Common use of Reports by Company and Guarantors Clause in Contracts

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 4 contracts

Samples: Indenture (Uag Connecticut I LLC), Indenture (Atlantic Auto Funding Corp), Indenture (Uag Mentor Acquisition LLC)

AutoNDA by SimpleDocs

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be by filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 3 contracts

Samples: Indenture (Sinclair Broadcast Group Inc), Indenture (Sinclair Broadcast Group Inc), Exhibit (Salem Communications Corp /De/)

Reports by Company and Guarantors. The Company and each Guarantorthe Guarantors shall, as to the case may be, shallextent required by the TIA: (a1) file with the Trustee, within 15 days after the Company or any Guarantorof the Guarantors, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange ActAct of 1934; or, if the Company or any Guarantorof the Guarantors, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantorof the Guarantors, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); andregulations; (c3) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders Holders, in the manner and to the extent provided in Trust Indenture Act TIA Section 313(c), within 30 days after the filing thereof with the Trustee, such summaries of any information, documents and reports required to be filed by the Company or any Guarantorof the Guarantors, as the case may be, pursuant to Section 1019 hereunder and clauses paragraphs (a1) and (b2) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission; and (4) comply in all material respects with all requirements and provisions of the Casino Control Act and notify the Trustee by mail of all formal hearings and formal proceedings materially relating to the Company, the Guarantors or their respective successors, before the Casino Control Commission relating to the plenary casino licenses for the Casino, as the same are scheduled. Such notice shall be in writing and given at least seven days prior to the hearing to which such notice relates, unless a shorter notice is given to the Company in which event the Company shall notify the Trustee promptly upon receiving such definite information as shall be contained in such notice. The Company hereby agrees that the Trustee may, but shall have no obligation to, attend such hearings and other proceedings if permitted to do so by the Casino Control Commission. ARTICLE EIGHT

Appears in 3 contracts

Samples: Indenture (Gb Property Funding Corp), Indenture (Gb Property Funding Corp), Indenture (Gb Property Funding Corp)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be by filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 3 contracts

Samples: Senior Indenture (WSTR Inc), Subordinated Indenture (WSTR Inc), Subordinated Indenture (Capital Automotive Reit)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said SectionsSections , then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be by filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 2 contracts

Samples: Indenture (Capital Automotive Reit), Indenture (Capital Automotive Reit)

Reports by Company and Guarantors. (a) Whether or not the Company is subject to Section 13(a) or 15(d) of the Exchange Act, the Company shall, to the extent permitted under the Exchange Act, file with the Commission the annual reports, quarterly reports and other documents which the Company would have been required to file with the Commission pursuant to such Section 13(a) or 15(d) if the Company were so subject, such documents to be filed with the Commission on or prior to the respective dates (the "Required Filing Dates") by which the Company would have been required so to file such documents if the Company were so subject. The Company and shall also in any event (x) within 15 days of each GuarantorRequired Filing Date (i) transmit by mail to all Holders of Securities, as their names and addresses appear in the case may besecurity register, shall: without cost to such Holders and (aii) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, Trustee copies of the annual reports, quarterly reports and of the information, other documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be would have been required to file with the Commission pursuant to Section 13 13(a) or Section 15(d) of the Exchange Act; or, Act if the Company or any Guarantor, as were subject to such Sections and (y) if filing such documents by the case may be, Company with the Commission is not required to file informationpermitted under the Exchange Act, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements promptly upon written request and payment of the Company reasonable cost of duplication and its Subsidiariesdelivery, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end supply copies of each fiscal year such documents to any prospective Holder of Securities at the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations;'s cost. (b) file For so long as any of the Securities remain outstanding and are "restricted securities" within the meaning of Rule 144(a)(3) under the Securities Act, the Company covenants and agrees that it shall, during any period in which it is not subject to Section 13(a), 13(c) or 15(d) under the Exchange Act, make available to any Holder of the Securities in connection with any sale thereof and any prospective purchaser of the Trustee and the CommissionSecurities from such Holder, in accordance with each case upon request, the rules information specified in, and regulations prescribed from time to time by meeting the Commissionrequirements of, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(aRule 144A(d)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 2 contracts

Samples: Indenture (Styrochem International Inc), Indenture (Styrochem International LTD)

