Information Furnished. Borrower will furnish to Bank: (a) Within 60 days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP. (b) Within 120 days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants. (c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules. (d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank. (e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations. (f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets. (g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto. (h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Genasys Inc.)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final fiscal quarter of each fiscal year, its unaudited the unaudited, consolidated balance sheet of Borrower and its subsidiaries on Form 10Q as of the close of such fiscal quarter, its unaudited including at least the unaudited, consolidated income and expense statement with year-to-date totals and supportive schedules, of Borrower and its consolidated statement of retained earnings subsidiaries with supportive schedules for that such fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition on Form 10K, including at least its the consolidated balance sheet of Borrower and its subsidiaries as of the close of such fiscal year and its the consolidated income and expense statement, statement of Borrower and its consolidated retained earnings statement subsidiaries for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous fiscal year;
(c) As soon as available, copies of such Such other financial statements and reports information relating to Borrower and it subsidiaries as Borrower Bank may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.reasonably request from time to time;
(d) In connection with each financial statement provided hereunder, a statement executed by a responsible officer of Borrower, certifying that no Event of Default has occurred and no event exists which with notice or the lapse of time, or both, would result in an Event of Default hereunder;
(e) In connection with each fiscal year end statement required hereunder, any management letter of Borrower's independent certified public accountants as requested by Bank;
(f) Within 60 forty-five (45) days after the close of each fiscal quarter and within one-hundred twenty (except for the final quarter of 120) days after each fiscal year), and within 120 days after the close of each fiscal yearyear end, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of Borrower, in form acceptable to Bank.;
(eg) Prompt written notice to Bank of any Default or Event all Events of Default or breach under any of the terms or provisions of this Agreement or of any event of default under any other Loan Documentagreement, contract, document or instrument entered into, or to be entered into, with Bank; and of any litigation which which, if decided adversely to Borrower or any of its subsidiaries, would have a material adverse effect on Borrower’s the financial condition, condition of Borrower or any of its subsidiaries; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s the financial condition or operations.operations of Borrower or any of its subsidiaries; and
(fh) Prior When possible, prior written notice to Bank of any changes in Borrower's chief executive officer, chief financial officer, senior director of finance or treasurer (or prompt written notice following any unanticipated and unexpected change in any of such officers); Borrower’s executive officers and other senior management, Borrower’s name 's name; or state of organization, and the location of Borrower’s 's assets, principal place of business or chief executive office.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Tekelec)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 thirty (30) days after the close of each fiscal quartermonth, except for the final quarter month of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quartermonth, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAPGAAP (except for the absence of footnotes and subject to year-end adjustments).
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as availableWithin five (5) days of filing, copies of such financial statements all statements, reports and reports as Borrower may file with notices made available to Borrower’s security holders or to any state or federal agency, including all state and federal income tax returns holders of subordinated debt and all supporting schedulesfilings made with the Securities and Exchange Commission.
(d) Within 60 thirty (30) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Within twenty (20) days after the close of each calendar month, (i) a Borrowing Base Certificate, executed by Borrower’s chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower’s Accounts, Eligible Accounts and Eligible Foreign Accounts as the Borrowing Base may require, and (ii) if requested by Bank, a copy of Borrower’s detailed monthly accounts receivable and accounts payable aging.
(f) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(fg) Prompt written notice to Bank of any change in Borrower’s officers and other senior management.
(h) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, organization and the location of Borrower’s assets, such that the perfection of Bank’s security interests in Borrower’s assets may be maintained without loss of priority.
(gi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hj) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Alphasmart Inc)
Information Furnished. Each Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's and its Subsidiaries' financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's and its Subsidiaries' financial condition or operations.
(fd) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower's duly authorized officer, in form acceptable to Bank.
(e) Prior written notice to Bank of any change in Borrower’s 's, chairman, chief executive officers and other senior managementofficer, president or chief financial officer or, Borrower’s 's name or state of organization, and the location material relocation of Borrower’s 's assets.
