Common use of Additional Reporting Clause in Contracts

Additional Reporting. (i) Until a Senior Subordinated Note Termination, concurrently with the incurrence of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) of the Senior Subordinated Note Indenture, and “Net Proceeds” (as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunder; (ii) In the event that there are any outstanding obligations under either (A) the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan Facility, in each case on the date forty-five (45) days prior to the then scheduled maturity date thereof, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facility; (iii) Until a Senior Subordinated Note Termination, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b), a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and (iv) Promptly upon Administrative Agent’s reasonable request from time to time, a certificate of a Responsible Officer of Amscan, in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation of the Maximum ABL Credit Facility Amount and the Maximum ABL Total Debt Amount as of the date of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents.

Appears in 1 contract

Sources: Abl Credit Agreement (Amscan Holdings Inc)

Additional Reporting. In the case of clauses (i), (ii), (iii), (iv) and (v) below, during the Covenant Relief Period only, and in the case of clause (vi) below, until the Security Release Date, the Borrower will: (i) Until a Senior Subordinated Note Termination, concurrently with within 30 days after the incurrence end of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) each fiscal year of the Senior Subordinated Note IndentureBorrower, deliver to the Agent an updated five year financial forecast in form and “Net Proceeds” (as defined in scope satisfactory to the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunderAgent, acting reasonably; (ii) In within (x) 45 days after the end of the first three fiscal quarters of each fiscal year of the Borrower, and (y) 90 days after the end of each fiscal year (but in any event that there are not more than 5 days after the filing by the Borrower of its quarterly and annual financial statements on ▇▇▇▇▇.▇▇▇), host a business and financial update call with the Lenders which call shall include (I) a discussion of the last completed fiscal quarter or fiscal year of the Borrower, as the case may be, and in the case of any outstanding obligations under either forecast update, the corresponding updated five year financial forecast delivered pursuant to clause (Ai) the Senior Subordinated Note Documents or above and (BII) the Senior Secured Term Loan Facility, in each case an update on the date forty-five (45) days prior to implementation of the then scheduled maturity date thereof, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan FacilityHedging Plan; (iii) Until a Senior Subordinated provide the Agent with copies of any amendments to, waivers and consents under, or other material notices received or delivered under, the Note TerminationAgreements, together with each including notice of any changes to the covenant relief period thereunder, promptly upon receipt or delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b), a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; andthereof; (iv) Promptly upon Administrative Agentprovide the Agent with notice of any material changes to (i) the Hedge Plan or (ii) the Borrower’s reasonable request hedging policy adopted by its board of directors and in effect from time to time, within 5 days after such change is made or occurs; (v) within 45 days after the end of each fiscal quarter of the Borrower, deliver to the Agent: (A) the Simplified PWT Model for such fiscal quarter, each remaining fiscal quarter in the then current fiscal year of the Borrower and each fiscal quarter of the next succeeding fiscal year of the Borrower; and (1) to the extent not included in the financial statements of the Borrower for the then most recently ended fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 14.1(h) hereof, a certificate of a Responsible Officer of Amscansummary, in form the aggregate for each category, of all outstanding oil, gas and substance reasonably satisfactory non-commodity ▇▇▇▇▇▇, including the marked to Administrative Agentmarket value, setting forth in reasonable detail a calculation the aggregate, for each such category and (2) the respective percentages of projected oil and gas production over the 12 successive calendar months following the end of such fiscal quarter of the Maximum ABL Credit Facility Amount and the Maximum ABL Total Debt Amount Borrower that is subject to commodity hedging arrangements existing as of the date last day of such request. Documents required to be delivered pursuant to this Section 5.01 fiscal quarter; and (vi) provide the Agent with no less than 15 days’ prior written notice (or such shorter period as the Agent may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (iagree) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed of any change to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting legal name of any such documents and provide to Loan Party or the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents.jurisdictions in which a Loan Party carries on business or owns any material assets from those set out in Schedule F.

Appears in 1 contract

Sources: Credit Agreement (Penn West Petroleum Ltd.)