Reports by Company and Guarantors. The Company and each GuarantorGuarantor (to the extent such Guarantor is not a Subsidiary of the Company whose results are included in the consolidated results of the Company filed with the Commission), if any, as the case may be, shall: (a) : file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the CommissionCommission (giving effect to any grace period provided under Rule 12b-25 under the Exchange Act), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, Trustee: within 120 90 days after the end of each fiscal year year, annual consolidated reports of the Company, Company or such Guarantor and its Subsidiaries containing substantially all of the information that would have been required to be contained (ii) file with the Trustee and, pursuant to the extent permitted by law, the Commission, in accordance with the applicable rules and regulations prescribed from time to time by in effect on the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of Issue Date) in an Annual Report on Form 10-K under the Exchange Act in respect if the Company or such Guarantor had been a reporting company under the Exchange Act; within 45 days after the end of a security listed each of the first three fiscal quarters of each fiscal year, quarterly consolidated reports of the Company or such Guarantor and registered on a national securities exchange as may its Subsidiaries containing substantially all of the information that would have been required to be prescribed from time contained (pursuant to time in such applicable rules and regulations; regulations in effect on the Issue Date) in a Quarterly Report on Form 10-Q under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; and within 5 Business Days after the occurrence of each event that would have been required to be reported (bpursuant to the applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act, current reports containing substantially all of the information that would have been required to be contained (pursuant to applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; provided, however, that no such current report will be required to be furnished if the Company determines in its good faith judgment that such event is not material to holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole. file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents regulations; and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 10.18 hereunder and clauses subsections (a) and (band(b) of this Section 7.03 as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTAny such document or report that the Company files with the SEC via the Commission’s XXXXX system shall be deemed to be filed with the Trustee and mailed to all Holders for purposes of this Section 7.03 at the time such documents are filed via the XXXXX system. Delivery of any such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely conclusively on an Officers’ Certificate). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provisions of this Indenture or to ascertain the correctness of the information or statements contained therein. The Trustee is entitled to assume such compliance and correctness unless a Responsible Officer of the Trustee is informed otherwise.

Appears in 2 contracts

Samples: Consent Agreement (Blyth Inc), Supplemental Indenture (Blyth Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a1) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (iA) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated consolidated basis in conformity with GAAPgenerally accepted accounting principles, within 120 days after the end of each fiscal year of the Company, and (iiB) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c3) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a1) and (b2) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 2 contracts

Samples: Subordinated Indenture (Sonic Automotive 1495 Automall DR Columbus Inc), Senior Indenture (Sonic Automotive 1495 Automall DR Columbus Inc)

Reports by Company and Guarantors. The Company Company, and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 2 contracts

Samples: Indenture (Jo-Ann Stores Inc), Indenture (Fca of Ohio Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 1 contract

Samples: Exhibit (Autobahn Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 fifteen days after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated consolidated basis in conformity with GAAPgenerally accepted accounting principles, within 120 one hundred twenty days after the end of each fiscal year of the CompanyFiscal Year, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; provided, however, that documents filed by the Company with the Commission via the XXXXX system (or any successor system) will be deemed filed with the Trustee as of the time such documents are filed via XXXXX (or any successor system); (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 fifteen days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: First Supplemental Indenture (Sonic Automotive Inc)

Reports by Company and Guarantors. The Company and each Guarantor, if any, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 1018 hereunder and clauses subsections (a) and (b) of this Section 704 as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Ingles Markets Inc)

Reports by Company and Guarantors. The Company and each GuarantorGuarantor (with respect to any series of securities in which the Guarantor is obligated), as the case may be, shall: (a1) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (iA) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated consolidated basis in conformity with GAAPgenerally accepted accounting principles, within 120 days after the end of each fiscal year of the Company, and (iiB) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a314 (a)); and (c3) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c313 (c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a1) and (b2) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: Subordinated Indenture (Sonic Automotive Inc)

Reports by Company and Guarantors. The Company Company, and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAPGAAP as then in effect, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); andadditional (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Zale Delaware Inc)

Reports by Company and Guarantors. The Company Company, and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 30 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company Company, or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Viking Distillery Inc)

Reports by Company and Guarantors. The Company Company, and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required (subject to all applicable extensions and provisions for incorporation by reference) to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, 101 documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAPgenerally accepted accounting principles then in effect, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT

Appears in 1 contract

Samples: Exhibit (Tri R of Orlando Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, pursuant to Section 314(a) of the Trust Indenture Act, shall: (a1) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange ActAct of 1934; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c3) transmit within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act Section 313(c)Act, such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses paragraphs (a1) and (b2) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: Indenture (Winn Dixie Logistics Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as pursuant to Section 314(a) of the case may beTrust Indenture Act, shall: (a) file with the Trustee, within 15 days after the Company or any such Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor such Guarantor, as the case may be, may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, Guarantor is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any such Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act Section 313(c)Act, such summaries of any information, documents and reports required to be filed by the Company or any such Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses paragraphs (a1) and (b2) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTDelivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates).

