowers 105 and its their Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal YearYear and the corresponding figures from the budgets for such period and for the Fiscal Year which includes such period, all in reasonable detail and duly certified by the chief financial officer or a financial vice president each Borrower as having been prepared in accordance with GAAP (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements), together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor such Borrower has taken and taken, is taking and/or proposes to take with respect thereto thereto, and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor Borrowers in determining compliance with the financial covenants contained in Section 5.04Article 8, provided PROVIDED, that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor Borrowers shall also provide, if necessary for the determination of compliance with Section 5.04Article 8, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Polyvision Corp)

Quarterly Financials. As soon as available and in any event within 45 50 days after the end of each of the first three quarters quarter of each Fiscal Year, Consolidated and consolidating balance sheets of the Parent Guarantor MEDIQ and its Subsidiaries as of the end of such quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows flow of MEDIQ and its Subsidiaries and the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating statements of income and a Consolidated and consolidating statement statements of cash flows flow of MEDIQ and its Subsidiaries and the Parent Guarantor Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officers of MEDIQ and the Parent Guarantor Borrower as having been prepared in accordance with GAAP (it being acknowledged that a copy of generally accepted accounting principles consistent with those applied in the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)most recent annual audit, together with (i) a certificate of such officer said officers stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that MEDIQ or the Parent Guarantor Borrower has taken and proposes to take with respect thereto and thereto, (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by MEDIQ and the Parent Guarantor Borrower in determining compliance with the covenants contained in Section 5.04, provided that Sections 5.04(a) through (d) and (iii) in the event of any change from GAAP in GAAP the generally accepted accounting principles used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.

Appears in 1 contract

Samples: Credit Agreement (Mediq Inc)

Quarterly Financials. As soon as available and in any event within 45 days after the end of each of the first three quarters of each Fiscal Year, Consolidated and consolidating Consolidating balance sheets of the Parent Guarantor and its Subsidiaries as of the end of such quarter and Consolidated and consolidating Consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous fiscal quarter and ending with the end of such fiscal quarter and Consolidated and consolidating Consolidating statements of income and a Consolidated and consolidating statement of cash flows of the Parent Guarantor and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth in each case in comparative form the corresponding figures for the corresponding date or period of the preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by the Chief Executive Officer, Chief Financial Officer or Treasurer (or other Responsible Officer performing similar functions) chief financial officer of the Parent Guarantor as having been prepared in accordance with GAAP (it being acknowledged that a copy of the quarterly financials filed by the Parent Guarantor with the Securities and Exchange Commission shall satisfy the foregoing requirements)GAAP, together with (i) a certificate of such said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Parent Guarantor has taken and proposes to take with respect thereto and (ii) a schedule in form reasonably satisfactory to the Administrative Agent of the computations used by the Parent Guarantor in determining compliance with the covenants contained in Section 5.04, provided PROVIDED that in the event of any change in GAAP used in the preparation of such financial statements, the Parent Guarantor shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP.. 76

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (Microage Inc /De/)

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