Additional Reporting. The Borrower agrees that it will deliver the following information to the Administrative Agent for distribution to the Lenders (with a copy to E&Y): (a) no later than 30 days after the end of each month, beginning with the first delivery on July 30, 2003 for the month of June 2003, (i) Until a Senior Subordinated Note Termination, concurrently with the incurrence consolidated statements of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) income and cash flows of the Senior Subordinated Note Indenture, Borrower and “Net Proceeds” (as defined in its Subsidiaries for such month and for the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since year to date and a consolidated balance sheet of the date Borrower and its Subsidiaries as at the end of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) such month and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunder; (ii) In consolidated and consolidating statements of income and cash flows of Loral and its Subsidiaries for such month and for the event year to date and a consolidated and consolidating balance sheets of Loral and its Subsidiaries as at the end of such month (provided that there are any outstanding obligations under either (A) such consolidating information is required only for the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan FacilitySpecified Subsidiaries), in each case (iii) also including a calculation in reasonable detail of Consolidated EBITDA for such month and for the year to date and (iv) compared in reasonable detail to the projections contained in the Updated Business Plan and accompanied by an explanation of any significant variances; (b) on the date forty-five (45) days prior to second Business Day of April and May, and starting with the then scheduled maturity date thereofweek of May 19, Administrative Agent shall have received from Amscan projections 2003 on the second Business Day of each week, a weekly consolidated cash forecast, in scope and form reasonably satisfactory to the Administrative Agent showing Excess Availability during in consultation with E&Y, for (i) the Borrower and its Subsidiaries and (ii) Loral and its Subsidiaries (including also, in the case of Loral, such fortyconsolidating detail for the Specified Subsidiaries as is reasonably requested by the Administrative Agent) for the following 13-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facilityweek period; (iiic) Until no later than two Business Days after the end of each quarter, starting with the quarter ended March 31, 2003, a Senior Subordinated Note Terminationreport of the Borrower's Cash Balance as at the last day of such quarter; (d) on the second Business Day of each week, together with each delivery a statement of financial statements the Borrower's Cash Balance and of Amscan Loral's Cash Balance (including also, in the case of Loral, such consolidating detail for the Specified Subsidiaries as is reasonably requested by the Administrative Agent) as at the last Business Day of the immediately preceding week, and its Subsidiaries beginning on May 19, 2003 accompanied by a comparison to the weekly consolidated cash forecast for such week previously provided pursuant to Section 5.01(b)5(b) above and an explanation of any significant variances, a duly executed all in scope and delivered certificate of a Responsible Officer of Amscan showing form reasonably satisfactory to the Administrative Agent in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together consultation with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal monthsE&Y; and (ive) Promptly upon Administrative Agent’s reasonable request from time to timeno later than June 15, 2003, an updated business plan for 2003-2006, providing information on a certificate of monthly basis for 2003 (beginning with July), on a Responsible Officer of Amscanquarterly basis for 2004 and on an annual basis for 2005 and 2006, in scope and form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation of the Maximum ABL Credit Facility Amount and the Maximum ABL Total Debt Amount as of the date of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); providedin consultation with E&Y, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents including a comparison to the Administrative Agent comparable information in the Initial Business Plan (to the extent possible, in the case of 2003, given that the Initial Business Plan provides information on a quarterly basis for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent 2003) and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting an explanation of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documentssignificant variances.