(gf) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hg) Such other financial statements and information as Bank may reasonably request from time to time, including without limitation update(s) to Schedule 3.2.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its Borrower's consolidated unaudited consolidated balance sheet as of the close of such fiscal quarter, its and Borrower's consolidated unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that such fiscal quarter, all in each case prepared in accordance with GAAP.generally accepted accounting principles, accompanied by an unaudited consolidating schedule;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its Borrower's consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year year, and its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, Bank in accordance with GAAPgenerally accepted accounting principles applied on a basis consistent with that of previous years, along with any management letter provided accompanied by such accountants.an unaudited consolidating schedule;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state its 10-K and federal income tax returns and all supporting schedules.10-Q reports;
(d) As soon as available, and in any event not later than ninety (90) days after the commencement of each Fiscal Year, a quarterly budget for that Fiscal Year including a consolidating balance sheet, profit and loss statement, statement of cash flow and schedule of capital expenditures all in reasonable detail;
(e) Such other financial statements and information as Bank may reasonably request from time to time;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within 60 forty-five (45) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of Borrower, in form acceptable to Bank.;
(eh) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered or to be entered into with Bank, any litigation which in excess of One Million Dollars ($1,000,000) which, if decided adversely to Borrower or a Subsidiary, would have a material adverse effect on Borrower’s 's or such Subsidiary's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's or a Subsidiary's financial condition or operations.; and
(fi) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, Borrower’s name 's or state of organizationany Subsidiary's name, and the location of Borrower’s 's or any Subsidiary's assets, principal place of business or chief executive office.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Remec Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Sixty (60) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within 120 One-Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within Sixty (d60) Within 60 days after the close of each of the first three fiscal quarter quarters and One Hundred Twenty (except 120) days for the final quarter of each fourth fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.;
(ed) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.;
(fe) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets., principal place of business or chief executive office;
(gf) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.; [and]
(hg) Such other financial statements and information as Bank may reasonably request from time to time.;
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, quarter all prepared in accordance with GAAP.
(b) Within 120 one hundred and twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies Concurrently with delivery to Bank of such the financial statements provided in Section 4.5 (a) and reports as Borrower may file Section 4.5 (b) hereof a certificate of compliance with all covenants under this Agreement executed by Borrower’s chief financial officer or other duly authorized officer in form acceptable to bank. The certificate of compliance will include changes, if any, in Borrower’s Affiliates (including any state or federal agencysubsidiaries) and a list of all persons known to Borrower, including all state based on public filings with the Securities and federal income tax returns and all supporting schedulesExchange Commission, to be the beneficial owner of more than ten percent of the Borrower’s outstanding common stock.
(d) Within 60 days after the close of each fiscal quarter ninety (except for the final quarter of each fiscal year), and within 120 90) days after the close of each fiscal year, a certification copy of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.the internally prepared projections of Borrower for the forthcoming fiscal year;
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(f) Prior Prompt written notice to Bank of any change in Borrower’s executive officers 's officers, board members, and other senior management, Borrower’s 's name or state of organization, and the location of Borrower’s 's assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Autobytel Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year;
(c) As Borrower agrees to deliver or cause to be delivered to Bank, as soon as available and in any event within ninety (90) days after the end of each fiscal year, a copy of the financial statement of Educational Insights U.K. for such fiscal year.
