Reporting Covenant. So long as any Guaranteed Obligations shall remain unsatisfied or any Lender shall have any Commitment, each Guarantor agrees that it shall furnish to the Administrative Agent such information respecting the operations, properties, business or condition (financial or otherwise) of such Guarantor or its Subsidiaries as the Administrative Agent, at the request of any Guaranteed Party, may from time to time reasonably request.
Reporting Covenant. Required Complies ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Financial Covenant Required Actual Complies ------------------ -------- ------ -------- Maintain on a Monthly Basis: Minimum Quick Ratio 1.50:1.00 ____:1.00 Yes No Liquidity 1.50:1.00* ____:1.00 Yes No Tangible Net Worth $ 700,000 $_______ Yes No *Except for months of January, February and March 1997 for which the covenant shall not be tested. --------------------------------------------- Comments Regarding Exceptions: See Attached BANK USE ONLY Received by:__________________________ Sincerely, AUTHORIZED SIGNER _______________________________ Date:_________________________________ SIGNATURE Verified:_____________________________ _______________________________ AUTHORIZED SIGNER TITLE Date:_________________________________ _______________________________ DATE Compliance Status: Yes No --------------------------------------------- EXHIBIT D NEGATIVE PLEDGE AGREEMENT This Negative Pledge Agreement is made as of December 10, 1996, by and between CROSSROADS SOFTWARE, INC. ("Borrower") and SILICON VALLEY BANK ("Bank"). In connection with the Loan Documents being concurrently executed between Borrower and Bank, Borrower agrees as follows:
Reporting Covenant. Commercially reasonable and customary reporting covenant for a financing of this type, which shall require CPC to deliver, without limitation, annual audited financial statements, quarterly unaudited financial statements, annual projections, quarterly management discussion and analysis.
Reporting Covenant. Required Complies ------------------ -------- -------- Compliance Certificate Monthly within 30 days (when borrowing) Yes No 10-Q, 10-K with consolidating statements Within 5 days after filing with SEC Yes No Financial Covenant Required Actual Complies ------------------ -------- ------ -------- Maintain on a Quarterly Basis: Minimum Quick Ratio 1.75:1.0 _____:1.0 Yes No Profitability $1.00 $________ Yes No ------------------------------------------------- Comments Regarding Exceptions: See Attached. BANK USE ONLY Received by: __________________________________ Sincerely, AUTHORIZED SIGNER ______________________________________________ Date: _________________________________________ SIGNATURE Verified: _____________________________________ ______________________________________________ AUTHORIZED SIGNER TITLE Date: _________________________________________ ______________________________________________ DATE Compliance Status: Yes No ------------------------------------------------- Exhibit E- Schedule
Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of Securities) as follows:
Reporting Covenant. Required Complies ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 days Yes No Annual (Audited) FYE within 90 days Yes No 10-Q and 10-K Within 5 days after filing with SEC Yes No A/R & A/P Agings (by invoice date) Monthly within 30 days Yes No Borrowing Base Certificate Monthly within 30 days Yes No Board approved financial projections FYE within 30 days Yes No
Reporting Covenant. As long as the Investors own Registrable Shares, the Parent, at all times while it shall be reporting under the U.S. Exchange Act, covenants to use commercially reasonable efforts to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Parent pursuant to Sections 13(a) or 15(d) of the U.S. Exchange Act.
Reporting Covenant. Required Complies Quarterly financial statements + CC Quarterly within 45 days (if QR below 2 to 1) Yes No Annual (Audited) FYE within 90 days Yes No 10-K & 10Q Within 5 days of filing Yes No A/R Agings Monthly within 30 days (if Advances outstanding) Yes No A/R Audit Annual Yes No Borrowing Base Certificate Monthly within 30 days (if Advances outstanding) Yes No Financial Covenant Required Actual Complies Maintain on a quarterly Basis: Minimum Quick Ratio 1.5:1.00 :1.00 Yes No Minimum Tangible Net Worth $50,000,000, Plus 75% of Net Income, Plus 50% of Net Cash Equity $ Yes No Maintain on a monthly basis when QR is less than 2.0:1.00 Minimum Quick Ratio 1.5:1.00 :1.00 Yes No Have there been updates to Borrower's intellectual property, if appropriate? Yes / No Comments Regarding Exceptions: See Attached. BANK USE ONLY Received by: AUTHORIZED SIGNER Sincerely, Date: Verified: AUTHORIZED SIGNER SIGNATURE Date: TITLE Compliance Status: Yes No DATE Schedule to Loan and Security Agreement The exact correct corporate name of Borrower is (attach a copy of the formation documents, e.g., articles, partnership agreement): Witness Systems, Inc. Borrower's State of formation: Delaware Borrower has operated under only the following other names (if none, so state): None All other address at which the Borrower does business are as follows (attach additional sheets if necessary and include all warehouse addresses): See Attached Sheet Borrower has deposit accounts and/or investment accounts located only at the following institutions: Account Numbers: Liens existing on the Closing Date and disclosed to and accepted by Bank in writing: Investments existing on the Closing Date and disclosed to and accepted by Bank in writing: See Attached Chase and Xxxxxx Statements as of 11/30/01
Reporting Covenant. REQUIRED COMPLIES ------------------ -------- -------- Financial statements with Compliance Certificate (a) Prior to Capitalization Event: Monthly within 30 days Yes No (b) After Capitalization Event: Quarterly within 45 days Yes No Annual (CPA Audited) FYE within 90 days Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC Yes No COVENANTS REQUIRED ACTUAL COMPLIES --------- -------- ------ -------- Deposit at Closing $2,500,000.00 $_______ Yes No Deposit at Occurrence of Capitalization Event $5,000,000.00 $_______ Yes No COMMENTS REGARDING EXCEPTIONS: See Attached. --------------------------------------- Sincerely, BANK USE ONLY _____________________________ Received by: _____________________ Signature AUTHORIZED SIGNER
Reporting Covenant. (a) Unless the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website:
