Common use of Collateral Reports Clause in Contracts

Collateral Reports. (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 3 contracts

Sources: Credit and Guaranty Agreement (Douglas Dynamics, Inc), Credit and Guaranty Agreement (Douglas Dynamics, Inc), Credit and Guaranty Agreement (Douglas Dynamics, Inc)

Collateral Reports. (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretiongood faith and in the exercise of reasonable (from the perspective of a secured asset-based lender) business judgment: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and.

Appears in 3 contracts

Sources: Credit Agreement (Douglas Dynamics, Inc), Credit Agreement (Douglas Dynamics, Inc), Credit Agreement (Douglas Dynamics, Inc)

Collateral Reports. The Borrower shall deliver or cause to be delivered (at the expense of the Borrower) to the Collateral Agent and the Administrative Agent the following: (a) upon request by the Collateral Agent, and in no event less frequently than 30 days after the end of each fiscal quarter, (i) No later than a trial balance as of the 15th last day of each calendar monthsuch fiscal quarter showing Accounts outstanding aged from statement date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and at 91 days or more, accompanied by such other times supporting detail and documentation as may shall be requested by the Collateral AgentAgent in its reasonable discretion, (ii) a list of locations where any license related to any Government Receivable has been revoked since the date of the prior such report; and (iii) a summary of Inventory, Equipment and other tangible Property of the Loan Parties by location and type as of the period then ended:last day of such fiscal quarter, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion; (1b) a detailed aging at the time of delivery of each of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offeredfinancial statements delivered pursuant to Sections 6.01(a) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor;b): (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4i) a reconciliation of the Accounts trial balance and quarter-end Inventory and Equipment reports of the Borrowers between Loan Parties to the amounts shown in the Borrowers’ general ledger of the Loan Parties, in each case, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion, (ii) a general description of assets owned by the Loan Parties which have been Disposed during the most recent period covered by the associated financial statements and the reports delivered pursuant to clauses (1) and (2) above;aggregate book value thereof, and (5iii) a reconciliation list of any applications for the loan balance per registration of any Patent, Trademark or Copyright with the Borrowers’ general ledger to United States Patent and Trademark Office, the loan balance under this AgreementUnited States Copyright Office or any similar office or agency which any Loan Party thereof has filed in the prior fiscal quarter; and (6c) such other reports, statements and reconciliations with respect to the Collateral of any or all Loan Parties as the Collateral Agent shall from time to time request in its reasonable discretion. The delivery of each certificate and report or any other information delivered pursuant to this Section 6.03 shall constitute a representation and warranty by the Borrower that the statements and information contained therein are true and correct in all material respects on and as of the month then ended, a schedule and aging of the Borrowers’ accounts payablesuch date. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 3 contracts

Sources: Credit Agreement (Rotech Healthcare Inc), Credit Agreement (Rotech Healthcare Inc), Credit Agreement (Rotech Healthcare Inc)

