Certificate of the Borrowers Sample Clauses

Certificate of the Borrowers. Concurrently with the financial statements of the Borrowers furnished to the Administrative Agent and to the Lenders pursuant to Sections 8.3.1 [Quarterly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a "Compliance Certificate") of the Borrowers signed by the Chief Executive Officer, President, Chief Accounting Officer, Chief Financial Officer or Deputy Chief Financial Officer of the Borrowers, in the form of Exhibit 8.3.3.
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Certificate of the Borrowers. Concurrently with the financial statements of the Borrowers furnished to the Agent and to the Banks pursuant to Sections 8.3.1 and 8.3.2, a certificate of the Borrowers signed by the Chief Executive Officer, President or Chief Financial Officer of the Company and the President or Treasurer of the other Loan Parties, in the form of Exhibit 8.3.4, to the effect that, except as described pursuant to Section 8.3.5, (i) the representations and warranties of the Borrowers contained in Section 6 and in the other Loan Documents are true on and as of the date of such certificate with the same effect as though such representations and warranties had been made on and as of such date (except representations and warranties which expressly relate solely to an earlier date or time) and the Loan Parties have performed and complied with all covenants and conditions hereof, (ii) no Event of Default or Potential Default exists and is continuing on the date of such certificate and (iii) containing calculations in sufficient detail to demonstrate compliance as of the date of such financial statements with all financial covenants contained in Section 8.2.
Certificate of the Borrowers. Concurrently with the financial statements of the Borrowers furnished to the Agent and to the Banks pursuant to Sections 7.3.1 [Quarterly Financial Statements] and 7.3.2 [Annual Financial Statements], a certificate of each Borrower signed by the Chief Executive Officer, President or Chief Financial Officer of such Borrower, in the form of Exhibit 7.3.3, to the effect that, except as described pursuant to Section 7.3.5 [Notice of Default], (i) the representations and warranties of such Borrower contained in Article 5 and in the other Loan Documents are true on and as of the date of such certificate with the same effect as though such representations and warranties had been made on and as of such date (except representations and warranties which expressly relate solely to an earlier date or time), and the Loan Parties have performed and complied with all covenants and conditions hereof and thereof, (ii) no Event of Default or Potential Default exists and is continuing on the date of such certificate, and (iii) containing calculations in sufficient detail to demonstrate compliance as of the date of such financial statements with all financial covenants contained in Section 7.2 [Negative Covenants].
Certificate of the Borrowers. Concurrently with the financial statements of DSW furnished to the Administrative Agent and to the Lenders pursuant to Section 7.3.1 [Quarterly Financial Statements; Monthly Financial Statements] and Section 7.3.2 [Annual Financial Statements], a certificate (each a “Compliance Certificate”) of DSW signed by an Authorized Officer thereof, in the form of Exhibit 7.3.3.
Certificate of the Borrowers. Concurrently with the quarterly financial statements for the first three fiscal quarters in each fiscal year and the annual financial statements furnished to the Administrative Agent and to the Lenders pursuant to Sections 8.3.1 [Quarterly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a “Compliance Certificate”) from the Borrowing Agent on behalf of all Borrowers signed by an Authorized Officer of the Borrowing Agent, in the form of Exhibit 8.3.3.
Certificate of the Borrowers. The Lender shall have received a certificate at Closing from the Presidents of the Borrowers and the Executive Vice President - Corporate Development, Finance and Administration of Krispy Kreme and the Vice President or Treasurer of each other Borrower, in form and substance satisfactory to the Lender, to the effect that, to the best of their knowledge: (i) all representations and warranties of the Borrowers contained in this Agreement and the other Loan Documents are true, correct and complete; (ii) neither the Borrowers nor their Subsidiaries are in violation of any of the covenants contained in this Agreement or the other Loan Documents; (iii) after giving effect to the transactions contemplated by this Agreement, no Default or Event of Default has occurred; and (iv) the Borrowers and their Subsidiaries, if applicable, have satisfied each of the other closing conditions set forth in this Agreement.