Appears in 1 contract

Samples: Indenture (Sealy Corp)

Reports by Company and Guarantors. The PCI and the Company will furnish, or will cause to be furnished, to the Trustee (for the benefit of the Trustee and each Guarantorthe Holders) copies of the following financial statements, reports, notices and information and shall perform, or cause to be performed, such other covenants as the case may be, shall:are set forth below. (a) Within ninety (90) days after each Fiscal Year, a copy of the annual audited financial statements of PCI, the Company and their respective Subsidiaries, as well as of any of the Guarantors as are required to file their annual audited financial statements with the Commission pursuant to the Securities Act or the Exchange Act and the rules and regulations thereunder, prepared on a consolidated basis and in conformity with GAAP and certified by an independent certified public accountant who shall be satisfactory to the Trustee, together with (i) a certificate from such accountant to the effect that, in making the examination necessary for the signing of such annual audit report, such accountant has not become aware of any Default that has occurred and is continuing and that relates to financial or other accounting matters or the covenants set forth in Article Ten or, if such accountant has become aware of any such event, describing it, and (ii) if prepared in connection with the annual audit report, the annual operating statements of PCI, the Company and such Subsidiaries prepared on a consolidating basis and in conformity with GAAP applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer or assistant treasurer. (b) Within forty-five (45) days after the end of each Fiscal Quarter, a copy of the unaudited financial statements of PCI, the Company and their respective Subsidiaries, as well as of any Guarantors as are required to file their quarterly financial statements with the Commission pursuant to the Securities Act or the Exchange Act, and the rules and regulations thereunder, prepared on a consolidating and consolidated basis and in conformity with GAAP (subject to normal year-end audit adjustments) and applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer and consisting of at least a balance sheet as at the close of such Fiscal Quarter and an income statement and cash flow statement for such Fiscal Quarter compared, in each case, to the actual results for the same period during the prior Fiscal Year and to the Company's budget delivered pursuant to clause (c) below for the current Fiscal Year. (c) Within thirty (30) days after the end of each Fiscal Year of PCI and the Company, a copy of an annual budget of PCI, the Company and their respective Subsidiaries for the current Fiscal Year, prepared on a consolidated basis applied in a manner consistent with the prior Fiscal Year's financial statements, signed by PCI's and the Company's chief financial officer or assistant treasurer and consisting of at least a balance sheet, an income statement and a cash flow statement, each calculated on a quarter by quarter basis. (i) File, or caused to be filed, all applicable periodic reports and other reports and documents pursuant to Section 13 or 15(d) of the Exchange Act, and the rules and regulations thereunder, within the time limits or periods specified therein, and remain, and cause each other applicable Obligor and applicable Obligor Subsidiary to remain, a company reporting to the Commission under Section 13 or 15(d) of the Exchange Act and such rules and regulations or part of a group of consolidated companies, one or more whom reports or report to the Commission in such manner, and (ii) within five (5) days of such filing or report having been made, (x) transmit by mail to Holders of Securities, as their names and addresses appear in the Security Register, without cost to such Holders, and (y) file with the Trustee, within 15 days after the Company Trustee copies of each filing and report made by any Obligor or any GuarantorObligor Subsidiary, or any third party with respect to any Obligor or Obligor Subsidiary with or to any securities exchange or the Commission or any Securities Commission in Canada, including any registration statements and all amendments thereto filed with respect to the Securities, or as required pursuant to this Indenture or any other document relating thereto. (e) Prompt notice of the occurrence of (i) a Default or (ii) a default (or of any default of the nature specified in Section 501(1), whether or not in respect of any Indebtedness incurred hereunder or permitted hereby) by any Obligor or any Obligor Subsidiary under any material note, indenture, loan agreement, mortgage, lease or other material similar agreement to which any Obligor or any Obligor Subsidiary, as the case may be, is required a party or by which it is bound (including any of the Indenture Documents or Transaction Documents), in each case, together with an Officers' Certificate specifying such Default or such other default or event of default and what action the Company is taking or proposes to file take with respect thereto. (f) Notice of the same with entry of any judgment or decree, or judgments or decrees, against any Obligor or any Obligor Subsidiary, if the Commissionamount of such individual judgment or decree equals or exceeds $500,000 or the aggregate amount of all such judgments and decrees equals or exceeds $1,000,000. (g) Subject to Section 1008, copies of any material amendments, waivers or consents, notices of breach or default, notices relating to the annual reports exercise or nonexercise of any remedy available to any Person, notices of indemnity or other material claims, and written materials relating to the exercise of the informationany rights derived from or arising in connection with, documents any material Indebtedness of any Obligor or any Obligor Subsidiary and other reports written communications of a material nature, including any communications by any Obligor or Obligor Subsidiary in connection with the Indenture Documents other than any such notice or other written materials already sent to the Holders or the Trustee pursuant to any other Section of this Indenture (or in each case such copies of such portions of shall be furnished promptly). (h) Any statement, report, notice and/or information required to be delivered to the Collateral Agent pursuant to any of the foregoing Security Documents at the same time as delivery thereof to the Commission may Collateral Agent. (i) Any information required to be provided pursuant to other provisions of this Indenture, and such other reports or information from time to time requested by rules and regulations prescribe) which the Company Trustee, the Collateral Agent or any Guarantor may be Holder. Notwithstanding anything herein to the contrary, any of the financial statements, reports, notices or other information required to file with the Commission be furnished pursuant to Section 13 7.04(e)(ii), Section 704(g) (in respect of Indebtedness other than that pursuant to this Indenture) or Section 15(d704(i) of which contain or contains non-public information, as reasonably determined by PCI and the Exchange Act; orCompany, if shall be identified in writing as non-public information by PCI and the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, upon delivery thereof to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance Trustee shall not disclose such non-public information to any Holder without such Holder having entered into a confidentiality agreement on customary terms with the rules and regulations prescribed from time Trustee (which terms shall be satisfactory to time by the Commission, Trustee) in respect of such additional information, documents and non-public information pursuant to which agreement such Holder shall be required to keep such information confidential for so long as such information shall not be public. The Trustee has no duty to review any financial or other reports for purposes of determining compliance with respect to compliance by the Company this or any Guarantor, as the case may be, with the conditions and covenants other provisions of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the CommissionIndenture. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Pioneer Companies Inc)