Collateral Reports. (i) No later Upon the request by the Collateral Agent (it being understood and agreed that unless a Cash Dominion Event has occurred and is continuing, no such request may require such reports to be delivered more frequently than 30 days after the 15th day end of each calendar fiscal month) (A) a summary aging of each Borrower’s and each Guarantor’s accounts receivable and accounts payable and (B) inventory reports (ii) upon the request by the Collateral Agent (and in connection with, but without duplication of, any inspection permitted under Section 6.10 hereof), one Field Examination with respect to the Loan Parties’ Receivables and/or Inventory at the expense of the Loan Parties during any twelve month period; provided, that, if Excess Availability falls below 30% of the lesser of the Revolving Credit Facility or the Total Borrowing Base, the Loan Parties shall furnish, upon the request by the Collateral Agent and at the expense of the Loan Parties, up to 2 Field Examinations with respect to the Loan Parties’ Receivables and/or Inventory during the following twelve month period; provided, further, that if Excess Availability falls below the greater of $12,500,000 and 12.5% of the Revolving Credit Facility, the Loan Parties shall furnish, upon the request by the Collateral Agent and at the expense of the Loan Parties, up to 3 Field Examinations with respect to the Loan Parties’ Receivables and/or Inventory during the following 12 month period; provided, however, that, if an Event of Default has occurred and is continuing, the Loan Parties shall furnish upon the request by the Collateral Agent and at the expense of the Loan Parties, such other times additional Field Examinations with respect to the Loan Parties’ Receivables and/or Inventory as the Collateral Agent may be requested request from time to time (it being understood that the Collateral Agent may, at its own expense, from time to time conduct such additional Field Examinations as the Collateral Agent may reasonably request), (iii) upon the request by the Collateral Agent, as one Appraisal with respect to the Loan Parties’ Inventory at the expense of the period then ended: (1) a detailed aging Loan Parties during any twelve month period; provided, that, if Excess Availability falls below the greater of $12,500,000 and 12.5% of the Accounts Revolving Credit Facility, the Loan Parties shall furnish, upon the request by the Collateral Agent and at the expense of the Borrowers (A) including all invoices aged by due date (Loan Parties, up to 2 Appraisals with an explanation of respect to the terms offered) Loan Parties’ Inventory during the following 12 month period, and (Biv) reconciled to upon the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to request by the Collateral Agent, (A) by location (showing Inventory in transitan accounts receivable roll forward and such other reports as to each Borrower’s and each of its respective Subsidiaries’ Receivables, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) other Collateral as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent shall reasonably request from time to time. If any of the records or reports of the accounts payable or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued are prepared by an accounting service or other agent, the Borrowers in connection with any Accountshereby authorize such service or agent to deliver such records, credit memosreports and related documents to the Administrative Agent, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andfor distribution to the Revolving Credit Lenders.

Appears in 2 contracts

Sources: Credit Agreement (Masonite International Corp), Credit Agreement (Masonite International Corp)

Collateral Reports. (ia) No later than As soon as possible after the 15th day end of each calendar monthmonth (but in any event within 30 calendar days after the end thereof), and at such other times or more frequently as Lender may be requested by the Collateral Agent, as of the period then endedrequire during any Increased Reporting Period: (1i) a detailed aging of accounts receivable (together with a reconciliation to the Accounts of previous period’s aging and the Borrowers (Ageneral ledger) including all invoices aged by invoice date and due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date ), prepared in a manner reasonably acceptable to the Administrative Agent and Collateral AgentLender, together with a summary specifying the name, address, and balance due for each Account Debtoraccount debtor (and including a list of all claims, offsets, or disputes asserted by account debtors with respect to each Borrower's accounts), and a monthly (or such other applicable period) accounts receivable roll-forward in a format acceptable to Lender tied to the beginning and ending accounts receivable balances of each Borrower’s general ledger; (2ii) a schedule or perpetual reports detailing the Inventory of the Borrowersinventory, in form reasonably satisfactory to the Collateral AgentLender, (A) by location (showing Inventory in transitand including the amounts of inventory and the value thereof that is in-transit and at any leased locations and premises of warehouses, any Inventory located with a processors or other third party under any consignment, bailee arrangement, parties or warehouse agreement), consignees) by class category (raw material and material, work-in-process, finished goods), by product type, and by volume on hand, which Inventory shall be valued at specifying the lower cost and the wholesale market value thereof, with additional detail showing additions to and deletions therefrom, together with a reconciliation to each Borrower’s general ▇▇▇▇▇▇; and (iii) agings of Cost or market outstanding accounts payable by vendor (and adjusted for Reserves as including information indicating the Collateral Agent has previously indicated amounts owing to the Borrower Representativeowners and lessors of leased premises, (B) including a report warehouses, processors, and other third parties from time to time in possession of any variances or other results Collateral) and any book overdraft and held checks. Without limiting the right of Inventory counts performed by the Borrowers since Lender to request more frequent inventory reporting of the last Inventory schedule delivered pursuant to this type described in Section 5.1(p)(i)7(a)(ii) above, Loan Parties shall, during any Increased Reporting Period, provide Lender (i) weekly (no later than the first Business Day of each week in respect of the immediately preceding week) all reports required above in Section 7(a)(i) {Accounts Receivable Reporting} and Section 7(a)(iii) {Accounts Payable Reporting} and (Cii) reconciled to monthly (no later than 30 days after the Borrowing Base Certificate delivered as end of such date;the immediately preceding month) all reports required above in Section 7(a)(ii) {Inventory Reporting}. (3b) a worksheet Concurrently with the delivery of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventorymonthly financial statements under Section 2 above, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts accounts payable, accounts receivable and Inventory of the Borrowers inventory between (i) the amounts shown in the Borrowers’ a Borrower’s general ledger and financial statements and the reports delivered pursuant to clauses (1i) and (2ii) of Section 7(a) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent amounts and dates shown in their Permitted Discretion: the reports delivered pursuant to clauses (1i) copies and (ii) of invoices in connection with Section 7(a) above and the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies Borrowing Base Certificate delivered as of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andsuch date.

