Common use of Financial Statements and Information Clause in Contracts

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the Parent, Annual Audited Financial Statements of the Borrower and the Parent; (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents

Appears in 2 contracts

Samples: Credit Agreement (Archstone Smith Operating Trust), Credit Agreement (Archstone Smith Trust)

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Financial Statements and Information. Furnish or caused (i) GWW has previously provided to be furnished Giga complete and correct copies of (which may be by electronic accessA) its unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the year ended December 31, 2020; and (B) its unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the nine (9) month period ended September 30, 2021, all without notes to such financial information; and (ii) it will provide Giga when available, and prior to the Agent Closing (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Xxxxxx LLP, its independent auditor) for the years ended December 31, 2020 and 2019 (the “GWW 2020 Audited Financial Statements”) and (B) the unaudited interim consolidated balance sheets and statements of income (in each case, without any related notes and schedules) for each of the following: quarterly and annual periods ended thereafter (a) as soon as available and in any event within 90 days after the end of each fiscal year all of the Parentforegoing audited and unaudited financial statements and information referred to collectively as the “GWW Financial Statements”). Each of the GWW Financial Statements (including, Annual in each case, any notes and schedules thereto): (i) was (or, in the case of the GWW 2020 Audited Financial Statements of the Borrower and the Parent; (bunaudited interim consolidated balance sheets and statements of income to be delivered hereunder, will be) prepared in accordance with GAAP or IFRS, as soon as available and in any event within 50 days after applicable, applied on a consistent basis throughout the end of each quarter periods involved (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by indicated in the Agent notes thereto); and (ii) fairly presented (or, in the case of the GWW 2020 Audited Financial Statements. unaudited interim consolidated balance sheets and statements of income to demonstrate compliance with be delivered hereunder, will fairly present) in all material respects the covenants set forth herein or reflecting any non-compliance therewith consolidated financial position and the results of operations, changes in stockholders’ equity, and cash flows of GWW and its consolidated Subsidiaries as of the applicable daterespective dates of and for the periods referred to in such financial statements, all certified as truesubject, correct in the case of unaudited interim financial statements, to normal and complete by a managing directoryear-end audit adjustments (but only if the effect of such adjustments would not, vice presidentindividually or in the aggregate, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalentsbe material); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent GWW 2020 Audited Financial Statements will send not differ materially from GWW’s unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the year ended December 31, 2020 previously provided to each Lender Giga, except that the information received GWW 2020 Audited Financial Statements will contain notes as required by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of ContentsGAAP.

Appears in 2 contracts

Samples: Security Agreement (Giga Tronics Inc), Security Agreement (Giga Tronics Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentCompany, Annual Audited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each quarter (except excluding the last fourth quarter) of each fiscal year of the ParentCompany, Quarterly Unaudited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (c) concurrently with the financial statements provided for in Sections 5.2(aclauses (a) and (b) hereof, an Officer’s Certificate, together with 's Certificate which shall include such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent or any Lender to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and Responsible Officer of the ParentCompany; (d) promptly after the filing thereofupon their becoming available, all financial statements (other than the Annual Audited Financial Statements and Quarterly Unaudited Financial Statements), registration statements, reports to or filings made by and proxy statements which the Parent or the Borrower Company or any of its Subsidiaries may file with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower Company and the Parent any of its Subsidiaries as from time to time may be reasonably requested by the Agent or any Lender. The Agent will send In addition to each Lender the financial information received and reports to be delivered in accordance with the prior sentence, if the most recent Annual Audited Financial Statements or Quarterly Unaudited Financial Statements of the Company, as applicable, demonstrate that the financial condition of the Company and its Subsidiaries, on a consolidated basis, has been negatively impacted as at the end of the immediately preceding fiscal quarter or fiscal year represented by such Annual Audited Financial Statements or Quarterly Unaudited Financial Statements, as applicable, for one or more reasons (said determination of negative impact to be made by the Agent in its reasonable discretion), upon the periodic request of the Agent (until the conditions attributable to such negative impact have been addressed and rectified to the reasonable satisfaction of the Agent), the Company agrees that it shall promptly provide the Agent and the Lenders with additional information relating to the financial condition and affairs of the Company and its Subsidiaries as may be reasonably requested by the Agent, including, but not limited to, reports setting out in sufficient detail the financial performance of each retail location for any and all stores and operations maintained by the Company and/or any of its Subsidiaries. Notwithstanding the foregoing, information required to be delivered pursuant to clauses (a), (b) and (d) of this Section 5.2 shall be deemed to have been delivered if such information shall be available on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx and the Company shall have notified the Agent of the availability of all such financial information; provided, that the Company shall deliver paper copies of such information to the Agent or any Lender that reasonably requests such delivery. Information required to be delivered pursuant to this Section 5.2 promptly after the receipt thereof (other than a Notice of Default) may also be delivered by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available electronic means pursuant to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of ContentsSection 9.2(b).

Appears in 2 contracts

Samples: Million Revolving Credit Agreement (Whole Foods Market Inc), Million Term Loan Agreement (Whole Foods Market Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentCompany, Annual Audited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each quarter (except excluding the last fourth quarter) of each fiscal year of the ParentCompany, Quarterly Unaudited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (c) concurrently with the financial statements provided for in Sections 5.2(aclauses (a) and (b) hereof, an Officer’s Certificate, together with Certificate which shall include such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent or any Lender to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and Responsible Officer of the ParentCompany; (d) promptly after the filing thereofupon their becoming available, all financial statements (other than the Annual Audited Financial Statements and Quarterly Unaudited Financial Statements), registration statements, reports to or filings made by and proxy statements which the Parent or the Borrower Company or any of its Subsidiaries may file with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower Company and the Parent any of its Subsidiaries as from time to time may be reasonably requested by the Agent or any Lender. The Agent will send In addition to each Lender the financial information received and reports to be delivered in accordance with the prior sentence, if the most recent Annual Audited Financial Statements or Quarterly Unaudited Financial Statements of the Company, as applicable, demonstrate that the financial condition of the Company and its Subsidiaries, on a consolidated basis, has been negatively impacted as at the end of the immediately preceding fiscal quarter or fiscal year represented by such Annual Audited Financial Statements or Quarterly Unaudited Financial Statements, as applicable, for one or more reasons (said determination of negative impact to be made by the Agent in its reasonable discretion), upon the periodic request of the Agent (until the conditions attributable to such negative impact have been addressed and rectified to the reasonable satisfaction of the Agent), the Company agrees that it shall promptly provide the Agent and the Lenders with additional information relating to the financial condition and affairs of the Company and its Subsidiaries as may be reasonably requested by the Agent, including, but not limited to, reports setting out in sufficient detail the financial performance of each retail location for any and all stores and operations maintained by the Company and/or any of its Subsidiaries. Notwithstanding the foregoing, information required to be delivered pursuant to clauses (a), (b) and (d) of this Section 5.2 shall be deemed to have been delivered if such information shall be available on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx and the Company shall have notified the Agent of the availability of all such financial information; provided, that the Company shall deliver paper copies of such information to the Agent or any Lender that reasonably requests such delivery. Information required to be delivered pursuant to this Section 5.2 promptly after the receipt thereof (other than a Notice of Default) may also be delivered by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available electronic means pursuant to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of ContentsSection 9.2(b).

