Common use of Reporting Covenants Required Complies Clause in Contracts

Reporting Covenants Required Complies. Monthly financial statements and Compliance Certificate Monthly, within 30 days Yes No A/R and A/P Aging Reports Together with monthly financial statements (upon request) Yes No Quarterly financial statements Quarterly, within 45 days (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) Yes No Annual Projections Annually, within 30 days of fiscal year end or within 5 Business Days of any Board approval of a material update thereto Yes No Annual audited financial statements and any management letters Annually, within 90 days of fiscal year end (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) Yes No Statements, reports and notices to Subordinated Debt holders Within 5 Business Days of delivery Yes No SEC filings Within 5 Business Days after filing with SEC (deemed delivered by posting to/linking on Borrower Representative’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end of each calendar quarter Yes No Bank account statements (with transaction detail) Together with monthly financial statements (upon request) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days after receipt Yes No 205707600 v10

Appears in 2 contracts

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.), Loan and Security Agreement (Evelo Biosciences, Inc.)

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Reporting Covenants Required Complies. Monthly financial statements and Period-Ending Financial Statements with Compliance Certificate Monthly, (“CC”) Either (i) monthly within 30 days if no IPO has occurred, or (ii) upon an IPO, quarterly within (A) 45 days for each fiscal quarter of the first 3 quarters of Borrower’s fiscal year and (B) the earlier of (x) 90 days after the last day of Borrower’s fiscal year or (y) 5 days after filing any 10-K with SEC. Yes No Annual financial statements (a) if audited is required by the Board, FYE within 270 days (CPA Audited) and (b) if audited is not required by the Board, FYE within 30 days (company-prepared). Upon an IPO, within 5 days after filing with SEC. Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC. Yes No A/R and & A/P Aging Reports Together with monthly financial statements (upon request) Agings; General Ledger Monthly within 30 days* Yes No Quarterly financial statements QuarterlyBorrowing Base Reports Upon each (i) Advance request, (ii) monthly within 45 days 30 days,* and (deemed delivered by posting/linking related SEC filing to/on Borrower Representativeiii) at Bank’s website) option in its sole discretion while there are outstanding Advances, weekly within 5 days. Yes No Annual Projections Annually, Board-approved projections FYE within 60 days and within 30 days of fiscal year end any updates or within 5 Business Days of any Board approval of a material update thereto amendments thereto. Yes No Annual audited financial statements * Provided, however, this reporting shall not be required for any period if there were no Advances outstanding during such period through and any management letters Annually, within 90 days including the date that the reporting would otherwise be required to be delivered Maintain on a Monthly Basis: Minimum Revenue _________________ (trailing 6 month) Tested as of fiscal year end (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) Yes No Statements, reports and notices to Subordinated Debt holders Within 5 Business Days of delivery Yes No SEC filings Within 5 Business Days after filing with SEC (deemed delivered by posting to/linking on Borrower Representative’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end last day of each calendar quarter month, minimum GAAP revenue for the trailing 6 month period then ended, of at least 70% of Borrower’s projected performance for such month as outlined in Borrower’s 2018- 2019 Financial Projections $ Yes No Bank account statements (with transaction detail) Together with monthly financial statements (upon request) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days after receipt Yes No 205707600 v10No

Appears in 2 contracts

Samples: Loan and Security Agreement (10x Genomics, Inc.), Loan and Security Agreement (10x Genomics, Inc.)