Appears in 2 contracts

Sources: Credit Agreement (Broadwind, Inc.), Credit Agreement (Broadwind, Inc.)

Collateral Reports. (i) No later than By the 15th 20th day of each calendar month, Borrowers shall deliver to Agent (and at such other times as may be requested by the Collateral Agent, Agent shall promptly deliver same to Lenders) (a) a Borrowing Base Report prepared as of the period then ended: (1) a detailed aging close of business of the Accounts previous month; provided that the NOLV Percentage to be applied to the Value of Eligible Inventory shall be the NOLV Percentage set forth in the most recent appraisal of Inventory satisfactory to Agent, a copy of which has been delivered to the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the provided, that Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory Reports shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed delivered weekly by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i)third Business Day of each week (x) during an Increased Reporting Period; it being understood that Eligible Contracts, and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory CAI Availability Reserve and the reason for such exclusion; CCI Availability Reserve shall be provided by Borrower on a monthly basis at all times and (4y) during a Covenant Relief Period in the form attached as Exhibit B to the Third Amendment), (b) an aggregate list of Borrowers’ Contracts, aged in 30 days contractual delinquency intervals and separately identifying the revolving Contracts; (c) a reconciliation calculation of the Accounts Past Due Percent, the Cash Recovery Percent, Collateral Adjustment Percentage, the Net Charge-Off Percent; (d) an Inventory turn report of Borrowers’ Inventory; (e) a listing of each Borrower’s Inventory by location, specifying the amount of Inventory at each location; (f) the summary balances of Borrowers’ Owned Contract Portfolio and Inventory ABS Contract Portfolio and delinquent balances of such portfolios; and (g) a certificate of an officer of Borrower Agent certifying as to the accuracy and completeness in all material respects of the foregoing. All calculations of Availability in any Borrowing Base Report shall originally be made by Borrowers between the amounts shown and certified by a Senior Officer; provided, that Agent may from time to time review and adjust any such calculation, in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger its Permitted Discretion, to the loan balance under extent the calculation is not made in accordance with this Agreement; and (6) as of Agreement or does not accurately reflect the month then ended, a schedule and aging of the Borrowers’ accounts payableCAI Availability Reserve or CCI Availability Reserve. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 2 contracts

Sources: Loan Agreement (Conns Inc), Loan Agreement (Conns Inc)

Collateral Reports. As soon as available but in any event within twenty-five (i25) No later than days of the 15th day end of each calendar month, and at such other times as may be requested by the Collateral Agent, in each case as of the period then ended: (1i) a detailed aging of the Borrower’s and Guarantors’ Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner form reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2ii) a schedule detailing the Inventory of the BorrowersBorrower’s and Guarantors’ Inventory, in form reasonably satisfactory to the Collateral Administrative Agent, (A1) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods)in each case, by product type, and by volume on hand, to the extent the Cost of Inventory at such location exceeds $50,000 in the aggregate which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Administrative Agent has previously indicated to the Borrower Representativeare deemed by the Administrative Agent to be appropriate in their Permitted Discretion, (B2) including a report of any material variances or other results of Inventory counts performed by the Borrowers Borrower or any Guarantor since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i)schedule, and (C3) reconciled to the Borrowing Base Certificate delivered as of such date; (3iii) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6iv) as of the month then ended, a schedule and aging of the Borrowers’ Borrower’s and each Guarantor’s accounts payablepayable presented at the vendor level. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 1 contract

Sources: Revolving Loan Credit Agreement (McJunkin Red Man Holding Corp)