Appears in 2 contracts

Samples: Security Agreement (Whole Foods Market Inc), Security Agreement (Whole Foods Market Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender each of the following: (a) as soon as available and in any event within 90 100 days after the end of each applicable fiscal year, beginning with the fiscal year of the Parent2004, Annual Audited Financial Statements of the Borrower and the ParentCarrols Holdings; (b) as soon as available and in any event within 50 45 days after the end of each fiscal quarter (except other than the last fiscal quarter) of each applicable fiscal year and within 100 days after the end of the Parentlast fiscal quarter of each fiscal year, Quarterly Unaudited Financial Statements of the Borrower and the ParentCarrols Holdings; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president or chief financial officer of Borrower (or other authorized officer approved by Agent) as truetrue and correct in all material respects to the best knowledge of such officer and, correct and complete by a managing director, vice president, senior vice president, controllercommencing with the annual statement prepared as of the last day of the fiscal year 2004, a co-controller compliance certificate (“Compliance Certificate”) in the form of Borrower and of the ParentExhibit F hereto, duly executed by such authorized officer; (d) promptly within 100 days after the filing thereofbeginning of each fiscal year, all reports to or filings made by the Parent or the Borrower or any of Borrower’s annual business plan for such fiscal year (including its Subsidiaries with the Securities balance sheet and Exchange Commission, including, without limitation, registration statements income and reports on Forms 10-K, 10-Q and 8-K (or their equivalentscash flow projections for such fiscal year); (e) within two promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (2other than transmittal letters) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of eachin respect thereof filed by any Obligor with, or change thereinreceived by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (f) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by any LenderAgent. The Agent will send Financial Statements for Borrower and Carrols Holding shall be prepared on a consolidated basis, and shall provide comparison to each Lender the information received by corresponding period of the Agent previous fiscal year. Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on representations contained in the last day two sentences of each of the Parent’s fiscal quarters. Table of ContentsSection 6.2.

Appears in 1 contract

Samples: Loan Agreement (Carrols Corp)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent Agents and each Lender each of the following: (a) as soon as available and in any event within 90 days (or such shorter time period as may be required for publicly traded entities by the Securities and Exchange Commission or any successor agency) after the end of each fiscal year (subject to extension by an additional fifteen (15) days so long as such extension does not cause U.S. Borrower to be in violation of the Parentany applicable Legal Requirements), Annual Audited Financial Statements of the Borrower and the ParentU.S. Borrower; (b) as soon as available and in any event within 50 45 days (or such shorter time period as may be required for publicly traded entities by the Securities and Exchange Commission or any successor agency) after the end of each quarter (except of the last quarter) first three fiscal quarters of each fiscal year (subject to extension by an additional five (5) days so long as such extension does not cause U.S. Borrower to be in violation of the Parentany applicable Legal Requirements), Quarterly Unaudited Financial Statements of the Borrower and the ParentU.S. Borrower; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent Agents to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete signed by a managing directorduly authorized officer of U.S. Borrower as true and correct in all material respects to the best knowledge of such officer and, vice presidentcommencing with the Quarterly Financial Statement prepared as of June 30, senior vice president, controller2006, a co-controller compliance certificate (“Compliance Certificate”) substantially in the form of Borrower and of the ParentExhibit F hereto, duly executed by such authorized officer; (d) promptly after by March 31 of each fiscal year, U.S. Borrower’s annual business plan for the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities then current fiscal year (including their pro forma balance sheets and Exchange Commission, including, without limitation, registration statements income and reports on Forms 10-K, 10-Q and 8-K (or their equivalentscash flow projections for such fiscal year); (e) within two promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by U.S. Borrower to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (2other than transmittal letters) Business Days after the receipt thereof, a copy of the notification to the in respect thereof filed by U.S. Borrower or to the Parent of the respective Credit Rating of eachwith, or change thereinreceived by U.S. Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; and (f) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by any Agent or any Lender. The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on representations contained in the last day two sentences of each of the Parent’s fiscal quarters. Table of ContentsSection 6.2.

Appears in 1 contract

Samples: Loan Agreement (Natco Group Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the Parent, Annual Audited Financial Statements of the Borrower and the Parent; (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Archstone Smith Operating Trust)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and the Lenders each of the following: (a) as soon as available and in any event within 90 days after the end of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Annual Audited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Quarterly Unaudited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include a statement of Funds From Operations); (c) within forty-five (45) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controller, a co-controller of Borrower and of the ParentBorrower; (d) promptly after the filing thereof, all reports to or filings made by the Parent or Parkway Properties, Inc., the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Borrower's S&P Rating of eachor Mxxxx'x Rating, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents

Appears in 1 contract

Samples: Credit Agreement (Parkway Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the followingLender: (a) as soon as available and in any event within 90 120 days after the end of each fiscal year of the ParentGuarantor, consolidating Annual Audited Financial Statements of the Borrower and the ParentGuarantor for such fiscal year; (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) of each fiscal year of the ParentGuarantor, consolidating Quarterly Unaudited Financial Statements of the Borrower and the ParentGuarantor for such quarter; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections (a) and (b) hereof, an Officer’s Certificate, together with a certificate of compliance and such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required requested by the Agent Lender to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing directorthe President or principal financial officer of Borrower, vice presidentand an Officer's Certificate, senior vice presidentin Proper Form, controller, a co-controller signed by the President or principal financial officer of Borrower and of the ParentBorrower; (d) promptly as soon as available, and in any event within 90 days after the filing thereofend of each Borrower's fiscal years, a report showing a detailed aging of the Borrower's Accounts, and a report showing an accounting and valuation of Borrower's Inventory, all reports to or filings made dated as of the end of such fiscal year and signed by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents)in Proper Form; (e) as soon as available and in any event within two (2) Business Days 120 days after the receipt thereofend of each of NEC's fiscal years, a copy Annual Audited Financial Statements of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, NEC for such fiscal year; and (f) such other information relating to the financial condition and affairs of the Guarantor and Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Loan Agreement (Steck Vaughn Publishing Corp)