AutoNDA by SimpleDocs

Reports by Company and Guarantors. The Company and each Guarantor, if any, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the CommissionCommission (giving effect to any grace period provided under Rule 12b-25 under the Exchange Act), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, Trustee: (1) within 120 90 days after the end of each fiscal year year, annual consolidated reports of the Company, Company or such Guarantor and its Subsidiaries containing substantially all of the information that would have been required to be contained (ii) file with the Trustee and, pursuant to the extent permitted by law, the Commission, in accordance with the applicable rules and regulations prescribed from time to time by in effect on the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of Issue Date) in an Annual Report on Form 10-K under the Exchange Act in respect if the Company or such Guarantor had been a reporting company under the Exchange Act; (2) within 45 days after the end of a security listed each of the first three fiscal quarters of each fiscal year, quarterly consolidated reports of the Company or such Guarantor and registered on a national securities exchange as may its Subsidiaries containing substantially all of the information that would have been required to be prescribed from time contained (pursuant to time in such applicable rules and regulations;regulations in effect on the Issue Date) in a Quarterly Report on Form 10-Q under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; and (3) within 5 Business Days after the occurrence of each event that would have been required to be reported (pursuant to the applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act, current reports containing substantially all of the information that would have been required to be contained (pursuant to applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; provided, however, that no such current report will be required to be furnished if the Company determines in its good faith judgment that such event is not material to holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole. (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 10.18 hereunder and clauses subsections (a) and (band(b) of this Section 7.03 as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTAny such document or report that the Company files with the SEC via the Commission’s XXXXX system shall be deemed to be filed with the Trustee and mailed to all Holders for purposes of this Section 7.03 at the time such documents are filed via the XXXXX system. Delivery of any such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely conclusively on an Officers’ Certificate). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provisions of this Indenture or to ascertain the correctness of the information or statements contained therein. The Trustee is entitled to assume such compliance and correctness unless a Responsible Officer of the Trustee is informed otherwise. Section 8.01 Company and Guarantors, if Any, May Consolidate, etc.,

Appears in 1 contract

Samples: Indenture (Spartan Stores Inc)