Collateral Reports. (i) No later than By the 15th 20th day of each calendar month, Borrowers shall deliver to Agent (and at such other times as may be requested by the Collateral Agent, Agent shall promptly deliver same to Lenders) (a) a Borrowing Base Report prepared as of the period then ended: (1) a detailed aging close of business of the Accounts previous month; provided that the NOLV Percentage to be applied to the Value of Eligible Inventory shall be the NOLV Percentage set forth in the most recent appraisal of Inventory satisfactory to Agent, a copy of which has been delivered to the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the provided, that Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory Reports shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed delivered weekly by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i)third Business Day of each week during an Increased Reporting Period; it being understood that Eligible Contracts, and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory CAI Availability Reserve and the reason for such exclusion; CCI Availability Reserve shall be provided by Borrower on a monthly basis at all times), (4b) an aggregate list of Borrowers’ Contracts, aged in 30 days contractual delinquency intervals and separately identifying the revolving Contracts; (c) a reconciliation calculation of the Accounts Past Due Percent, the Cash Recovery Percent, Collateral Adjustment Percentage, the Net Charge-Off Percent; (d) an Inventory turn report of Borrowers’ Inventory; (e) a listing of each Borrower’s Inventory by location, specifying the amount of Inventory at each location; (f) the summary balances of Borrowers’ Owned Contract Portfolio and Inventory ABS Contract Portfolio and delinquent balances of such portfolios; and (g) a certificate of an officer of Borrower Agent certifying as to the accuracy and completeness in all material respects of the foregoing. All calculations of Availability in any Borrowing Base Report shall originally be made by Borrowers between the amounts shown and certified by a Senior Officer; provided, that Agent may from time to time review and adjust any such calculation, in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger its Permitted Discretion, to the loan balance under extent the calculation is not made in accordance with this Agreement; and (6) as of Agreement or does not accurately reflect the month then ended, a schedule and aging of the Borrowers’ accounts payableCAI Availability Reserve or CCI Availability Reserve. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 1 contract

Sources: Loan and Security Agreement (Conns Inc)

Collateral Reports. (ia) No later than As soon as possible after the 15th day end of each calendar monthmonth (but in any event within 30 calendar days after the end thereof), and or more frequently as Lender may require at such other times as may any time an Event of Default exists or the Excess Availability shall be requested by the Collateral Agent, as less than 25% of the Revolving Loan Limit and thereafter (until such time as such Event of Default shall not exist for a period then ended:of 60 consecutive days or Excess Availability shall be greater than such amount for a period of 60 consecutive days): (1i) a detailed aging of accounts receivable (together with a reconciliation to the Accounts of previous period’s aging and the Borrowers (Ageneral ledger) including all invoices aged by invoice date and due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date ), prepared in a manner reasonably acceptable to the Administrative Agent and Collateral AgentLender, together with a summary specifying the name, address, and balance due for each Account Debtoraccount debtor (and including a list of all claims, offsets, or disputes asserted by account debtors with respect to each Borrower's accounts), and a monthly (or such other applicable period) accounts receivable roll-forward in a format acceptable to Lender tied to the beginning and ending accounts receivable balances of each Borrower’s general ledger; (2ii) a schedule or perpetual reports detailing the Inventory of the Borrowersinventory, in form reasonably satisfactory to the Collateral AgentLender, (A) by location (showing Inventory in transitand including the amounts of inventory and the value thereof that is in-transit and at any leased locations and premises of warehouses, any Inventory located with a processors or other third party under any consignment, bailee arrangement, parties or warehouse agreement), consignees) by class category (raw material and material, work-in-process, finished goods), by product type, and by volume on hand, which Inventory shall be valued at specifying the lower cost and the wholesale market value thereof, with additional detail showing additions to and deletions therefrom, together with a reconciliation to each Borrower’s general ledger; and (iii) agings of Cost or market outstanding accounts payable by vendor (and adjusted for Reserves as including information indicating the Collateral Agent has previously indicated amounts owing to the Borrower Representativeowners and lessors of leased premises, (B) including a report warehouses, processors, and other third parties from time to time in possession of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), Collateral) and (C) reconciled to the Borrowing Base Certificate delivered as of such date;any book overdraft and held checks. (3b) a worksheet Concurrently with the delivery of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventorymonthly financial statements under Section 2 above, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts accounts payable, accounts receivable and Inventory of the Borrowers inventory between (i) the amounts shown in the Borrowers’ a Borrower’s general ledger and financial statements and the reports delivered pursuant to clauses (1i) and (2ii) of Section 7(a) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent amounts and dates shown in their Permitted Discretion: the reports delivered pursuant to clauses (1i) copies and (ii) of invoices in connection with Section 7(a) above and the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies Borrowing Base Certificate delivered as of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andsuch date.