Financial Statements and Information. Furnish or caused The Borrower will furnish to be furnished (which may be by electronic access) to ------------------------------------ the Agent three (3) copies and to each Bank one (1) copy of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentBorrower (or such later period as may be permitted by law for reporting companies under the Securities Exchange Act of 1934, as amended, but not to exceed 20 additional days), a copy of the Borrower's annual report on Form 10-K as filed with the Securities and Exchange Commission, together with Annual Audited Financial Statements of the Borrower and the Parentits Subsidiaries; (b) as soon as available and in any event within 50 forty- five days after the end of each fiscal quarter (except the last quarter) of each fiscal year of the ParentBorrower (or such later period as may be permitted by law for reporting companies under the Securities Exchange Act of 1934, as amended, but not to exceed 20 additional days), a copy of the Borrower's Form 10-Q as filed with the Securities and Exchange Commission, together with Quarterly Unaudited Financial Statements of the Borrower and its Subsidiaries, (c) as soon as available and in any event within thirty (30) days after the Parentend of each calendar month, Monthly Unaudited Financial Statements of the Borrower and its Subsidiaries; (cd) concurrently with the financial statements provided for in Sections 5.2(aSubsections 6.3(a) and (b6.3(b) hereof, an Officer’s ------------------ ------ (1) a Compliance Certificate, together signed by a Responsible Officer of the Borrower, and (2) a written certificate in Proper Form, identifying each Subsidiary which is otherwise required by the provisions of Section 6.10 hereof to become a ------------ Guarantor at the request of the Agent but which has not yet done so as of the date of such certificate, and providing an explanation of the reasons why each such Subsidiary is not a Guarantor, signed by a Responsible Officer of the Borrower; (e) as soon as available and in any event within five (5) Business Days after the date of receipt thereof (if any such management letter is ever issued), a management letter prepared by the independent public accountants who reported on the financial statements provided for in Subsection 6.3(a) above, ----------------- with respect to the internal financial controls of the Borrower and its Subsidiaries; (f) as soon as available and in any event within five (5) days after the end of each week, a Receivables report in the form of Exhibit G hereto --------- setting forth the sales, collections and total customer debits and credits for each Company, for such week; provided, however, that if Availability is at any -------- time less than $15,000,000, at the Agent's request such Receivables reports shall be furnished daily by the end of each Business Day for the second Business Day immediately preceding the date of such Receivables report; (g) as soon as available and in any event within twenty (20) days after the end of each month, accounts receivable agings and reconciliations, accounts payable agings and reconciliations, lockbox statements and all other schedules, computations and other information (includinginformation, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), all in reasonable detail, as may be reasonably required or requested by the Agent with regard to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable dateCompanies, all certified as true, correct and complete by a managing director, vice president, senior vice president, controllerResponsible Officer of the Borrower; (h) as soon as available and in any event within twenty (20) days after the end of each month, a co-controller Borrowing Base Certificate, signed by a Responsible Officer of the Borrower in the form attached hereto as Exhibit F; (i) if Availability is at any time less than --------- $15,000,000, as soon as available and in any event within five (5) days after the end of each week, an Inventory Designation Report in the form of Exhibit H, --------- and Borrower may submit such weekly Inventory Designation Report at any other time at its option; (j) as soon as available and in any event within thirty (30) days prior to the commencement of each fiscal year of the Borrower, management- prepared Consolidated financial projections of the Borrower and its Subsidiaries for the immediately following fiscal year (setting forth such projections on both an annual basis and on a monthly basis for the upcoming fiscal year), such projections to be in such format and detail as reasonably requested by the Agent; (k) as soon as available and in any event weekly, the nine-week cash flow projection of the ParentBorrower and its Subsidiaries; (dl) promptly as soon as available and in any event within twenty (20) days after the filing thereofend of each month, a report containing schedules showing the amounts and locations of all reports to or filings made by the Parent or cash of the Borrower or any of and its Subsidiaries with the Securities Subsidiaries, in form and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification detail satisfactory to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, Agent; and (fm) such other information relating to the financial condition condition, operations, Property and business affairs of the Borrower and the Parent or any of its Subsidiaries or Foreign Affiliates as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contentsany Bank.

Appears in 1 contract

Samples: Credit Agreement (Cellstar Corp)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Annual Audited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Quarterly Unaudited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include a statement of Funds From Operations); (c) within forty-five (45) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controller, a co-controller of Borrower and of the ParentBorrower; (d) promptly after the filing thereof, all reports to or filings made by the Parent or Parkway Properties, Inc., the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Borrower's S&P Rating of eachor Xxxxx'x Rating, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents

Appears in 1 contract

Samples: Credit Agreement (Parkway Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and the Lenders one copy of each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the ParentBorrower, beginning with the fiscal year 1995, Annual Audited Financial Statements of the Borrower and the ParentBorrower's Subsidiaries together with unaudited consolidating financial statements of the Borrower and its Subsidiaries; (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) calendar month of each fiscal year of the ParentBorrower, Quarterly Unaudited Monthly Financial Statements of the Borrower and the ParentBorrower's Subsidiaries; (c) concurrently with the financial statements provided for in Sections 5.2(aSUBSECTIONS 7.2(A) and (b) hereofB), an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required by the Agent or any Lender to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of the Borrower (or other authorized officer approved by the Agent) as true, correct and complete by a managing director, vice president, senior vice president, controllerand, a co-controller compliance certificate ("COMPLIANCE CERTIFICATE") in the form of Borrower and of the Parent; EXHIBIT F hereto, duly executed by such authorized officer, (d) promptly (1) as of the Effective Date and (2) within 30 days after (i) the filing thereofend of each calendar month or (ii) receipt of a request therefor (which may be given from time to time) from the Agent, all reports to or filings made by a Borrowing Base Certificate as at the Parent Effective Date or the Borrower last day of such calendar month or any the date of its Subsidiaries such receipt, as the case may be, together with such supporting information as the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents)Agent may reasonably request; (e) within two (1) as of the Effective Date and (2) Business Days within 30 days after (i) the end of each calendar month or (ii) receipt thereofof a request therefor (which may be given from time to time) from the Agent, (y) a copy listing and aging of the notification to Accounts of the Borrower or to the Parent and its Subsidiaries and (z) a listing and aging of the respective Credit Rating accounts payable of eachthe Borrower and its Subsidiaries, or change thereinin each case, as of the end of the most recently ended calendar month, prepared in reasonable detail and containing such other information as the Agent may request; and (f) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of any of the Borrower and the Parent its Subsidiaries as from time to time may be reasonably requested by any Lenderthe Agent. The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 SECTION 7.2 shall be made (1) on the date of each Loan or issuance, renewal or extension of constitute a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each republication of the Parent’s fiscal quarters. Table of Contentsrepresentations contained in SECTION 6.2.

Appears in 1 contract

Samples: Credit Agreement (Equalnet Holding Corp)

Financial Statements and Information. Furnish or caused to be furnished Within sixty (which may be by electronic access60) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year quarterly period (the "Fiscal Quarter") of each Fiscal Year, commencing with the first Fiscal Quarter after the date of this Agreement, the Board of Managers shall prepare and submit or cause to be prepared and submitted to the Members an unaudited statement of profit and loss for the Company for such Fiscal Quarter and an unaudited balance sheet of the Parent, Annual Audited Financial Statements Company dated as of the Borrower and end of such Fiscal Quarter, in each case prepared in accordance with federal income tax accounting principles of the Parent; Code, consistently applied. Within one hundred twenty (b120) as soon as available and in any event within 50 days after the end of each quarter Fiscal Year during the term of this Agreement, the Board of Managers shall prepare and submit or cause to be prepared and submitted to the Members (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(ai) and (b) hereof, an Officer’s Certificateaudited balance sheet, together with audited statements of profit and loss, Members' equity and changes in financial position for the Company during such schedules, computations Fiscal Year; (ii) a report of the activities of the Company during the Fiscal Year; (iii) a report summarizing the fees and other remuneration paid by the Company for such Fiscal Year to the Board of Managers and any Affiliate thereof; and (iv) an audited statement showing any amounts distributed to the Members in respect of such Fiscal Year. All such statements and reports shall be prepared in accordance with GAAP and in accordance with the federal income tax basis of accounting. The Board of Managers shall provide to the Members such other reports and information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates concerning the business and affairs of the Borrower), in reasonable detail, Company as may be required by the Agent to demonstrate compliance with the covenants set forth herein Act or reflecting by any non-compliance therewith as other law or regulation of the any regulatory body applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the Company. All financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent statements prepared pursuant to this Section 5.2 promptly after 12.3 shall present fairly the receipt thereof by Agentfinancial position and operating results of the Company and shall be prepared in accordance with generally accepted accounting principles on the accrual basis for each fiscal year of the Company during the term of this Agreement. The financial calculations for Sections 5.3All decisions as to accounting matters, 5.15 and 6.4 except as specifically provided to the contrary herein, shall be made (1) on by the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each chief executive officer of the Parent’s fiscal quarters. Table Company and reviewed and approved by the Audit Committee of Contentsthe Board of Managers.