Reports by Company and Guarantors. The Company and each Guarantor, if any, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the CommissionCommission (giving effect to any grace period provided under Rule 12b-25 under the Exchange Act), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, Trustee: (1) within 120 90 days after the end of each fiscal year year, annual consolidated reports of the Company, Company or such Guarantor and its Subsidiaries containing substantially all of the information that would have been required to be contained (ii) file with the Trustee and, pursuant to the extent permitted by law, the Commission, in accordance with the applicable rules and regulations prescribed from time to time by in effect on the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of Issue Date) in an Annual Report on Form 10-K under the Exchange Act in respect if the Company or such Guarantor had been a reporting company under the Exchange Act; (2) within 45 days after the end of a security listed each of the first three fiscal quarters of each fiscal year, quarterly consolidated reports of the Company or such Guarantor and registered on a national securities exchange as may its Subsidiaries containing substantially all of the information that would have been required to be prescribed from time contained (pursuant to time in such applicable rules and regulations;regulations in effect on the Issue Date) in a Quarterly Report on Form 10-Q under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; and (3) within 5 Business Days after the occurrence of each event that would have been required to be reported (pursuant to the applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act, current reports containing substantially all of the information that would have been required to be contained (pursuant to applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; provided, however, that no such current report will be required to be furnished if the Company determines in its good faith judgment that such event is not material to holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole. (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 10.18 hereunder and clauses subsections (a) and (band(b) of this Section 7.03 as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTAny such document or report that the Company files with the SEC via the Commission’s XXXXX system shall be deemed to be filed with the Trustee and mailed to all Holders for purposes of this Section 7.03 at the time such documents are filed via the XXXXX system. Delivery of any such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely conclusively on an Officers’ Certificate). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provisions of this Indenture or to ascertain the correctness of the information or statements contained therein. The Trustee is entitled to assume such compliance and correctness unless a Responsible Officer of the Trustee is informed otherwise.

Appears in 1 contract

Samples: Indenture (Blyth Inc)

Reports by Company and Guarantors. The Company Company, Finance Corp. and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company Company, Finance Corp. or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company Company, Finance Corp. or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company Company, Finance Corp. or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company Company, Finance Corp. or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be -98- 112 filed by the Company Company, Finance Corp. or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: Indenture (Lower Road Associates LLC)