Appears in 1 contract

Sources: Credit Agreement (Broadwind, Inc.)

Collateral Reports. The Borrowers and the Guarantors will furnish, or cause to be furnished, to each of the Agents and Lenders, within fifteen (i15) No later than days after the 15th day end of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor; (2) a schedule detailing the Inventory of the BorrowersFiscal Period, in form and detail reasonably satisfactory to the Collateral Agent, (Ai) by location (showing Inventory in transitan aging of the accounts receivable of the Borrowers, any Inventory located together with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower computation of Cost or market and adjusted for Reserves as Eligible Installment Contracts in detail satisfactory to the Collateral Agent has previously indicated and a reconciliation to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation previous Fiscal Period's aging of the Accounts and Inventory accounts receivable of the Borrowers between and to their respective general ledgers and financial statements, (ii) an aging of the amounts shown in accounts payable of the Borrowers, (iii) reports by category of inventory of the Borrowers, with additional detail showing additions to and deletions from the Borrowers' inventory, together with a computation of Eligible Inventory in detail satisfactory to the Collateral Agent and a reconciliation to the general ledger and financial statements statements, (iv) a list of all new locations where the Credit Parties have any Collateral and any other locations where Collateral is no longer kept by the reports delivered pursuant to clauses Credit Parties (1) including a listing of retail store locations opened or closed during such Fiscal Period), including the address and, if requested by the Collateral Agent, contact information for any landlord, and (2v) above; (5) a reconciliation with the delivery of each of the loan balance per foregoing, a certificate executed by the Borrowers’ general ledger chief financial officer or treasurer of ▇▇▇▇▇▇▇▇'▇ certifying as to the loan balance under this Agreement; and (6) as accuracy and completeness of the month then ended, a schedule and aging foregoing. If any of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies records of invoices in connection with the invoices issued by the Borrowers in connection with any Accountsor reports of the Collateral are prepared by an accounting service or other agent, credit memoseach of the Borrowers hereby authorizes such service or agent to deliver such records, shipping and delivery documentsreports, and other information related thereto; and (2) copies of purchase ordersdocuments to the Collateral Agent, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andfor distribution to the Lenders.

Appears in 1 contract

Sources: Credit Agreement (Friedmans Inc)

Collateral Reports. The Borrowers and the Guarantors will furnish, or cause to be furnished, to the Agent and each of the Lenders, within fifteen (15) days after the end of each Fiscal Period, in form and detail reasonably satisfactory to the Agent, (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed an aging of the Accounts accounts receivable of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral AgentBorrowers, together with a summary specifying computation of Eligible Installment Contracts in detail satisfactory to the nameAgent and a reconciliation to the previous Fiscal Period's aging of the accounts receivable of the Borrowers and to their respective general ledgers and financial statements, address, and balance due for each Account Debtor; (2ii) a schedule detailing an aging of the Inventory accounts payable of the Borrowers, (iii) reports by category of inventory of the Borrowers, with additional detail showing additions to and deletions from the Borrowers' inventory, together with a computation of Eligible Inventory in form reasonably detail satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with Agent and a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated reconciliation to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements statements, (iv) a list of all new locations where the Credit Parties have any Collateral and, any other locations where Collateral is no longer kept by the Credit Parties (including a listing of retail store locations opened or closed during such Fiscal Period), including the address and, if requested by the Agent, contact information for any landlord, (v) a computation of the Receivables Advance Rate and the reports delivered pursuant Collateral Adjustment Percent, in form satisfactory to clauses (1) the Agent, and (2vi) above; (5) a reconciliation with the delivery of each of the loan balance per foregoing, a certificate executed by the Borrowers’ general ledger chief financial officer or treasurer of Crescent certifying as to the loan balance under this Agreement; and (6) as accuracy and completeness of the month then ended, a schedule and aging foregoing. If any of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies records of invoices in connection with the invoices issued by the Borrowers in connection with any Accountsor reports of the Collateral are prepared by an accounting service or other agent, credit memoseach of the Borrowers hereby authorizes such service or agent to deliver such records, shipping and delivery documentsreports, and other information related thereto; and (2) copies of purchase ordersdocuments to the Agent, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andfor distribution to the Lenders.