Appears in 1 contract

Samples: Operating Agreement (Find SVP Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender each of the following: (a) as soon as available and in any event within 90 100 days after the end of each applicable fiscal year (or, if earlier, the date of any required public filing thereof), beginning with the Parentfiscal year 2006, Annual Audited Financial Statements of the Borrower and the ParentCarrols Restaurant Group and their respective Subsidiaries on a consolidated basis; (b) as soon as available and in any event within 50 45 days after the end of each fiscal quarter (except other than the last fiscal quarter) of each applicable fiscal year and within 100 days after the end of the Parentlast fiscal quarter of each fiscal year (or, if earlier, the date of any required public filing thereof), Quarterly Unaudited Financial Statements of the Borrower and the ParentCarrols Restaurant Group and their respective Subsidiaries on a consolidated basis; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president or chief financial officer of Borrower (or other authorized officer approved by Agent) as truetrue and correct in all material respects to the best knowledge of such officer and, correct and complete by a managing director, vice president, senior vice president, controllercommencing with the annual statement prepared as of the last day of fiscal year 2006, a co-controller compliance certificate (“Compliance Certificate”) in the form of Borrower and of the ParentExhibit F hereto, duly executed by such authorized officer; (d) promptly within 100 days after the filing thereofbeginning of each fiscal year, all reports to or filings made by the Parent or the Borrower or any of Borrower’s annual business plan for such fiscal year (including its Subsidiaries with the Securities balance sheet and Exchange Commission, including, without limitation, registration statements income and reports on Forms 10-K, 10-Q and 8-K (or their equivalentscash flow projections for such fiscal year); (e) within two promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (2other than transmittal letters) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of eachin respect thereof filed by any Obligor with, or change thereinreceived by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (f) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by any LenderAgent. The Agent will send Financial Statements for Borrower and Carrols Holding shall be prepared on a consolidated basis, and shall provide comparison to each Lender the information received by corresponding period of the Agent previous fiscal year. Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agentrepresentations contained in the second and third sentences of Section 6.2. The financial calculations for Sections 5.3Documents required to be delivered pursuant to this Section 7.2 (to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, 5.15 and 6.4 shall be made (1) deemed to have been delivered on the date (x) on which Carrols Restaurant Group or the Borrower posts such documents, or provides a link thereto on Carrols Restaurant Group’s or the Borrower’s website on the Internet at xxx.xxxxxxx.xxx; or (y) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Agent have access (whether a commercial, third-party website or whether sponsored by the Agent); provided that: (A) the Borrower shall deliver paper copies of such documents to the Agent or any Lender that requests the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Agent or such Lender and (B) the Borrower shall notify the Agent and each Loan Lender (by telecopier or issuanceelectronic mail) of the posting of any such documents and provide to the Agent by electronic mail electronic versions (i.e., renewal soft copies) of such documents. The Agent shall have no obligation to request the delivery or extension to maintain copies of a Letter the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of Credit using such documents. The Borrower hereby acknowledges that (a) the best information Agent and/or the Arrangers will make available to the BorrowerLenders and the applicable Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on SyndTrak Online or another similar electronic system (the “Platform”) and (2b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Borrower or its securities) (each, a “Public Lender”). The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (i) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the last day first page thereof; (ii) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Agent, the Arrangers, the applicable Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of each United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.7); (iii) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Parent’s fiscal quarters. Table Platform designated “Public Investor;” and (iv) the Agent and the Arrangers shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of Contentsthe Platform not designated “Public Investor”.

Appears in 1 contract

Samples: Loan Agreement (Carrols Restaurant Group, Inc.)

Financial Statements and Information. Furnish or caused to be furnished (which may be by ------------------------------------ electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the ParentBorrower, Annual Audited Financial Statements of the Borrower and the ParentBorrower; (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the ParentBorrower; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s 's --------------- --- Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the BorrowerBorrower and as to Ameriton), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and of the ParentBorrower; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Borrower's Credit Rating of eachRating, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt ----------- thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 ------------ ---- --- shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s Borrower's fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Archstone Communities Trust/)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each ------------------------------------ Lender each of the following: (a) as soon as available and in any event within 90 100 days after the end of each applicable fiscal year, beginning with the fiscal year of the Parent2000, Annual Audited Financial Statements of the Borrower and the ParentCarrols Holdings; (b) as soon as available and in any event within 50 45 days after the end of each fiscal quarter (except other than the last fiscal quarter) of each applicable fiscal year and within 100 days after the end of the Parentlast fiscal quarter of each fiscal year, Quarterly Unaudited Financial Statements of the Borrower and the ParentCarrols Holdings; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) ------------------ and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in --- reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president or chief financial officer of Borrower (or other authorized officer approved by Agent) as truetrue and correct in all material respects to the best knowledge of such officer and, correct and complete by a managing director, vice president, senior vice president, controllercommencing with the annual statement prepared as of the last day of the fiscal year 2000, a co-controller compliance certificate ("Compliance Certificate") in the ---------------------- form of Borrower and of the ParentExhibit F hereto, duly executed by such authorized officer; (d) promptly after the filing thereof, all reports to or filings made by the Parent or --------- last day of each fiscal year, Borrower's annual business plan for the Borrower or any of next fiscal year (including its Subsidiaries with the Securities balance sheet and Exchange Commission, including, without limitation, registration statements income and reports on Forms 10-K, 10-Q and 8-K (or their equivalentscash flow projections for such fiscal year); (e) within two promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (2other than transmittal letters) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of eachin respect thereof filed by any Obligor with, or change thereinreceived by any Obligor in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency, and (f) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by any LenderAgent. The Agent will send Financial Statements for Borrower and Carrols Holding shall be prepared on a consolidated basis, and shall provide comparison to each Lender the information received by corresponding period of the Agent previous fiscal year. Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on ----------- representations contained in the last day two sentences of each of the Parent’s fiscal quartersSection 6.2. Table of Contents-----------

Appears in 1 contract

Samples: Loan Agreement (Carrols Corp)

Financial Statements and Information. Furnish or caused to be furnished Agent fifteen (which may be by electronic access15) to the Agent copies of each of the following: (a) as soon as available and in any event within 90 100 days after the end of each applicable fiscal year, beginning with the fiscal year of the Parentending on December 31, 2007, Annual Audited Financial Statements of Borrower in the Borrower form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the ParentSecurities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 50 60 days after the end of each quarter (except the last fiscal quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of Borrower in the Borrower form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the Parentrequirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete signed by a managing director, vice the president, senior vice presidentchief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, controllerconcurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a co-controller compliance certificate (“Compliance Certificate”) in the form of Borrower and of the ParentExhibit E hereto, duly executed by such authorized officer; (d) promptly as soon as available and in any event within 90 days after the filing thereofend of each applicable fiscal year, all reports beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or filings made periodic report and each registration statement or prospectus filed by the Parent or the Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission, including, without limitation, registration statements Commission or any successor agency (and reports on Forms 10-K, 10-Q and 8-K (or their equivalentsis publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (eh) within two sixty (260) Business Days days after the receipt end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, a copy all significant reports by the National Association of the notification Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to the Borrower or to the Parent of the respective Credit Rating of each, or change thereinany Insurance Company Subsidiary’s insurance business, and (fk) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial condition and affairs or otherwise), operations or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by Agent (or any LenderLender through Agent). The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contentssuch most recently delivered financial statements.