Reporting Covenants Required Complies. Monthly Quarterly financial statements and with Compliance Certificate MonthlyQuarterly within 45 days Yes No Annual financial statements (CPA Audited) with Compliance Certificate FYE within 120 days1 Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC2 Yes No Monthly Agings Report Monthly within 30 days Yes No A/R and A/P Aging Reports Together with monthly financial statements (upon request) Yes No Quarterly financial statements Quarterly, within 45 days (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) Yes No Annual Projections Annually, Monthly Cancellation Report Monthly within 30 days of fiscal year end or Yes No Monthly Legal Reporting Monthly within 5 30 days Yes No Board approved projections FYE within 60 days Yes No 13-week projections Monthly within 10 Business Days of any Board approval of a material update thereto Yes No Annual audited financial statements and any management letters AnnuallyThe following Intellectual Property was registered after the Effective Date (if no registrations, within 90 days of fiscal year end (deemed delivered state “None”) Amount Paid by posting/linking related SEC filing to/on Borrower Representative’s website) Sunlight Financial Holdings Inc. [TEXT REDACTED] $_______ $_______ Cash Debt Service Coverage Ratio after December 31, 2025 [TEXT REDACTED] Yes No Statements1 Per Section 5.3(e), reports to the extent any such documents are included in materials otherwise filed with the SEC, such documents may be delivered electronically and notices if so delivered, shall be deemed to Subordinated Debt holders Within 5 Business Days have been delivered on the date on which Borrower, Parent, or any of delivery Yes No their respective Subsidiaries files such documents with the SEC filings Within 5 Business Days after and such documents are publicly available on the SEC’s EXXXX filing with SEC (deemed delivered by posting to/linking on system or any successor thereto, provided, however, that notwithstanding the foregoing, Borrower Representativeshall promptly provide such documents to Bank following Bank’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end of each calendar quarter Yes No Bank account statements (with transaction detail) Together with monthly financial statements (upon request) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days after receipt Yes No 205707600 v10request therefor.

Appears in 1 contract

Samples: Loan and Security Agreement (Sunlight Financial Holdings Inc.)

Reporting Covenants Required Complies. Monthly financial statements with Compliance Statement (including reasonably detailed calculations of Liquidity as of the last day of the fiscal period presented in such financial statements, to the extent such month is the last month of a fiscal year or any of the first three fiscal quarters of a fiscal year, which calculations shall separate out Liquidity attributable to Borrower and Compliance Certificate Monthlythe Guarantors from Liquidity attributable to Borrower’s Subsidiaries that are not the Guarantors, and setting forth reasonably detailed calculations of Free Cash Flow of Borrower, the Guarantors and each of their respective Subsidiaries on a consolidated basis for the applicable testing period required by the Notes Documents, to the extent such month is the last month of a fiscal year or any of the first three fiscal quarters of a fiscal year), reasonably detailed calculations of the current outstanding balance of any letters of credit issued for the account of Borrower, any Guarantor or any of their respective subsidiaries with any issuer other than Bank as of the last date of the applicable month, and if tested under the Notes Documents at the end of such month or year, calculations showing compliance with the Liquidity and Free Cash Flow covenants set forth in the Notes Documents) Monthly within 30 days Yes No A/R and A/P Aging Reports Together with monthly Annual financial statements (upon requestCPA Audited) FYE within 120 days Yes No Quarterly financial statements Quarterly10-Q, within 45 10-K and 8-K Within 5 days (deemed delivered by posting/linking related after filing with SEC filing to/on Borrower Representative’s website) Yes No Annual Projections Annually, within 30 Board approved projections Within 60 days of each fiscal year end or within 5 Business Days of upon Board approval, and promptly following any Board approval of a material update thereto amendments/updates Yes No Annual audited financial statements and any management letters AnnuallyThe following Intellectual Property was registered after the Effective Date (if no registrations, within 90 days of fiscal year end (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s websitestate “None”) Yes No Statements, reports and notices to Subordinated Debt holders Within 5 Business Days of delivery Yes No SEC filings Within 5 Business Days after filing with SEC (deemed delivered by posting to/linking on Borrower Representative’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end of each calendar quarter Yes No Bank account statements (with transaction detail) Together with monthly financial statements (upon request) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days after receipt Yes No 205707600 v10____________________________________________________________________________.

Appears in 1 contract

Samples: Loan and Security Agreement (Sonder Holdings Inc.)