Certificate of the Borrowers. Commencing with the quarterly fiscal period ending September 30, 2019, and concurrently with the financial statements of Holdings furnished to the Administrative Agent and to the Lenders pursuant to Sections 8.3.1 [Quarterly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a “Compliance Certificate”) of the Borrowers signed by the Chief Executive Officer, President or Chief Financial Officer of the Borrowers, in the form of Exhibit 8.3.4; provided, that for the quarterly fiscal period ending June 30, 2019, the Borrowers shall deliver to the Administrative Agent a certificate signed by the Chief Executive Officer, President or Chief Financial Officer of the Borrowers, setting forth a detailed calculation of Consolidated EBITDA for such quarterly fiscal period.
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Certificate of the Borrowers. Concurrently with the financial statements of the Borrowers furnished to the Agent and to the Banks pursuant to Sections 8.3.1 [Monthly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a "Compliance Certificate") of the Borrowers signed by the Chief Executive Officer, President or Chief Financial Officer of Res-Care, in the form of EXHIBIT 8.3.3, to the effect that, except as described pursuant to Section 8.3.4 [Notice of Default], (i) the representations and warranties of the Loan Parties contained in Section 6 and in the other Loan Documents are true in all material respects on and as of the date of such certificate with the same effect as though such representations and warranties had been made on and as of such date (except representations and warranties which expressly relate solely to an earlier date or time) and the Loan Parties have performed and complied with the Borrowing Base and with all covenants and conditions hereof, (ii) the Loan Parties and their Subsidiaries are in compliance with the Cash Management System, (iii) no Event of Default or Potential Default exists and is continuing on the date of such certificate, (iv) providing a list of each Letter of Credit issued and outstanding and the expiration date thereof and (v) containing calculations in sufficient detail to demonstrate compliance as of the date of such financial statements with the Borrowing Base and with all financial covenants contained in Section 8.2 [Negative Covenants]. In addition, within forty-five (45) days of the end of each fiscal quarter the Borrowers shall complete and deliver to the Agent and the Banks the portion of the Compliance Certificate which includes a determination in reasonable detail of the Excess Cash Flow and the amount of the Mandatory Prepayment of Excess Cash Flow applicable to such fiscal quarter. In addition, upon delivery of each Compliance Certificate, Res-Care shall advise the Agent and the Banks, in writing, of (a) any material changes in the Business Plan that are anticipated to occur or which occur, (b) any leases of real property entered into pursuant to Section 8.2.7 by any of the Loan Parties or their Subsidiaries during the period applicable to such Compliance Certificate, and (c) any changes in the Bank Account List during the period covered by the Compliance Certificate or any anticipated changes to the Bank Account List.
Certificate of the Borrowers. Concurrently with the financial statements of the Parent furnished to the Administrative Agent for the benefit of the Banks pursuant to Sections 8.3.1 [Quarterly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a "Compliance Certificate") of the Borrowers signed by an Authorized Officer of each Borrower, in the form of Exhibit 8.3.3 to the effect that, except as described pursuant to Section 8.3.4 [Notice of Default], (i) the representations and warranties of the Loan Parties contained in Section 6 [Representations and Warranties] and in the other Loan Documents are true on and as of the date of such certificate with the same effect as though such representations and warranties had been made on and as of such date (except representations and warranties which expressly relate solely to an earlier date or time) and the Loan Parties have performed and complied with all covenants and conditions hereof, (ii) no Event of Default or Potential Default exists and is continuing on the date of such certificate and (iii) containing calculations in sufficient detail to demonstrate compliance as of the date of such financial statements with all financial covenants contained in Sections 8.2.15 [Maximum Leverage Ratio] and 8.2.16 [Minimum Fixed Charge Coverage Ratio].
Certificate of the Borrowers. Concurrently with the financial statements of the Borrowers furnished to the Administrative Agent and to the Lenders pursuant to Sections 8.3.1 [Quarterly Financial Statements] and 8.3.2 [Annual Financial Statements], a certificate (each a “Compliance Certificate”) of the Borrowers signed by the Chief Executive Officer, President, Chief Financial Officer, Treasurer or Director of Treasury of the Borrowers, in the form of Exhibit 8.3.3; provided, however, the Compliance Certificate need not include any information related to intellectual property, including in paragraphs 2 or 3 of the form of Compliance Certificate, and reporting related to intellectual property shall be required to be updated solely in connection with the reporting furnished pursuant to Section 8.3.4 [Supplemental Perfection Certificate] on an annual basis.
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