Appears in 1 contract

Samples: Loan Agreement (HCC Insurance Holdings Inc/De/)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Bank two copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentCompany, Annual Audited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each quarter (except excluding the last fourth quarter) of each fiscal year of the ParentCompany, Quarterly Unaudited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (c) concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s Certificate, together with (i) such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent or any Bank to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing directorthe chief executive officer, vice president, senior vice chief operating officer or chief financial officer of the Company, and (ii) an Officer's Certificate, signed by the chief executive officer, president, controller, a co-controller of Borrower and chief operating officer or chief financial officer of the ParentCompany; (d) promptly after the filing thereofupon their becoming available, all financial statements (other than the Annual Audited Financial Statements and Quarterly Unaudited Financial Statements), registration statements, reports to or filings made by and proxy statements which the Parent or the Borrower Company or any of its Subsidiaries may file with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower Company and the Parent any of its Subsidiaries as from time to time may be reasonably requested by the Agent or any LenderBank. The Agent will send In addition to each Lender the financial information received and reports to be delivered in accordance with the prior sentence, if the most recent Annual Audited Financial Statements or Quarterly Unaudited Financial Statements of the Company, as applicable, demonstrate that the financial condition of the Company and its Subsidiaries, on a consolidated basis, has been negatively impacted as at the end of the immediately preceding fiscal quarter or fiscal year represented by such Annual Audited Financial Statements or Quarterly Unaudited Financial Statements, as applicable, for one or more reasons (said determination of negative impact to be made by the Agent pursuant in its reasonable discretion), or if at any time Loans have been outstanding hereunder for longer than ninety (90) consecutive days, upon the periodic request of the Agent (until the conditions attributable to this Section 5.2 such negative impact have been addressed and rectified to the reasonable satisfaction of the Agent or until all Loans outstanding hereunder have been paid in full, whichever is applicable), the Company agrees that it shall promptly after provide the receipt thereof Agent and the Banks with additional information relating to the financial condition and affairs of the Company and its Subsidiaries as may be reasonably requested by the Agent. The , including, but not limited to, reports setting out in sufficient detail the financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date performance of each Loan or issuance, renewal or extension retail location for any and all stores and operations maintained by the Company and/or any of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contentsits Subsidiaries.

Appears in 1 contract

Samples: Credit Agreement (Whole Foods Market Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender three (3) copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentBorrower, Annual Audited Financial Statements of the Borrower and the Parentits Subsidiaries; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each fiscal quarter (except the last quarter) of each fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the Parentits Subsidiaries; (c) promptly after the same become publicly available, copies of such financial information, registration statements, annual, periodic and other reports, and such proxy statements and other information, if any, as shall be filed by the Borrower with the Securities and Exchange Commission pursuant to the requirements of the Securities Act of 1993 or the Securities Exchange Act of 1934 or submitted to any shareholders of the Borrower or any Subsidiary thereof, including without limitation, all 10-Q and 10-K Reports; (d) concurrently with 125 the financial statements provided for in Sections 5.2(aSubsections 6.3(a) and (b6.3(b) hereof, (1) an Officer’s 's Certificate, together signed by a Responsible Officer of the Borrower, and (2) a written certificate in Proper Form, identifying each Subsidiary which is otherwise required by the provisions of Section 6.10 hereof to become a Guarantor at the request of the Agent, but which has not yet done so as of the date of such certificate, and providing an explanation of the reasons why each such Subsidiary is not a Guarantor, signed by a Responsible Officer of the Borrower; (e) as soon as available and in any event within five (5) days after the date of issuance thereof (if any such management letter is ever issued), a management letter prepared by the independent public accountants who reported on the financial statements provided for in Subsection 6.3(a) above, with such respect to the internal audit and financial controls of the Borrower and its Subsidiaries; (f) as soon as available and in any event within fifteen (15) days after the end of each month, account receivable agings and reconciliations, accounts payable agings and reconciliations, monthly sales report, monthly inventory summary, and all other schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required or requested by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable dateAgent, all certified as true, correct and complete by a managing director, vice president, senior vice president, controllerResponsible Officer of the Borrower; (g) as soon as available and in any event within fifteen (15) days after the end of each month, a coBorrowing Base Compliance Certificate, signed by a Responsible Officer of the Borrower in the form attached hereto as 126 Exhibit H; (h) as soon as available and in any event within thirty (30) days subsequent to the commencement of each fiscal year of the Borrower, management-controller prepared Consolidated financial projections of the Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with for the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within immediately following two (2) Business Days after fiscal years (setting forth such projections on both an annual basis and on a monthly basis for the receipt thereofupcoming fiscal year and on an annual basis only for the fiscal year thereafter), a copy of such projections to be in such format and detail as reasonably requested by the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, Agent; and (fi) such other information relating to the financial condition condition, operations and business affairs of the Borrower and the Parent or any of its Subsidiaries as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Ross Technology Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Bank two copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentCompany, Annual Audited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each quarter (except excluding the last fourth quarter) of each fiscal year of the ParentCompany, Quarterly Unaudited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (c) concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s Certificate, together with (i) such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent or any Bank to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing directorthe chief executive officer, vice president, senior vice chief operating officer or chief financial officer of the Company, and (ii) an Officer’s Certificate, signed by the chief executive officer, president, controller, a co-controller of Borrower and chief operating officer or chief financial officer of the ParentCompany; (d) promptly after the filing thereofupon their becoming available, all financial statements (other than the Annual Audited Financial Statements and Quarterly Unaudited Financial Statements), registration statements, reports to or filings made by and proxy statements which the Parent or the Borrower Company or any of its Subsidiaries may file with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower Company and the Parent any of its Subsidiaries as from time to time may be reasonably requested by the Agent or any LenderBank. The Agent will send In addition to each Lender the financial information received and reports to be delivered in accordance with the prior sentence, if the most recent Annual Audited Financial Statements or Quarterly Unaudited Financial Statements of the Company, as applicable, demonstrate that the financial condition of the Company and its Subsidiaries, on a consolidated basis, has been negatively impacted as at the end of the immediately preceding fiscal quarter or fiscal year represented by such Annual Audited Financial Statements or Quarterly Unaudited Financial Statements, as applicable, for one or more reasons (said determination of negative impact to be made by the Agent pursuant in its reasonable discretion), or if at any time Loans have been outstanding hereunder for longer than ninety (90) consecutive days, upon the periodic request of the Agent (until the conditions attributable to this Section 5.2 such negative impact have been addressed and rectified to the reasonable satisfaction of the Agent or until all Loans outstanding hereunder have been paid in full, whichever is applicable), the Company agrees that it shall promptly after provide the receipt thereof Agent and the Banks with additional information relating to the financial condition and affairs of the Company and its Subsidiaries as may be reasonably requested by the Agent. The , including, but not limited to, reports setting out in sufficient detail the financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date performance of each Loan or issuance, renewal or extension retail location for any and all stores and operations maintained by the Company and/or any of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contentsits Subsidiaries.