Appears in 1 contract

Sources: Credit Agreement (Loral Space & Communications LTD)

Additional Reporting. In addition to any and all reporting requirements set forth in the Credit Agreement, the Borrower shall provide to the Administrative Agent (for subsequent distribution to Lenders) the following during the Waiver Period, which in each case shall be in form and substance acceptable to Administrative Agent in its sole discretion: (i) Until On each Monday, a Senior Subordinated Note Terminationthirteen-week cash report for the subsequent thirteen-week period setting forth all forecasted receipts and disbursements on a weekly basis (“Cash Forecast”) and a variance report (A) comparing the Credit Parties’ actual cash receipts, concurrently with the incurrence of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) of the Senior Subordinated Note Indenturedisbursements, and “Net Proceeds” (cash flows for the immediate preceding week to projected cash receipts, disbursements, and cash flows for such week as defined set forth in the Senior Subordinated Note Indentureimmediately prior Cash Forecast, (B) of “Asset Sales” (as defined comparing the material variances to the amounts set forth in the Senior Subordinated Note Indentureapplicable Cash Forecast, and (C) that have been applied by Amscan including footnotes or other similar notations describing any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined material differences in the Senior Subordinated Note Indenture) actual versus forecasted results (and the Credit Parties’ shall provide the Administrative Agent access to repay any revolving credit Indebtedness under a “the Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunderParties’ management team to discuss material variances); (ii) In On or prior to the event that there are any outstanding obligations under either twentieth (20th) day of each calendar month (commencing on February 20, 2024), (A) a copy of the Senior Subordinated Note Documents or (B) Consolidated balance sheet of the Senior Secured Term Loan FacilityParent and its Subsidiaries as of the end of the preceding monthly period and related Consolidated statements of income and retained earnings and of cash flows for the Parent and its Subsidiaries for such preceding monthly period and for the portion of the fiscal year ending with such preceding monthly period, in each case a report setting forth all variances on a line-item and aggregate basis, from the date forty-five (45) days prior amount set forth for such period as compared to the then scheduled maturity date thereof, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facility; (iii) Until a Senior Subordinated Note Termination, together with each delivery of financial statements of Amscan and its Subsidiaries 2024 Budget provided pursuant to Section 5.01(b)5(a)(iv) of this Amendment and Waiver and including management discussion and analysis of operating results inclusive of operating metrics in comparative form, a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4B) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing substantially in the form of Exhibit 5.2(b) of the Credit Agreement stating that (x) such financial statements present fairly in all material respects the financial position of the Credit Parties and their Subsidiaries on a consolidated basis for the periods indicated in conformity with GAAP (subject, in the case of interim statements, to normal recurring year end audit adjustments and the absence of footnotes) applied on a consistent basis and (y) such Responsible Officer has obtained no knowledge of any Default or Event of Default except as specified in such certificate and such certificate shall include the calculations in reasonable detail the calculation required to indicate compliance with Section 5.9 of the “Fixed Charge Coverage Ratio” Credit Agreement as of the last day of such term is defined monthly period; (iii) On or prior to the fifteenth (15th) day of each calendar month (commencing on February 15, 2024), a copy of the projected profit and loss statements for the Parent and its Subsidiaries for such monthly period and for the portion of the fiscal year ending with such period, setting forth in comparative form the profit and loss statement for the corresponding period or periods of the preceding fiscal year; (iv) On or prior to January 31, 2024, in accordance with Section 5.1(c) of the Credit Agreement, the 2024 Budget, together with a summary of the material assumptions made in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve preparation of such 2024 Budget; (12v) fiscal monthsOn or before January 31, 2024, a copy of their cost reduction action plan (the “Action Plan”), with specific identification of each area of savings (including corresponding projected savings over an identified period of time), management team responsibilities, and estimated timeline; (vi) Beginning the week ending February 9, 2024, on each Monday, a report assessing the Credit Parties’ progress under and execution of the Action Plan against the timeline set forth in the Action Plan, which report shall include identification of material variances and footnotes or other similar notations describing any material differences in the actual versus planned results (and the Credit Parties’ shall provide the Administrative Agent access to the Credit Parties’ management team to discuss material deviations); and (ivvii) Promptly upon Administrative Agent’s reasonable request from time On or prior to timethe fifteenth (15th) day of each calendar month (commencing on February 15, 2024), a certificate of a Responsible Officer of Amscan, in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation report comparing the performance of the Maximum ABL Credit Facility Amount and Parties’ licensed agents against the Maximum ABL Total Debt Amount as of corresponding expected performance identified in the date of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents2024 Budget.

Appears in 1 contract

Sources: Credit Agreement (Fluent, Inc.)

Additional Reporting. (i) Until a Senior Subordinated Note Termination, concurrently Annual – concurrent with the incurrence of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) delivery of the Senior Subordinated Note IndentureBorrower’s annual financial statements, an updated Multi-Year Business Plan and “Net Proceeds” (as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) duly executed and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereundercompleted Compliance Certificate; (ii) In Monthly – as soon as available, but in any event, within 30 days following the event that there are any outstanding obligations under either end of each month: (A) the Senior Subordinated Note Documents or consolidated balance sheet of Borrower as at the end of such month and the related consolidated statements of income and cash flows of the Borrower for such month and for the period from the beginning of the then current Fiscal Year to the end of such month setting forth in each case, in comparative form the corresponding figures for the corresponding periods of the previous Fiscal Year, all in reasonable detail, together with a certification by a senior finance officer, subject to the absence of footnotes, normal audit and year-end adjustments and the effects of acquisition accounting; (B) until the Senior Secured Term Loan Facility, in each case on Drawdown Outside Date (unless extended by the date forty-five (45) days prior Lenders by written notice to the then scheduled maturity date thereofBorrower), Administrative Agent shall have received from Amscan projections reasonably satisfactory a rolling 13-week update of the Effective Date 13 Week Cash Flow in form and substance acceptable to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facilitytogether with commentary on any material negative variances; (iiiC) Until a Senior Subordinated Note Termination, together concurrent with each the delivery of the monthly financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b)described in paragraph 8.3(b)(ii)(A) above, a duly executed and delivered certificate of completed Compliance Certificate signed by a Responsible Officer of Amscan showing in reasonable detail the calculation senior finance officer of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and (iv) Promptly upon Administrative Agent’s reasonable request from time to time, a certificate of a Responsible Officer of Amscan, Borrower in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation the Agent certifying inter alia that no Default or Event of the Maximum ABL Credit Facility Amount Default has occurred and the Maximum ABL Total Debt Amount is continuing as of the date of such request. Documents required Compliance Certificate; (D) delivery to be the Lenders of a copy of the borrowing base certificate delivered to the Senior Agent pursuant to this Section 5.01 may be delivered electronically the monthly reporting requirements set forth in the Senior Credit Agreement and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored as requested by the Administrative AgentSenior Agent pursuant to Section 6.06(f) of the Senior Credit Agreement; (E) delivery to the Lenders of a copy of the Senior Compliance Certificate delivered to the Senior Agent pursuant to the reporting requirements set forth in the Senior Credit Agreement; and (F) delivery to the Lenders of a copy of the statements of account of all Deposit Accounts demonstrating compliance with the requirement set out in Section 8.3(o); or and (iii) the date on which executed certificates From time to time a notice of a Default or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies Event of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documentsDefault.

Appears in 1 contract

Sources: Credit Agreement (Sierra Wireless Inc)