Reports by Company and Guarantors. The PCI and the Company will furnish, or will cause to be furnished, to the Trustee copies of the following financial statements, reports, notices and each Guarantorinformation and shall perform, or cause to be performed, such other covenants as the case may be, shall:are set forth below. (a) Deliver, within ninety (90) days after each Fiscal Year, a copy of the annual audited financial statements of PCI, the Company and their respective Subsidiaries, as well as of any of the Guarantors as are required to file their annual audited financial statements with the Commission pursuant to the Securities Act or the Exchange Act and the rules and regulations thereunder, prepared on a consolidated basis and in conformity with GAAP and certified by an independent certified public accountant who shall be satisfactory to the Trustee, together with (i) a certificate from such accountant to the effect that, in making the examination necessary for the signing of such annual audit report, such accountant has not become aware of any Default or Event of Default that has occurred and is continuing and that relates to financial or other accounting matters or the covenants set forth in Article Ten or, if such accountant has become aware of any such event, describing it, and (ii) if prepared in connection with the annual audit report, the annual operating statements of PCI, the Company and such Subsidiaries prepared on a consolidating basis and in conformity with GAAP applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer or assistant treasurer. (b) Deliver, within forty-five (45) days after the end of each Fiscal Quarter, a copy of the unaudited financial statements of PCI, the Company and their respective Subsidiaries, as well as of any Guarantors as are required to file their quarterly financial statements with the Commission pursuant to the Securities Act or the Exchange Act, and the rules and regulations thereunder, prepared on a consolidating and consolidated basis and in conformity with GAAP (subject to normal year-end audit adjustments) and applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer and consisting of at least a balance sheet as at the close of such Fiscal Quarter and an income statement and cash flow statement for such Fiscal Quarter compared, in each case, to the actual results for the same period during the prior Fiscal Year and to the Company's budget delivered pursuant to clause (c) below for the current Fiscal Year. (c) (i) File, or caused to be filed, all applicable periodic reports and other reports and documents pursuant to Sections 13 or 15(d) of the Exchange Act, and the rules and regulations thereunder, within the time limits or periods specified therein, and remain, and cause each other applicable Obligor and applicable Obligor Subsidiary to remain, a company reporting to the Commission under Section 13 or 15(d) of the Exchange Act and such rules and regulations or part of a group of consolidated companies, one or more whom reports or report to the Commission in such manner, and (ii) within five (5) days of such filing or report having been made, (x) transmit by mail to Holders of Securities, as their names and addresses appear in the Security Register, without cost to such Holders, and (y) file with the Trustee, within 15 days after the Company Trustee copies of each filing and report made by any Obligor or any GuarantorObligor Subsidiary, or any third party with respect to any Obligor or Obligor Subsidiary with or to any securities exchange or the Commission or any Securities Commission in Canada, including any registration statements and all amendments thereto filed with respect to the Securities, or as required pursuant to this Indenture or any other document relating thereto. (d) Give prompt notice of the occurrence of (i) a Default or (ii) a default (or of any default of the nature specified in Section 501(1), whether or not in respect of any Indebtedness incurred hereunder or permitted hereby) by any Obligor or any Obligor Subsidiary under any material note, indenture, loan agreement, mortgage, lease or other material similar agreement to which any Obligor or any Obligor Subsidiary, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports a party or by which it is bound (or copies of such portions of including any of the foregoing Indenture Documents or Transaction Documents), in each case together with an Officers' Certificate specifying such Default or such other default or event of default and what action the Company is taking or proposes to take with respect thereto. (e) Give notice of the entry of any judgment or decree, or judgments or decrees, against any Obligor or any Obligor Subsidiary, if the amount of such individual judgment or decree equals or exceeds $500,000 or the aggregate amount of all such judgments and decrees equals or exceeds $1,000,000. (f) Subject to Section 1008, deliver copies of any material amendments, waivers or consents, notices of breach or default, notices relating to the exercise or nonexercise of any remedy available to any Person, notices of indemnity or other material claims, and written materials relating to the exercise of any rights derived from or arising in connection with, any material Indebtedness of any Obligor or Obligor Subsidiary and other written communications of a material nature, including any communications by any Obligor or Obligor Subsidiary in connection with the Indenture Documents other than any such notice or other written materials already sent to the Holders or the Trustee pursuant to any other Section of this Indenture (in each case such copies shall be furnished promptly). (g) Deliver any statement, report, notice and/or information required to be delivered to the Collateral Agent pursuant to any of the Security Documents at the same time as delivery thereof to the Commission may Collateral Agent. (h) Provide any information required to be provided pursuant to other provisions of this Indenture, and such other reports or information from time to time requested by rules and regulations prescribe) which the Company Trustee, the Collateral Agent or any Guarantor may be Holder. Notwithstanding anything herein to the contrary, any of the financial statements, reports, notices or other information required to file with the Commission be furnished pursuant to Section 13 704(d)(ii), Section 704(f) (in respect of Indebtedness other than that pursuant to this Indenture) or Section 15(d704(h) of which contain or contains non-public information, as reasonably determined by PCI and the Exchange Act; orCompany, if shall be identified in writing as non-public information by PCI and the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, upon delivery thereof to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance Trustee shall not disclose such non-public information to any Holder without such Holder having entered into a confidentiality agreement on customary terms with the rules and regulations prescribed from time Trustee (which terms shall be satisfactory to time by the Commission, Trustee) in respect of such additional information, documents and non-public information pursuant to which agreement such Holder shall be required to keep such information confidential for so long as such information shall not be public. The Trustee has no duty to review any financial or other reports for purposes of determining compliance with respect to compliance by the Company this or any Guarantor, as the case may be, with the conditions and covenants other provisions of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the CommissionIndenture. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Pioneer Companies Inc)

Reports by Company and Guarantors. The Company and each Guarantor, if any, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the CommissionCommission (giving effect to any grace period provided under Rule 12b-25 under the Exchange Act), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, Trustee: (1) within 120 90 days after the end of each fiscal year year, annual consolidated reports of the Company, Company and its Subsidiaries containing substantially all of the information that would have been required to be contained (ii) file with the Trustee and, pursuant to the extent permitted by law, the Commission, in accordance with the applicable rules and regulations prescribed from time to time by in effect on the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of Issue Date) in an Annual Report on Form 10-K under the Exchange Act in respect if the Company or such Guarantor had been a reporting company under the Exchange Act; (2) within 45 days after the end of a security listed each of the first three fiscal quarters of each fiscal year, quarterly consolidated reports of the Company and registered on a national securities exchange as may its Subsidiaries containing substantially all of the information that would have been required to be prescribed from time contained (pursuant to time in such applicable rules and regulationsregulations in effect on the Issue Date) in a Quarterly Report on Form 10-Q under the Exchange Act if the Company or such Guarantor had been a reporting company under the Exchange Act; and (3) within 5 Business Days after the occurrence of each event that would have been required to be reported (pursuant to the applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company had been a reporting company under the Exchange Act, current reports containing substantially all of the information that would have been required to be contained (pursuant to applicable rules and regulations in effect on the Issue Date) in a Current Report on Form 8-K under the Exchange Act if the Company had been a reporting company under the Exchange Act; provided, however, that no such current report will be required to be furnished if the Company determines in its good faith judgment that such event is not material to holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 10.18 hereunder and clauses subsections (a) and (b) of this Section 7.03 as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTAny such document or report that the Company files with the SEC via the Commission’s XXXXX system shall be deemed to be filed with the Trustee and mailed to all Holders for purposes of this Section 7.03 at the time such documents are filed via the XXXXX system. Delivery of any such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely conclusively on an Officers’ Certificate). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provisions of this Indenture or to ascertain the correctness of the information or statements contained therein. The Trustee is entitled to assume such compliance and correctness unless a Responsible Officer of the Trustee is informed otherwise. Section 8.01 Company and Guarantors, if Any, May Consolidate, etc.,

Appears in 1 contract

Samples: Indenture (Power Solutions International, Inc.)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be by filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTEIGHT ------------- CONSOLIDATION, MERGER, ---------------------- CONVEYANCE, TRANSFER OR LEASE -----------------------------

Appears in 1 contract

Samples: Subordinated Indenture (Sinclair Broadcast Group Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, any Guarantor shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a))regulations; and (c) transmit or cause to be transmitted by mail to all Holders, as their names and addresses appear in the Security Register, within 15 30 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c3.13(c), such summaries of any information, documents and reports required to be by filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses Subsections (a) and (b) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHTDelivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer's Certificates).

Appears in 1 contract

Samples: Exhibit (Salem Communications Corp /De/)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: Exhibit (Sonic Automotive Clearwater Inc)

Reports by Company and Guarantors. The PCI and the Company will furnish, or will cause to be furnished, to each Holder and each Guarantorthe Trustee copies of the following financial statements, reports, notices and information and shall perform, or cause to be performed, such other covenants as the case may be, shall:are set forth below. (a) file with the TrusteeAnnual Audited Financial Statements. Deliver, within 15 ninety (90) days after the Company or any Guarantoreach Fiscal Year, as the case may be, is required to file the same with the Commission, copies a copy of the annual reports audited financial statements of PCI, the Company and of the informationtheir respective Subsidiaries, documents and other reports (or copies of such portions as well as of any of the foregoing Guarantors as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be are required to file their annual audited financial statements with the Commission pursuant to the Securities Act or the Exchange Act and the rules and regulations thereunder, prepared on a consolidated and consolidating basis and in conformity with GAAP and certified by an independent certified public accountant who shall be satisfactory to the Trustee, together with (i) a certificate from such accountant to the effect that, in making the examination necessary for the signing of such annual audit report, such accountant has not become aware of any Default or Event of Default that has occurred and is continuing and that relates to financial or other accounting matters or the covenants set forth in Article Ten or, if such accountant has become aware of any such event, describing it, and (ii) if prepared in connection with the annual audit report, the annual operating statements 73 86 of PCI, the Company and such Subsidiaries prepared on a consolidating basis and in conformity with GAAP applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer or assistant treasurer. (b) Quarterly Financial Statements. Deliver, within forty-five (45) days after the end of each Fiscal Quarter, a copy of the unaudited financial statements of PCI, the Company and their respective Subsidiaries, as well as of any Guarantors as are required to file their quarterly financial statements with the Commission pursuant to the Securities Act or the Exchange Act, and the rules and regulations thereunder, prepared on a consolidating and consolidated basis and in conformity with GAAP and applied in a manner consistent with the audit report referred to in preceding clause (a)(i) of this Section 704, signed by PCI's, the Company's and such other Guarantor's chief financial officer and consisting of at least a balance sheet as at the close of such Fiscal Quarter and an income statement and cash flow statement for such Fiscal Quarter compared, in each case, to the actual results for the same period during the prior Fiscal Year and to the Company's budget delivered pursuant to clause (c) below for the current Fiscal Year. (i) File, or caused to be filed, all applicable periodic reports and other reports and documents pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if and the Company or any Guarantorrules and regulations thereunder, as within the case may betime limits periods specified therein, is not required and remain, and cause each other applicable Obligor and applicable Obligor Subsidiary to file informationremain, documents or reports pursuant to either of said Sections, then it shall (i) deliver a company reporting to the Trustee annual audited financial statements Commission under Section 13 or 15(d) of the Company Exchange Act and its Subsidiariessuch rules and regulations or part of a group of consolidated companies, prepared on a Consolidated basis one or more whom reports or report to the Commission in conformity with GAAP, within 120 days after the end of each fiscal year of the Companysuch manner, and (ii) file with within five (5) days of such filing or report having been made, (x) transmit by mail to Holders of Securities, as their names and addresses appear in the Trustee andSecurity Register, without cost to the extent permitted by lawsuch Holders, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (by) file with the Trustee copies of each filing and report made by any Obligor or any Obligor Subsidiary, or any third party with respect to any Obligor or Obligor Subsidiary with or to any securities exchange or the CommissionCommission or any Securities Commission in Canada, in accordance including any registration statements and all amendments thereto filed with respect to the rules Securities, or as required pursuant to this Indenture or any other document relating thereto. (d) Give prompt notice of the occurrence of (i) a Default or an Event of Default or (ii) a default by any Obligor or any Obligor Subsidiary under any material note, indenture, loan agreement, mortgage, lease, deed or other material similar agreement to which any Obligor or any Obligor Subsidiary, as appropriate, is a party or by which it is bound (including any of the Indenture Documents and regulations prescribed Transaction Documents). (e) Deliver any statement, report, notice and/or information required to be delivered to the Collateral Agent pursuant to any of the Security Documents at the same time as delivery thereof to the Collateral Agent. (f) Provide any information required to be provided pursuant to other provisions of this Indenture, and such other reports or information from time to time requested by the Commission, such additional information, documents and reports with respect to compliance by the Company Trustee or any Guarantor, as the case may be, Holder. The Trustee has no duty to review any financial or other reports for purposes of determining compliance with the conditions and covenants this or any other provisions of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses (a) and (b) of this Section as are required by rules and regulations prescribed from time to time by the CommissionIndenture. ARTICLE EIGHT