Appears in 1 contract

Samples: Credit Agreement (Whole Foods Market Inc)

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Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 100 days after the end of each respective fiscal year of the ParentBorrower, Annual Audited Financial Statements of EastGroup Properties, Inc. and, solely with respect to the Borrower fiscal year ended December 31, 2021, a report in form and substance reasonably acceptable to the ParentSustainability Agent setting forth the 2021 Baseline (as defined on Schedule I hereto); (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the ParentEastGroup Properties Inc. (which shall include a statement of Funds From Operations); (c) within fifty (50) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, (i) an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance noncompliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controllerof Borrower, and (ii) a co-controller current capital plan for the next four (4) calendar quarters including projected sources and uses of Borrower funds (including dividend and of the Parentdebt payments); (d) promptly after the filing thereof, all registration statements and reports to on Forms 10-K and 10-Q (or filings their equivalents) made by the Parent or the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports to be delivered by electronic transmission or notice by electronic transmission of the filing thereof (other filings shall be available for viewing on Forms 10-K, 10-Q and 8-K (or their equivalentsthe Borrower’s website); (e) within two ten (210) Business Days after the receipt thereof, a copy of the notification to the Borrower EastGroup Properties Inc. of its S&P Rating or to the Parent of the respective Credit Rating of eachXxxxx’x Rating, or change therein, ; and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Eastgroup Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and the Lenders each of the following: (a) as soon as available and in any event within 90 100 days after the end of each respective fiscal year of the Parent, Borrower Annual Audited Financial Statements of EastGroup Properties, Inc. and annual unaudited financial statements of the Borrower and the ParentOperating Partnership (which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the Parent(which shall include a statement of Funds From Operations); (c) within fifty (50) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, (i) an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controllerof Borrower, and (ii) a co-controller current capital plan for the next four (4) calendar quarters including projected sources and uses of Borrower funds (including dividend and of the Parentdebt payments); (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent Operating Partnership of the respective Credit Borrower's S&P Rating of eachor Xxxxx'x Rating, or change therein, ; and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Eastgroup Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender each of the following: (a) as soon as available and in any event within 90 105 days after the end of each applicable fiscal year, beginning with the fiscal year of the Parentending on March 31, 1999, Annual Audited Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of the Borrower and the Parentits Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within 50 60 days after the end of each fiscal quarter (except the last quarter) of each applicable fiscal year of the Parentyear, Quarterly Unaudited Financial Statements, together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of the Borrower and the Parentits Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete attested by a managing directorduly authorized officer of Borrower as true and correct in all material respects to the best knowledge of such officer and, vice presidentcommencing with the quarterly financial statement prepared as of September 30, senior vice president, controller1998, a co-controller compliance certificate ("Compliance Certificate") substantially in the form of Borrower and of the ParentExhibit E hereto, duly executed by such authorized officer; (d) promptly after upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (other than transmittal letters and other than registrations on Form S-8 under the filing thereofSecurities Act, all registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by Borrower with, or filings made received by the Parent Borrower in connection therewith from, any securities exchange or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (Commission or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change thereinany successor agency, and (fe) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent or any of its Restricted Subsidiaries as from time to time may be reasonably requested by any LenderAgent. The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on representations contained in the last day two sentences of each of the Parent’s fiscal quartersSection 6.2. Table of Contents7.3

Appears in 1 contract

Samples: Loan Agreement (Oceaneering International Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each ------------------------------------ Bank two copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the ParentCompany, Annual Audited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (b) as soon as available and in any event within 50 forty-five (45) days after the end of each quarter (except excluding the last fourth quarter) of each fiscal year of the ParentCompany, Quarterly Unaudited Financial Statements of the Borrower Company and the Parentits Subsidiaries, prepared on a consolidated basis; (c) concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s Certificate, together with (i) such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)------------------ --- information, in reasonable detail, as may be reasonably required by the Agent or any Bank to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing directorthe chief executive officer, vice president, senior vice chief operating officer or chief financial officer of the Company, and (ii) an Officer's Certificate, signed by the chief executive officer, president, controller, a co-controller of Borrower and chief operating officer or chief financial officer of the ParentCompany; (d) promptly after the filing thereofupon their becoming available, all financial statements (other than the Annual Audited Financial Statements and Quarterly Unaudited Financial Statements), registration statements, reports to or filings made by and proxy statements which the Parent or the Borrower Company or any of its Subsidiaries may file with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower Company and the Parent any of its Subsidiaries as from time to time may be reasonably requested by the Agent or any LenderBank. The Agent will send In addition to each Lender the financial information received and reports to be delivered in accordance with the prior sentence, if the most recent Annual Audited Financial Statements or Quarterly Unaudited Financial Statements of the Company, as applicable, demonstrate that the financial condition of the Company and its Subsidiaries, on a consolidated basis, has been negatively impacted as at the end of the immediately preceding fiscal quarter or fiscal year represented by such Annual Audited Financial Statements or Quarterly Unaudited Financial Statements, as applicable, for one or more reasons (said determination of negative impact to be made by the Agent pursuant in its reasonable discretion), or if at any time Loans have been outstanding hereunder for longer than ninety (90) consecutive days, upon the periodic request of the Agent (until the conditions attributable to this Section 5.2 such negative impact have been addressed and rectified to the reasonable satisfaction of the Agent or until all Loans outstanding hereunder have been paid in full, whichever is applicable), the Company agrees that it shall promptly after provide the receipt thereof Agent and the Banks with additional information relating to the financial condition and affairs of the Company and its Subsidiaries as may be reasonably requested by the Agent. The , including, but not limited to, reports setting out in sufficient detail the financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date performance of each Loan or issuance, renewal or extension retail location for any and all stores and operations maintained by the Company and/or any of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contentsits Subsidiaries.

Appears in 1 contract

Samples: Credit Agreement (Whole Foods Market Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent Agents and each Lender each of the following: (a) as soon as available and in any event within 90 days 5 Business Days after the end of required SEC filing date for each fiscal year of the Parentyear, Annual Audited Financial Statements of the U.S. Borrower and its consolidated Subsidiaries as filed with the ParentSEC; (b) as soon as available and in any event within 50 days 5 Business Days after the end of each quarter (except the last quarter) of required SEC filing date for each fiscal year of the Parentquarter, Quarterly Unaudited Financial Statements of the U.S. Borrower and its consolidated Subsidiaries as filed with the ParentSEC; (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent Agents to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete signed by a managing directorduly authorized officer of U.S. Borrower as true and correct in all material respects to the best knowledge of such officer and, vice presidentcommencing with the Quarterly Financial Statements prepared as of January 31, senior vice president, controller2006, a co-controller compliance certificate (“Compliance Certificate”) substantially in the form of Borrower and of the ParentExhibit F hereto, duly executed by such authorized officer; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries concurrently with the Securities and Exchange Commissionfinancial statements provided for in Subsection 7.2(a) hereof, including, without limitation, registration projected consolidated financial statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents)for the then current fiscal year; (e) within two (2) Business Days 120 days after the receipt thereofend of each fiscal year, the annual unaudited financial statements of the Canadian Borrowers and their respective consolidated Subsidiaries, the U.K. Borrower and its consolidated Subsidiaries and the Singapore Borrower and its consolidated Subsidiaries; (f) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by U.S. Borrower to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (other than transmittal letters) in respect thereof filed by U.S. Borrower with, or received by U.S. Borrower in connection therewith from, any securities exchange or the Securities and Exchange Commission or any successor agency; (g) at any time upon the request of U.S. Agent following the occurrence of an Event of Default which is continuing, a copy report of an independent collateral field examiner approved by U.S. Agent in writing and reasonably acceptable to the applicable Borrower (which may be, or be affiliated with, any Agent or one of the notification Lenders) with respect to the Borrower or to the Parent Accounts of the respective Credit Rating of eachBorrowers and their Material Subsidiaries (provided, or change thereinhowever, that U.S. Agent shall not require such a report more than once per calendar quarter), and (fh) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent any Obligor as from time to time may be reasonably requested by any Agent or any Lender. The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on representations contained in the last day two sentences of each of the Parent’s fiscal quarters. Table of ContentsSection 6.2 with respect to such furnished financial statements.