Additional Reporting. The Borrower agrees that it will deliver the following information to the Administrative Agent for distribution to the Banks (with a copy to E&Y): (a) no later than 30 days after the end of each month, beginning with the first delivery on July 30, 2003 for the month of June 2003, (i) Until a Senior Subordinated Note Termination, concurrently with the incurrence consolidated statements of Indebtedness, or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) income and cash flows of the Senior Subordinated Note Indenture, Borrower and “Net Proceeds” (as defined in its Subsidiaries for such month and for the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since year to date and a consolidated balance sheet of the date Borrower and its Subsidiaries as at the end of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) such month and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunder; (ii) In consolidated and consolidating statements of income and cash flows of Loral and its Subsidiaries for such month and for the event year to date and a consolidated and consolidating balance sheets of Loral and its Subsidiaries as at the end of such month (provided that there are any outstanding obligations under either (A) such consolidating information is required only for the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan FacilitySpecified Subsidiaries), in each case (iii) also including a calculation in reasonable detail of Consolidated EBITDA for such month and for the year to date and (iv) compared in reasonable detail to the projections contained in the Updated Business Plan and accompanied by an explanation of any significant variances; (b) on the date forty-five (45) days prior to second Business Day of April and May, and starting with the then scheduled maturity date thereofweek of May 19, Administrative Agent shall have received from Amscan projections 2003, on the second Business Day of each week, a weekly consolidated cash forecast, in scope and form reasonably satisfactory to the Administrative Agent showing Excess Availability during in consultation with E&Y, for (i) the Borrower and its Subsidiaries and (ii) Loral and its Subsidiaries (including also, in the case of Loral, such fortyconsolidating detail for the Specified Subsidiaries as is reasonably requested by the Administrative Agent) for the following 13-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facilityweek period; (iiic) Until no later than two Business Days after the end of each quarter, starting with the quarter ended March 31, 2003, a Senior Subordinated Note Terminationreport of the Borrower's Cash Balance as at the last day of such quarter; (d) on the second Business Day of each week, together with each delivery a statement of financial statements the Borrower's Cash Balance and of Amscan Loral's Cash Balance (including also, in the case of Loral, such consolidating detail for the Specified Subsidiaries as is reasonably requested by the Administrative Agent) as at the last Business Day of the immediately preceding week, and its Subsidiaries beginning on May 19, 2003 accompanied by a comparison to the weekly consolidated cash forecast for such week previously provided pursuant to Section 5.01(b6(b) above and an explanation of any significant variances, all in scope and form reasonably satisfactory to the Administrative Agent in consultation with E&Y; (e) no later than June 15, 2003, an updated business plan for 2003-2006, providing information on a monthly basis for 2003 (beginning with July), on a duly executed quarterly basis for 2004 and delivered certificate on an annual basis for 2005 and 2006, in scope and form reasonably satisfactory to the Administrative Agent in consultation with E&Y, including a comparison to the comparable information in the Initial Business Plan (to the extent possible, in the case of 2003, given that the Initial Business Plan provides information on a Responsible Officer quarterly basis for 2003) and an explanation of Amscan showing any significant variances; (f) no later than 30 days after the end of each month, beginning with April 2003, a report on (i) changes in reasonable detail the calculation backlog at the Borrower's Fixed Satellite Services business during such month and (ii) the status of significant potential satellite orders for the Borrower's Space Systems/Loral business as of the “Fixed Charge Coverage Ratio” as end of such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal monthsmonth; and (ivg) Promptly upon Administrative Agent’s reasonable request from time to timeon the second Business Day of each week, beginning April 8, 2003, a certificate of a Responsible Officer of Amscan, in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation report of the Maximum ABL Credit Facility Amount and the Maximum ABL Total Debt Amount as status of the date of such request. Documents required to be delivered pursuant to this proposed Orbitals Transaction and Sirius Radio capital stock sales described in Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent7(k)(vi); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents.

Appears in 1 contract

Sources: Credit Agreement (Loral Space & Communications LTD)