Appears in 1 contract

Sources: Credit Agreement (Friedmans Inc)

Collateral Reports. (i) No later than By the 15th 20th day of each calendar month, month and at such other times as Agent may be requested by the Collateral Agentrequest, Borrowers shall deliver to Agent (and Agent shall promptly deliver same to Lenders) (i) a Borrowing Base Report prepared as of the period then ended: (1) a detailed aging close of business of the Accounts previous month (provided that the NOLV Percentage to be applied to the Value of Eligible Inventory and the Borrowers appraisal percentage used to determine the value of Gross Contract Payments shall be the applicable NOLV Percentage or appraisal percentage, as applicable, set forth in the most recent appraisal delivered to Agent for (Ax) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to month in which the Borrowing Base Certificate Report is delivered as or (y) the immediately succeeding month during such period of such date prepared immediately succeeding month pending delivery of a new Borrowing Base Report) (provided, that Borrowing Base Reports shall be delivered weekly by the third Business Day of each week during an Increased Reporting Period; provided further that the calculation of contracts not qualifying as Eligible Contracts, the CAI Availability Reserve and CCI Availability Reserve shall be provided by Borrower on a monthly basis at all times), (ii) an aggregate list of Borrowers’ Contracts, aged in 30 days contractual delinquency intervals and separately identifying the revolving Contracts; (iii) a manner reasonably acceptable calculation of the Past Due Percent, the Cash Recovery Percent, Collateral Adjustment Percentage, the Net Charge-Off Percent; the Eligible Contracts, the Eligible Inventory, the Eligible Credit Card Accounts; (iv) an Inventory turn report of Borrowers’ Inventory; (v) a listing of each Borrower’s Inventory by location, specifying the amount of Inventory at each location; (vi) the summary balances of Borrowers’ Owned Contract Portfolio and ABS Contract Portfolio and delinquent balances of such portfolios; (vii) such other reports as to the Administrative Collateral of Borrower as Agent and Collateral Agentshall reasonably request from time to time, together with a summary specifying reconciliation to the name, address, general ledger; and balance due for each Account Debtor; (2viii) a schedule detailing certificate of an officer of Borrower Agent certifying as to the Inventory accuracy and completeness of the Borrowersforegoing. All calculations of Availability in any Borrowing Base Report shall originally be made by Borrowers and certified by a Senior Officer; provided, however, that Agent may from time to time review and adjust any such calculation (a) to reflect its reasonable estimate of declines in form reasonably satisfactory value of any Collateral, due to collections received in the Dominion Account or otherwise; (b) to adjust advance rates to reflect changes in dilution, quality, mix and other factors affecting Collateral; and (c) to the Collateral Agent, (A) by location (showing Inventory extent the calculation is not made in transit, any Inventory located accordance with a third party under any consignment, bailee arrangement, this Agreement or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at does not accurately reflect the lower of Cost CAI Availability Reserve or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payableCCI Availability Reserve. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 1 contract

Sources: Loan and Security Agreement (Conns Inc)