Appears in 1 contract

Samples: Loan Agreement (Veritas DGC Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and each Lender each of the following: (a) as soon as available and in any event within the later of (i) 90 days after the end of each applicable fiscal year of or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal year, beginning with the Parentfiscal year ending on December 31, 2002, Annual Audited Financial Statements, together with a Borrower-prepared reconciliation of such Annual Financial Statements with annual financial statements of the Borrower and the Parentits Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (b) as soon as available and in any event within 50 the later of (i) 45 days after the end of each fiscal quarter (except the last quarter) of each applicable fiscal year or (ii) five Business Days after Borrower's applicable Securities and Exchange Commission report filing date for such fiscal quarter of the Parenteach applicable fiscal year, Quarterly Unaudited Financial Statements, together with a Borrower-prepared reconciliation of such Quarterly Financial Statements with quarterly financial statements of the Borrower and the Parentits Restricted Subsidiaries (attested by Borrower as true and correct in all material respects); (c) concurrently with the financial statements provided for in Sections 5.2(aSubsections 7.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be reasonably required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete attested by a managing directorSenior Financial Officer as true and correct in all material respects to the best knowledge of such officer and, vice presidentcommencing with the quarterly financial statement prepared as of June 30, senior vice president, controller2003, a co-controller compliance certificate ("Compliance Certificate") substantially in the form of Borrower and of the ParentExhibit E hereto, duly executed by such authorized officer; (d) promptly after upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower to shareholders generally and each regular or periodic report and each registration statement, prospectus or written communication (other than transmittal letters and other than registrations on Form S-8 under the filing thereofSecurities Act, all registrations of equity securities pursuant to Rule 415 under the Securities Act which do not involve an underwritten public offering and reports on Form 11-K or pursuant to Section 16(a) under the Exchange Act) in respect thereof filed by Borrower with, or filings made received by the Parent Borrower in connection therewith from, any securities exchange or the Borrower or any of its Subsidiaries with the Securities and Exchange CommissionCommission or any successor agency, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days promptly after the receipt thereofBorrower has notified the Agent of any intention by the Borrower to treat the Loans and/or Letters of Credit and related transactions as being a "reportable transaction" (within the meaning of Treasury Regulation Section 1.6011-4), a duly completed copy of the notification to the Borrower IRS Form 8886 or to the Parent of the respective Credit Rating of each, or change therein, and any successor form; (f) such other information relating to bilateral facilities maintained outside of this Agreement, which may include information regarding the obligor, the institution, the facility size and outstanding balances, and (g) such other information relating to the condition (financial condition and affairs or otherwise), operations, prospects or business of the Borrower and the Parent or any of its Restricted Subsidiaries as from time to time may be reasonably requested by any LenderAgent. The Agent will send to each Lender the information received by the Agent Each delivery of a financial statement pursuant to this Section 5.2 promptly after 7.2 shall constitute a restatement of the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on representations contained in the last day two sentences of each of the Parent’s fiscal quarters. Table of ContentsSection 6.2.

Appears in 1 contract

Samples: Credit Agreement (Oceaneering International Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the ParentBorrower, Annual Audited Financial Statements of the Borrower and the Parent(which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) of each fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the Parent(which shall include a statement of Funds From Operations); (c) concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-president or controller of Borrower and of the ParentBorrower's REIT Manager; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Borrower's S&P Rating of eachor Xxxxx'x Rating, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Security Capital Pacific Trust)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and the Lenders each of the following: (a) as soon as available and in any event within 90 days after the end of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Annual Audited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 45 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower and of Parkway Properties, Inc., Quarterly Unaudited Financial Statements of the Borrower and the Parentof Parkway Properties, Inc. (which shall include a statement of Funds From Operations); (c) within forty-five (45) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controller, a co-controller of Borrower and of the ParentBorrower; (d) promptly after the filing thereof, all reports to or filings made by the Parent or Parkway Properties, Inc., the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Borrower's S&P Rating of eachor Xxxxx'x Rating, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Parkway Properties Inc)

Financial Statements and Information. Furnish or caused (i) GWW has previously provided to be furnished Giga complete and correct copies of (which may be by electronic accessA) its unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the year ended December 31, 2020; and (B) its unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the nine (9) month period ended September 30, 2021, all without notes to such financial information; and (ii) it will provide Giga when available, and prior to the Agent Closing (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Mxxxxx LLP, its independent auditor) for the years ended December 31, 2020 and 2019 (the “GWW 2020 Audited Financial Statements”) and (B) the unaudited interim consolidated balance sheets and statements of income (in each case, without any related notes and schedules) for each of the following: quarterly and annual periods ended thereafter (a) as soon as available and in any event within 90 days after the end of each fiscal year all of the Parentforegoing audited and unaudited financial statements and information referred to collectively as the “GWW Financial Statements”). Each of the GWW Financial Statements (including, Annual in each case, any notes and schedules thereto): (i) was (or, in the case of the GWW 2020 Audited Financial Statements of the Borrower and the Parent; (bunaudited interim consolidated balance sheets and statements of income to be delivered hereunder, will be) prepared in accordance with GAAP or IFRS, as soon as available and in any event within 50 days after applicable, applied on a consistent basis throughout the end of each quarter periods involved (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by indicated in the Agent notes thereto); and (ii) fairly presented (or, in the case of the GWW 2020 Audited Financial Statements. unaudited interim consolidated balance sheets and statements of income to demonstrate compliance with be delivered hereunder, will fairly present) in all material respects the covenants set forth herein or reflecting any non-compliance therewith consolidated financial position and the results of operations, changes in stockholders’ equity, and cash flows of GWW and its consolidated Subsidiaries as of the applicable daterespective dates of and for the periods referred to in such financial statements, all certified as truesubject, correct in the case of unaudited interim financial statements, to normal and complete by a managing directoryear-end audit adjustments (but only if the effect of such adjustments would not, vice presidentindividually or in the aggregate, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalentsbe material); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent GWW 2020 Audited Financial Statements will send not differ materially from GWW’s unaudited consolidated balance sheet and unaudited consolidated statement of income as of and for the year ended December 31, 2020 previously provided to each Lender Giga, except that the information received GWW 2020 Audited Financial Statements will contain notes as required by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of ContentsGAAP.