Additional Reporting. The Company agrees that it will deliver the following information to the Administrative Agent and each Lender (iwith a copy to ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇ & ▇▇▇▇▇▇▇▇). (a) Until By facsimile or e-mail, no later than 5:00 P.M. (Eastern time) on the second Domestic Business Day of each week, a Senior Subordinated Note TerminationWeekly Report. (b) By facsimile or e-mail, concurrently no later than 15 Domestic Business Days after the end of each fiscal month, consolidated statements of earnings and cash flow for such period and for the Fiscal Year to date and consolidated balance sheets as at the end of such fiscal month, together with a summary management discussion of activities during such fiscal month and in each case compared in reasonable detail to the projections contained in the Operating Plan and the most recent Weekly Report and accompanied by an explanation of any significant variances and also setting forth the cumulative amount of Consolidated Capital Expenditures for the period from January 1, 2001 through the end of such fiscal month. (c) Promptly after senior management of the Company changes in any significant way, or becomes aware of developments or other circumstances that warrant changing in any significant way (and such changes would trigger a disclosure requirement under applicable securities laws), the Company's business plan, budget or financial projections for Fiscal Year 2001 from the Operating Plan (as most recently supplemented pursuant to this provision), the Company will prepare and deliver to the Administrative Agent and each Lender a supplement to the Operating Plan, describing in reasonable detail such changes and the reasons underlying them and modifying the information in the Operating Plan to reflect such changes. (d) Promptly after senior management of the Company becomes aware of any significant developments in the Company's business and affairs (and such developments trigger or will trigger a disclosure requirement under applicable securities laws), the Company will prepare and deliver to the Administrative Agent and each Lender a notice describing such developments in reasonable detail (PROVIDED that, upon being informed of any such developments by the Company, the Administrative Agent may, in its sole discretion, substitute the requirement for such a notice by a lender meeting or conference call of the type described in Section 5). (e) The Company will prepare and deliver to the Administrative Agent and each Lender a summary of any appraisal of its assets prepared or received by it in connection with the incurrence of Indebtedness, or proposed asset-based financings previously described to the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) of the Senior Subordinated Note Indenture, and “Net Proceeds” (as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunder; (ii) In the event that there are any outstanding obligations under either (A) the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan FacilityLenders, in each case on promptly after the date forty-five (45) days prior to the then scheduled maturity date thereof, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facility; (iii) Until Company receives a Senior Subordinated Note Termination, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b), a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and (iv) Promptly upon Administrative Agent’s reasonable request from time to time, a certificate of a Responsible Officer of Amscan, in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation of the Maximum ABL Credit Facility Amount and the Maximum ABL Total Debt Amount as of the date copy of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically appraisal that is in substantially final form, and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper will maintain copies of all such documents to the Administrative Agent appraisals at its corporate headquarters for further distribution to each Lender until a written request to cease delivering paper copies is given inspection by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documentsLenders during normal business hours.

Appears in 1 contract

Sources: Amended and Restated Credit Agreement (Polaroid Corp)