Collateral Reports. (a) As soon as possible after the end of each fiscal month (but in any event within 15 Business Days after the end thereof), or more frequently as Lender may require at any time an Event of Default exists or the Excess Availability shall be less than 15% of the Maximum Credit and thereafter (until such time as such Event of Default shall not exist for a period of 60 consecutive days and Excess Availability shall be greater than such amount for a period of 60 consecutive days): (i) No later than the 15th day of each calendar month, and at such other times as may be requested by the Collateral Agent, as of the period then ended: (1) a detailed aging of accounts receivable (together with a reconciliation to the Accounts of previous period’s aging and the Borrowers (Ageneral ledger) including all invoices aged by invoice date and due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date ), prepared in a manner reasonably acceptable to the Administrative Agent and Collateral AgentLender, together with a summary specifying the name, address, and balance due for each Account Debtoraccount debtor (and including a list of all claims, offsets, or disputes asserted by account debtors with respect to each Borrower’s accounts), and a monthly (or such other applicable period) accounts receivable roll-forward in a format acceptable to Lender tied to the beginning and ending accounts receivable balances of each Borrower’s general ▇▇▇▇▇▇; (2ii) a schedule or perpetual reports detailing the Inventory of the Borrowersinventory, in form reasonably satisfactory to the Collateral AgentLender, (A) by location (showing Inventory in transitand including the amounts of inventory and the value thereof that is in-transit and at any leased locations and premises of warehouses, any Inventory located with a processors or other third party under any consignment, bailee arrangement, parties or warehouse agreement), consignees) by class category (raw material and material, work-in-process, finished goods), by product type, and by volume on hand, which Inventory shall be valued at specifying the lower cost and the wholesale market value thereof, with additional detail showing additions to and deletions therefrom, together with a reconciliation to each ▇▇▇▇▇▇▇▇’s general ▇▇▇▇▇▇; and ACTIVE 683704526v8 (iii) agings of Cost or market outstanding accounts payable by vendor (and adjusted for Reserves as including information indicating the Collateral Agent has previously indicated amounts owing to the Borrower Representativeowners and lessors of leased premises, (B) including a report warehouses, processors, and other third parties from time to time in possession of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), Collateral) and (C) reconciled to the Borrowing Base Certificate delivered as of such date;any book overdraft and held checks. (3b) a worksheet Concurrently with the delivery of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventorymonthly financial statements under Section 2 above, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts accounts payable, accounts receivable and Inventory of the Borrowers inventory between (i) the amounts shown in the Borrowers’ a Borrower’s general ledger and financial statements and the reports delivered pursuant to clauses (1i) and (2ii) of Section 7(a) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent amounts and dates shown in their Permitted Discretion: the reports delivered pursuant to clauses (1i) copies and (ii) of invoices in connection with Section 7(a) above and the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies Borrowing Base Certificate delivered as of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; andsuch date.

Appears in 1 contract

Sources: Credit Agreement (Culp Inc)

Collateral Reports. Monthly (i) No no later than the 15th twentieth (20th) day of each calendar month), and or if either (x) an Event of Default exists or (y) an Increased Reporting Period exists, weekly (no later than Wednesday of the immediately succeeding week), or at such other times as may be requested Lender shall request in its Permitted Discretion (a) an Account roll-forward with supporting details supplied from sales journals, collection journals, credit registers and any other records; (b) notice of all material claims, offsets, or disputes asserted by Account Debtors with respect to the Collateral Agent, as Accounts of any Borrower; (c) Inventory system/perpetual reports specifying the cost of the period then ended: Inventory of each Borrower, by category, with additional detail showing additions to and deletions therefrom (1delivered electronically in an acceptable format, if Parent has implemented electronic reporting); (d) a Borrowing Base Certificate; (e) a detailed aging aging, by total, of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offered) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agenteach Borrower, together with a summary specifying the namereconciliation and supporting documentation for any reconciling items noted (delivered electronically in an acceptable format, address, and balance due for each Account Debtor; if Parent has implemented electronic reporting); (2f) a schedule detailing detailed calculation of those Accounts of the Borrowers that are not eligible for the Borrowing Base; (g) a detailed Inventory system/perpetual report together with a reconciliation to the general ledger accounts of the Borrowers (delivered electronically in an acceptable format, if Parent has implemented electronic reporting); (h) a detailed calculation of Inventory categories that are not eligible for the Borrowing Base; (i) a detailed report of aging, by vendor, of each Borrower’s accounts payable and any book overdraft, including accruals with respect thereto (delivered electronically in an acceptable format, if Parent has implemented electronic reporting) and an aging, by vendor, of any held checks; and (j) a monthly Account roll-forward, in a format acceptable to Lender, tied to the beginning and ending account receivable balances of the general ledger of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4) a reconciliation of the Accounts and Inventory of the Borrowers between the amounts shown in the Borrowers’ general ledger and financial statements and the reports delivered pursuant to clauses (1) and (2) above; (5) a reconciliation of the loan balance per the Borrowers’ general ledger to the loan balance under this Agreement; and (6) as of the month then ended, a schedule and aging of the Borrowers’ accounts payable. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 1 contract