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Reporting Covenants Required Complies. Monthly financial statements and Financial Statements with Compliance Certificate Monthly, Monthly within 30 days Yes No A/R and A/P Aging Reports Together with monthly Annual financial statements statement (upon requestCPA Audited) FYE within 180 days Yes No Quarterly Annual operating budget and financial statements Quarterly, projections Annually within 45 days (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) of FYE Yes No Annual Projections Annually, KPI Metrics Report Monthly within 30 days Yes No Payment Processing Accounts Monthly within 30 days Yes No Board materials Quarterly within 30 days Yes No Have there been any material changes to the capitalization table of fiscal year end Borrower and to the Operating Documents of Borrower or within 5 Business Days any of its Subsidiaries? If yes, provide copies of any Board approval of a material update thereto such amendments or changes with this Compliance Certificate. Yes No Annual audited financial statements and any management letters AnnuallyThe following are the exceptions with respect to the certification above: (If no exceptions exist, within 90 days of fiscal year end (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s websitestate “No exceptions to note.”) By: Received by: Name: AUTHORIZED SIGNER Title: Date: Verified: AUTHORIZED SIGNER Date: Compliance Status: Yes No StatementsFax To: Date: From Account # To Account # Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # Amount of Term Loan Advance $ All Borrower’s representations and warranties in the Mezzanine Loan and Security Agreement are true, reports correct and notices to Subordinated Debt holders Within 5 Business Days complete on the date of delivery Yes No SEC filings Within 5 Business Days after filing with SEC (deemed delivered by posting tothe request for an advance: Authorized Signature: Phone Number: Print Name/linking on Borrower Representative’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end of each calendar quarter Yes No Bank account statements (with transaction detail) Together with monthly financial statements (upon request) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days after receipt Yes No 205707600 v10Title:

Appears in 1 contract

Samples: Mezzanine Loan and Security Agreement (Nebula Caravel Acquisition Corp.)

Reporting Covenants Required Complies. Monthly Transaction Report (i) with each request for an Advance, (ii) quarterly within 30 days during any Non-Formula Period or any Non-Borrowing Period, and (iii) monthly within 30 days during any Streamline Period, and (iv) weekly (no later than Friday) during any Off-Streamline Period Yes No A/R & A/P Agings and Deferred Revenue reports (i) with the request for the initial Advance, (ii) quarterly within 30 days during any Non-Formula Period or any Non-Borrowing Period, and (iii) monthly within 30 days during any Streamline Period or any Off-Streamline Period Yes No Interim financial statements (consolidating) (i) with the request for the initial Advance, and Compliance Certificate Monthly, (ii) quarterly within 30 days Yes No A/R and A/P Aging Reports Together with monthly Interim financial statements (upon requestconsolidated) Yes No Quarterly financial statements Quarterly(i) with the request for the initial Advance, within 45 days and (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s websiteii) Yes No Annual Projections Annually, monthly within 30 days of fiscal year end during any Streamline Period or any Off-Streamline Period Yes No Compliance Certificate (i) with the request for the initial Advance, (ii) quarterly within 30 days during any Non-Formula Period or any Non-Borrowing Period, and (iii) monthly within 30 days during any Streamline Period or any Off-Streamline Period Yes No Cash and Excess Availability report Monthly within 5 Business Days of any Board approval of a material update thereto days Yes No Annual audited Board-approved annual operating budgets and financial statements and any management letters Annually, projections FYE within 90 60 days of fiscal year end (deemed delivered by posting/linking related SEC filing to/on Borrower Representative’s website) Yes No Statements10‑Q, reports 10‑K and notices to Subordinated Debt holders 8-K Within 5 Business Days of delivery Yes No SEC filings Within 5 Business Days days after filing with SEC (deemed delivered by posting to/linking on Borrower Representative’s website) Yes No Legal action notices and updates (claims over $500,000) Promptly Yes No IP report At the end of each calendar quarter Yes No Bank account statements (with transaction detail) Together with monthly Annual financial statements (upon requestCPA Audited) or when received Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days days after receipt filing Form 10-K with SEC Yes No 205707600 v10No

Appears in 1 contract

Samples: Loan and Security Agreement (Electro Scientific Industries Inc)

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