Additional Reporting. (a) In addition to the reporting requirements set forth in the Credit Agreement, the Borrower and each of its Subsidiaries (individually a “Loan Party” and collectively the “Loan Parties”) agrees to deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent, the following: (i) Until (A) weekly, on or before the last Business Day of each calendar week, a Senior Subordinated Note Termination, concurrently with the incurrence rolling 13-week cash flow forecast that shall detail all sources and uses of Indebtedness, or the classification cash on a weekly basis and having an effective date as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16) of the Senior Subordinated Note Indenturelast Business Day of the immediately preceding calendar week, (B) monthly, on the fifth Business Day of each calendar month, an updated accounts receivable aging report having an effective date as of the last Business Day of the immediately preceding calendar month, and “Net Proceeds” (C) monthly, on the fifth Business Day of each calendar month, an updated accounts payable aging report having an effective date as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of the date last Business Day of the Senior Subordinated Note Indenture to repay any term Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunderimmediately preceding calendar month; (ii) In weekly, on or before the event last Business Day of each calendar week, an updated written report that there are any outstanding obligations under either (A) the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan Facility, in each case on the date forty-five (45) days prior can be distributed to the then scheduled maturity date thereofLenders prepared by the Borrower’s Financial Advisor, Administrative Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period Chief Financial Officer of the Borrower, and the twelve (12) month period immediately after such maturity date under Chief Operating Officer of the Senior Subordinated Note Documents Borrower regarding the restructuring efforts of the Loan Parties, which report shall include, without limitation, information regarding potential refinancings, asset sale and the Senior Secured Term Loan Facility;merger efforts, all in summary or generic form; and (iii) Until a Senior Subordinated Note Termination, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b), a duly executed and delivered certificate of a Responsible Officer of Amscan showing in reasonable detail other information as the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and (iv) Promptly upon Administrative Agent’s reasonable request , the Advisors or the Lenders may from time to timetime reasonably request, provided that such other information does not conflict with or exceed the scope of the additional reporting contemplated by this Amendment or any of the other Loan Documents. (b) In addition, the Loan Parties agree to deliver to the Steering Committee (as defined in Section 12(f) below) and the Agent’s Financial Advisor: (i) weekly, on or before the last Business Day of each calendar week, a certificate continuously updated written report or chart, providing, (i) the names of a Responsible Officer of Amscaneach party that has made any material offers, initiated discussions, visited the data room or engaged in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation any other material correspondence with any of the Maximum ABL Credit Facility Amount Loan Parties regarding any proposed asset sale, merger, combination, refinancing, recapitalization or other similar transaction, (ii) the basic terms and the Maximum ABL Total Debt Amount as subject matter of any offers, letters of intent or material correspondence received since the date of the last report, and (iii) the current status of such requestinformation and the estimated interest level of each of the parties involved; (ii) weekly, on or before the last Business Day of each calendar week, a visitation schedule, log book, or other such written report that shall include, without limitation, the names of all the parties visiting the data room or scheduled to visit the data room and the date of each such visit or scheduled visit. Documents required to be delivered All of the information received pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i8(b) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access information received pursuant to Section 12(f) below (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed than any such information that is available to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan any Lender or the Issuing Lender on a nonconfidential basis prior to disclosure by the Borrower or any of its Subsidiaries) shall deliver paper copies be maintained by the Steering Committee and the Agent’s Financial Advisor as confidential, except that such information may be disclosed to (a) its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representatives (collectively, the “Representatives”) who, under the circumstances, reasonably need to know such information, or to whom such disclosure is appropriate; provided that, the Steering Committee and the Agent’s Financial Advisor (i) shall use reasonable efforts to cause its respective Representatives not to disclose any such information, and (ii) shall use reasonable efforts to prevent disclosure of such documents information to Representatives involved in, or reasonably likely to become involved in, financing proposals with third parties seeking to engage in a transaction with the Borrower or any of its Subsidiaries, (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) to the extent required by applicable laws or regulations or by any subpoena or similar legal process, (d) subject to clause (a) above, in connection with the exercise of remedies hereunder or under any other Loan Document or the enforcement of rights hereunder or thereunder, (e) with the consent of the Borrower, or (f) to the extent such information (x) becomes publicly available other than as a result of a breach of this Section, or (y) becomes publicly available to the Administrative Agent for further distribution Agent, any Lender, the Issuing Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower. Notwithstanding the foregoing, the Representatives may also disclose such information to each Lender until the other Lenders on a written request to cease delivering paper copies is given by confidential basis consistent with this Section 8(b) on the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent date of the posting occurrence of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) an Event of such documentsDefault.

Appears in 1 contract

Sources: Credit Agreement (Edge Petroleum Corp)