Appears in 1 contract

Samples: Share Exchange Agreement (BitNile Holdings, Inc.)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent Lender three (3) copies of each of the following: (a) as soon as available and in any event within 90 ninety (90) days after the end of each fiscal year of the Borrower or the Parent, as the case may be, Annual Audited Financial Statements of the Parent, Borrower and the Parenttheir Subsidiaries; (b) as soon as available and in any event within 50 thirty (30) days after the end of each quarter fiscal month of the Borrower, Monthly Unaudited Financial Statements of the Borrower and its Subsidiaries; (except c) as soon as available and in any event within forty-five (45) days after the last quarter) end of each fiscal year quarter of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (cd) concurrently with the financial statements of Borrower provided for in Sections 5.2(aSUBSECTIONS 6.3(A) and (b6.3(B) hereof, (1) an Officer’s 's Certificate, together signed by a Responsible Officer of the Borrower, and (2) a written certificate in Proper Form, identifying each Subsidiary which is otherwise required by the provisions of SECTION 6.10 hereof to become a Guarantor at the request of the Lender, but which has not yet done so as of the date of such certificate, and providing an explanation of the reasons why each such Subsidiary is not a Guarantor, signed by a Responsible Officer of the Borrower; (e) as soon as available and in any event within five (5) days after the date of issuance thereof, a management letter prepared by the independent public accountants who reported on the financial statements provided for in Subsection 6.3(a) above with such respect to the internal audit and financial controls of the Parent, Borrower and either of their Subsidiaries; (f) as soon as available and in any event within fifteen (15) days after the end of each month, account receivable agings and reconciliations, accounts payable agings and reconciliations, monthly sales report, monthly inventory summary and all other schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower)information, in reasonable detail, as may be required or requested by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable dateLender, all certified as true, correct and complete by a managing director, vice president, senior vice president, controllerResponsible Officer of the Borrower; (g) as soon as available and in any event on the Monday after the end of each week, a coBorrowing Base Compliance Certificate, signed by a Responsible Officer of the Borrower in the form attached hereto as EXHIBIT G; (h) as soon as available and in any event within thirty (30) days subsequent to the commencement of each fiscal year of the Borrower, management-controller prepared Consolidated financial projections of the Borrower and of its Subsidiaries for the Parentimmediately following fiscal year (setting forth such projections on both an annual basis and on a monthly basis), such projections to be in such format and detail as reasonably requested by the Lender; (di) promptly after the filing thereofsame become publicly available, all reports to or filings made copies of such financial information, registration statements, annual, periodic and other reports, and such proxy statements and other information, if any, as shall be filed by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange CommissionCommission pursuant to the requirements of the Securities Act of 1993 or the Securities Exchange Act of 1934 or submitted to any shareholders of the Parent or any Subsidiary thereof, including, including without limitation, registration statements and reports on Forms 10-K, all 10-Q and 810-K (or their equivalents)Reports; (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or change therein, and (fj) such other information relating to the financial condition condition, operations and business affairs of the Borrower and the Parent or any of its Subsidiaries as from time to time may be reasonably requested by any the Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Tidel Technologies Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent and the Lenders each of the following: (a) as soon as available and in any event within 90 100 days after the end of each respective fiscal year of the Parent, Borrower Annual Audited Financial Statements of EastGroup Properties, Inc. and annual unaudited financial statements of the Borrower and the ParentOperating Partnership (which shall include an unaudited statement of Funds From Operations); (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the Parent(which shall include a statement of Funds From Operations); (c) within fifty (50) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections SUBSECTIONS 5.2(a) and (b) hereof, (i) an Officer’s 's Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controllerof Borrower, and (ii) a co-controller current capital plan for the next four (4) calendar quarters including projected sources and uses of Borrower funds (including dividend and of the Parentdebt payments); (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent Operating Partnership of the respective Credit Borrower's S&P Rating of eachor Moodx'x Xxxing, or change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section SECTION 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Eastgroup Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 100 days after the end of each respective fiscal year of the ParentBorrower, Annual Audited Financial Statements of EastGroup Properties, Inc. and, solely with respect to the Borrower fiscal year ended December 31, 2021, a report in form and substance reasonably acceptable to the ParentSustainability Agent setting forth the 2021 Baseline (as defined on Schedule I hereto); (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each respective fiscal year of the ParentBorrower, Quarterly Unaudited Financial Statements of the Borrower and the ParentEastGroup Properties Inc. (which shall include a statement of Funds From Operations); (c) within fifty (50) days after the end of the calendar quarter and concurrently with the financial statements provided for in Sections Subsections 5.2(a) and (b) hereof, (i) an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance non‑compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, president or senior vice president, controllerof Borrower, and (ii) a co-controller current capital plan for the next four (4) calendar quarters including projected sources and uses of Borrower funds (including dividend and of the Parentdebt payments); (d) promptly after the filing thereof, all registration statements and reports to on Forms 10-K and 10-Q (or filings their equivalents) made by the Parent or the Borrower or any of its their respective Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and reports to be delivered by electronic transmission or notice by electronic transmission of the filing thereof (other filings shall be available for viewing on Forms 10-K, 10-Q and 8-K (or their equivalentsthe Borrower’s website); (e) within two ten (210) Business Days after the receipt thereof, a copy of the notification to the Borrower EastGroup Properties Inc. of its S&P Rating or to the Parent of the respective Credit Rating of eachXxxxx’x Rating, or change therein, ; and (f) if any ERISA Event shall occur that individually, or together with any other ERISA Event that has occurred, would reasonably be expected to have a Material Adverse Effect, a certificate of the chief executive officer or chief financial officer of the Borrower setting forth details as to such occurrence and the action, if any, which the Borrower or applicable member of the ERISA Group is required or proposes to take; and (g) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement And (Eastgroup Properties Inc)

Financial Statements and Information. Furnish or caused to be furnished (which may be by electronic access) to the Agent each of the following: (a) as soon as available and in any event within 90 days after the end of each fiscal year of the Parent, Annual Audited Financial Statements of the Borrower and the Parent; (b) as soon as available and in any event within 50 days after the end of each quarter (except the last quarter) of each fiscal year of the Parent, Quarterly Unaudited Financial Statements of the Borrower and the Parent; (c) concurrently with the financial statements provided for in Sections 5.2(a) and (b) hereof, an Officer’s Certificate, together with such schedules, computations and other information (including, without limitation, if provided to Borrower information as to Unconsolidated Affiliates of the Borrower), in reasonable detail, as may be required by the Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified as true, correct and complete by a managing director, vice president, senior vice president, controller, a co-controller of Borrower and of the Parent; (d) promptly after the filing thereof, all reports to or filings made by the Parent or the Borrower or any of its Subsidiaries with the Securities and Exchange Commission, including, without limitation, registration statements and statements, but not including reports on Forms 10-K, 10-Q and 8-K (or their equivalents); (e) within two (2) Business Days after the receipt thereof, a copy of the notification to the Borrower or to the Parent of the respective Credit Rating of each, or negative change therein, and (f) such other information relating to the financial condition and affairs of the Borrower and the Parent as from time to time may be reasonably requested by any Lender. The Agent will send to each Lender the information received by the Agent pursuant to this Section 5.2 promptly after the receipt thereof by Agent. The financial calculations for Sections 5.3, 5.15 and 6.4 shall be made (1) on the date of each Loan or issuance, renewal or extension of a Letter of Credit using the best information available to the Borrower, and (2) on the last day of each of the Parent’s fiscal quarters. Table of Contents.

Appears in 1 contract

Samples: Credit Agreement (Archstone Smith Operating Trust)

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