Appears in 1 contract

Samples: Indenture (Pioneer Companies Inc)

Reports by Company and Guarantors. The Company and each Guarantorthe Guarantors shall, as to the case may be, shallextent required by the TIA: (a1) file with the Trustee, within 15 days after the Company or any Guarantorof the Guarantors, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange ActAct of 1934; or, if the Company or any Guarantorof the Guarantors, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (i) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated basis in conformity with GAAP, within 120 days after the end of each fiscal year of the Company, and (ii) file with the Trustee and, to the extent permitted by law, and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantorof the Guarantors, as the case may be, with the conditions and covenants of this Indenture as are may be required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); andregulations; (c3) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders Holders, in the manner and to the extent provided in Trust Indenture Act TIA Section 313(c), within 30 days after the filing thereof with the Trustee, such summaries of any information, documents and reports required to be filed by the Company or any Guarantorof the Guarantors, as the case may be, pursuant to Section 1019 hereunder and clauses paragraphs (a1) and (b2) of this Section as are may be required by rules and regulations prescribed from time to time by the Commission; and (4) comply in all material respects with all requirements and provisions of the Casino Control Act and notify the Trustee by mail of all formal hearings and formal proceedings materially relating to the Company, the Guarantors or their respective successors, before the Casino Control Commission relating to the plenary casino licenses for the Casino, as the same are scheduled. ARTICLE EIGHTSuch notice shall be in writing and given at least seven days prior to the hearing to which such notice relates, unless a shorter notice is given to the Company in which event the Company shall notify the Trustee promptly upon receiving such definite information as shall be contained in such notice. The Company hereby agrees that the Trustee may, but shall have no obligation to, attend such hearings and other proceedings if permitted to do so by the Casino Control Commission.

Appears in 1 contract

Samples: Indenture (Gb Holdings Inc)

Reports by Company and Guarantors. The Company and each Guarantor, as the case may be, shall: (a1) file with the Trustee, within 15 days after the Company or any Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or any Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company or any Guarantor, as the case may be, is not required to file information, documents or reports pursuant to either of said Sections, then it shall (iA) deliver to the Trustee annual audited financial statements of the Company and its Subsidiaries, prepared on a Consolidated consolidated basis in conformity with GAAPgenerally accepted accounting principles, within 120 days after the end of each fiscal year of the Company, and (iiB) file with the Trustee and, to the extent permitted by law, the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (b2) file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or any Guarantor, as the case may be, with the conditions and covenants of this Indenture as are required from time to time by such rules and regulations (including such information, documents and reports referred to in Trust Indenture Act Section 314(a)); and (c3) within 15 days after the filing thereof with the Trustee, transmit by mail to all Holders in the manner and to the extent provided in Trust Indenture Act Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or any Guarantor, as the case may be, pursuant to Section 1019 hereunder and clauses subsections (a1) and (b2) of this Section as are required by rules and regulations prescribed from time to time by the Commission. ARTICLE EIGHT.

Appears in 1 contract

Samples: Senior Indenture (Sonic Automotive Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!