Additional Reporting. To Agent and Lenders, (i) Until within twenty one (21) days after the end of each Fiscal Month, a Senior Subordinated Note Terminationprofit and loss accounting of store performance by location (including net sales, concurrently gross margin and EBITDA), and (ii) on the first Business Day of each week, a cash flow projection (including projections of Borrowing Availability) for such week and each of the twelve (12) weeks following such week. 2.12. Annex F of the Credit Agreement is hereby amended by deleting paragraph (a) in its entirety and replacing it with the incurrence following: (a) To Agent, upon its request, and in any event no less frequently than (x) 12:00 p.m. (New York time) on each Business Day, a Combined Notice of IndebtednessRevolving Credit Advance and Collateral Activity Report, as referenced in clause (i) below with updated information as to the gross amounts of Accounts and Inventory as of the immediately preceding Business Day; and (y) 12:00 p.m. (New York time) on the third Business Day after the end of each week (together with a copy of all or any part of the following reports requested by any Lender in writing after the Closing Date), the reports referenced in clauses (ii) and (iii) below, each of which shall be prepared by the applicable Borrower as of the last day of the immediately preceding week or the classification as such Indebtedness, notice of Indebtedness incurred in reliance on, or classified as Indebtedness permitted under, Section 4.09(b)(16date two (2) of the Senior Subordinated Note Indenture, and “Net Proceeds” (as defined in the Senior Subordinated Note Indenture) of “Asset Sales” (as defined in the Senior Subordinated Note Indenture) that have been applied by Amscan or any of Subsidiaries since of days prior to the date of the Senior Subordinated Note Indenture any such request: (i) a Combined Notice of Revolving Credit Advance and Collateral Activity Report with respect to repay any term Indebtedness under a “Credit Facility” (each Borrower, in each case accompanied by such supporting detail and documentation as defined shall be requested by Agent in the Senior Subordinated Note Indenture) and to repay any revolving credit Indebtedness under a “Credit Facility” (as defined in the Senior Subordinated Note Indenture) or effect a corresponding commitment reduction thereunderits reasonable discretion; (ii) In the event that there are any outstanding obligations under either (A) the Senior Subordinated Note Documents or (B) the Senior Secured Term Loan Facilitya Borrowing Base Certificate and, with respect to each Borrower, a summary of Inventory by location and type with a supporting perpetual Inventory report, in each case on the date forty-five (45) days prior to the then scheduled maturity date thereof, Administrative accompanied by such supporting detail and documentation as shall be requested by Agent shall have received from Amscan projections reasonably satisfactory to the Administrative Agent showing Excess Availability during such forty-five (45) day period and the twelve (12) month period immediately after such maturity date under the Senior Subordinated Note Documents and the Senior Secured Term Loan Facility;in its reasonable discretion; and (iii) Until a Senior Subordinated Note Termination, together with respect to each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(b)Borrower, a duly executed weekly trial balance showing Accounts outstanding aged from due date as follows: current, 1 to 30 days, 31 to 60 days, 61 to 90 days and delivered certificate of a Responsible Officer of Amscan showing 91 days or more, accompanied by such supporting detail and documentation as shall be requested by Agent in its reasonable detail the calculation discretion.” 2.13. Annex F of the “Fixed Charge Coverage Ratio” Credit Agreement is hereby amended by deleting paragraph (i) in its entirety and replacing it with the following: (i) Borrowers, at their own expense, shall deliver to Agent (A) an appraisal of their Inventory no less frequently than each Fiscal Quarter and (B) to the extent requested by Agent a desktop appraisal of such Inventory no less frequently than once each month, or, in each case, or at such more frequent intervals as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended four (4) fiscal quarters and in the event that the aggregate Revolving Exposures Agent may request at any time exceeds the Maximum ABL Credit Facility Amount, together with each delivery of financial statements of Amscan and its Subsidiaries pursuant to Section 5.01(a), a certificate of a Responsible Officer showing in reasonable detail the calculation of the “Fixed Charge Coverage Ratio” as such term is defined in the Senior Subordinated Note Indenture for Amscan’s most recently ended twelve (12) fiscal months; and (iv) Promptly upon Administrative Agent’s reasonable request from time to time, a certificate of a Responsible Officer of Amscansuch appraisals to be conducted by an appraiser engaged by Agent, and such appraisals to be in form and substance reasonably satisfactory to Administrative Agent, setting forth in reasonable detail a calculation ; and” 2.14. Annex G of the Maximum ABL Credit Facility Amount Agreement is hereby amended by deleting paragraph (a), “Minimum Fixed Charge Coverage Ratio,” in its entirety and replacing it with the Maximum ABL Total Debt Amount as of the date of such request. Documents required to be delivered pursuant to this Section 5.01 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Amscan posts such documents, or provides a link thereto on Amscan’s website on the Internet at the website address listed on Schedule 9.01; (ii) on which such documents are posted on Amscan’s behalf on IntraLinks/SyndTrak or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); or (iii) the date on which executed certificates or other documents are faxed to the Administrative Agent (or electronically mailed to an address provided by the Administrative Agent); provided, that: (A) upon written request by the Administrative Agent, Amscan shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (B) Amscan shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents.following:

Appears in 1 contract

Sources: Credit Agreement (Perfumania Holdings, Inc.)