Sources: Credit Agreement (Hamilton Beach Brands Holding Co)

Collateral Reports. The Borrower shall deliver or cause to be delivered (at the expense of the Borrower) to the Collateral Agent and the Administrative Agent the following: (a) upon request by the Collateral Agent, and in no event less frequently than 30 days after the end of each fiscal quarter, (i) No later than a trial balance as of the 15th last day of each calendar monthsuch fiscal quarter showing Accounts outstanding aged from statement date as follows: 1 to 30 days, 31 to 60 days, 61 to 90 days and at 91 days or more, accompanied by such other times supporting detail and documentation as may shall be requested by the Collateral AgentAgent in its reasonable discretion, (ii) a list of locations where any license related to any Government Receivable has been revoked since the date of the prior such report; and (iii) a summary of Inventory, Equipment and other tangible Property of the Loan Parties by location and type as of the period then ended:last day of such fiscal quarter, accompanied by such supporting detail and documentation as shall be requested by the Collateral Agent in its reasonable discretion; (1b) a detailed aging at the time of delivery of each of the Accounts of the Borrowers (A) including all invoices aged by due date (with an explanation of the terms offeredfinancial statements delivered pursuant to Sections 6.01(a) and (B) reconciled to the Borrowing Base Certificate delivered as of such date prepared in a manner reasonably acceptable to the Administrative Agent and Collateral Agent, together with a summary specifying the name, address, and balance due for each Account Debtor;b): (2) a schedule detailing the Inventory of the Borrowers, in form reasonably satisfactory to the Collateral Agent, (A) by location (showing Inventory in transit, any Inventory located with a third party under any consignment, bailee arrangement, or warehouse agreement), by class (raw material and finished goods), by product type, and by volume on hand, which Inventory shall be valued at the lower of Cost or market and adjusted for Reserves as the Collateral Agent has previously indicated to the Borrower Representative, (B) including a report of any variances or other results of Inventory counts performed by the Borrowers since the last Inventory schedule delivered pursuant to this Section 5.1(p)(i), and (C) reconciled to the Borrowing Base Certificate delivered as of such date; (3) a worksheet of calculations prepared by the Borrower Representative to determine Eligible Accounts and Eligible Inventory, such worksheets detailing the Accounts and Inventory excluded from Eligible Accounts and Eligible Inventory and the reason for such exclusion; (4i) a reconciliation of the Accounts trial balance and quarter-end Inventory and Equipment reports of the Borrowers between Loan Parties to the amounts shown in the Borrowers’ general ledger of the Loan Parties, in each case, accompanied by such supporting detail and financial statements and documentation as shall be requested by the reports Collateral Agent in its reasonable discretion; (ii) a general description of assets owned by the Loan Parties which have been Disposed of since the date of the most recent Appraisal delivered pursuant to clauses (1Section 6.03(c) and the aggregate book value thereof and (2iii) abovea list of any applications for the registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency which any Borrowing Base Party thereof has filed in the prior fiscal quarter; (5c) a reconciliation at the time of delivery of the loan balance per financial statements referred to in Section 6.01(a), an Appraisal of property, plant and equipment of the Borrowers’ general ledger Loan Parties, such Appraisal to be conducted by an appraiser, and in form and substance, reasonably satisfactory to the loan balance under this AgreementCollateral Agent and Administrative Agent; and (6d) Such other reports, statements and reconciliations with respect to the Collateral of any or all Loan Parties as the Collateral Agent shall from time to time request in its reasonable discretion. The delivery of each certificate and report or any other information delivered pursuant to this Section 6.03 shall constitute a representation and warranty buy the Borrower that the statements and information contained therein are true and correct in all material respects on and as of the month then ended, a schedule and aging of the Borrowers’ accounts payablesuch date. (ii) reasonably promptly upon a request by the Administrative Agent or Collateral Agent in their Permitted Discretion: (1) copies of invoices in connection with the invoices issued by the Borrowers in connection with any Accounts, credit memos, shipping and delivery documents, and other information related thereto; and (2) copies of purchase orders, invoices, and shipping and delivery documents in connection with any Inventory purchased by any Borrowers; and

Appears in 1 contract

Sources: Credit Agreement (Rotech Healthcare Inc)