(d) At Bank's request, as soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.returns;
(e) Such other financial statements and information as Bank may reasonably request from time to time;
(f) In connection with each financial statement provided hereunder, a statement executed by authorized signer of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(g) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.; and
(fh) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, ; Borrower’s name or state of organization, 's name; and the location of Borrower’s 's assets., principal place of business or chief executive office; and
(gI) Within fifteen thirty (1530) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan each fiscal year end, a copy of Borrower, a statement of an authorized officer of 's accounts receivable aging. Borrower describing such event or condition will permit Bank to audit Bank's collateral upon reasonable notice and the action, if any, which Borrower proposes to take with respect theretoduring regular business hours.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower Borrowers will furnish to Bank:
(a) Within 60 forty-five (45 ) days after the close of each fiscal quarter, except for including the final quarter of each fiscal year, its their unaudited consolidating and consolidated balance sheet as of the close of such fiscal quarter, its their unaudited consolidating and consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated their statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its year, their consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year;
(c) As soon as availableBy December 15 of each fiscal year, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.annual monthly projections on a consolidating basis for the following fiscal year;
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the chief financial officer of each borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountants;
(g) Within 60 forty five (45) days after the close of each fiscal quarter end, a certification of compliance with the Borrowing Base described above, executed by each Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, which certificate shall accurately report Borrowers' Eligible Inventory and the sum of documentary letters of credit calling for drafts at sight. Borrower will permit Bank to audit, at Borrower's expense, Bank's collateral upon reasonable notice and during regular business hours;
(except for the final quarter of h) Within forty five (45) days after each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by each Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of such Borrower, in form acceptable to Bank.
; (ei) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to either Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.
(f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.; and
Appears in 1 contract
Sources: Loan Agreement (Track N Trail Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as availableIn connection with each financial statement provided hereunder, copies a statement executed by the president or chief financial officer of such financial statements Borrower, certifying that no default has occurred and reports as Borrower may file no event exists which with any state the notice or federal agencythe lapse of time, including all state and federal income tax returns and all supporting schedulesor both, would result in a default hereunder.
(d) Within 60 forty five (45) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Within thirty (30) days after each calendar month end, a copy of Borrower’s monthly report, in form and substance satisfactory to Bank, listing amounts owed to Bank by Borrower under the Revolving Loan categorized by Corporate Client (the “Revolving Loan Advance Status Report”).
(f) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(fg) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(gh) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hi) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its Borrower's and each Pledgor's unaudited consolidated balance sheet sheets as of the close of such fiscal quarter, its and unaudited consolidated income and expense statement statements with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement statements of retained earnings for that such fiscal quarter, all in each case prepared in accordance with GAAP.generally accepted accounting principles and accompanied by a consolidating schedule;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its Borrower's consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year year, and its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, Bank in accordance with GAAPgenerally accepted accounting principles applied on a basis consistent with that of previous years, along with any management letter provided accompanied by such accountants.an unaudited consolidating schedule;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state its 10-K and federal income tax returns and all supporting schedules.10-Q reports;
(d) Within 60 days after Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the close president or chief financial officer of each fiscal quarter Borrower certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(except for the final quarter of f) In connection with each fiscal year)-end statement required hereunder, and within 120 any management letter of Borrower's certified public accountants;
(g) Within forty-five (45) days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of Borrower, in form acceptable to Bank.;
(eh) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered or to be entered into with Bank, any litigation which in excess of One Million Dollars ($1,000,000) which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.;
(fi) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, Borrower’s name or state of organization's name, and the location of Borrower’s 's and each Pledgor's assets.
(g) Within fifteen (15) days after Borrower knows , principal place of business or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.chief executive office; and
Appears in 1 contract
Sources: Loan Agreement (Remec Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Forty-Five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles:
(b) Within 120 Ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with but in any state or federal agency, including all state and federal income tax returns and all supporting schedules.
event within Ninety (d90) Within 60 days after the close of each fiscal quarter (except year of Borrower, projections for the final quarter next succeeding fiscal year of corresponding cash flow statement by Borrower and acceptable to Bank;
(d) Such other financialstatements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by Chief Financial Officer of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) In connection with each fiscal year)-end statement required hereunder, and within 120 any management letter of Borrower's certified public accountants;
(g) Within Forty-Five (45) days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of Borrower, in form acceptable to Bank.;
(eh) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.; and
(fi) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, ; Borrower’s name or state of organization, 's name; and the location of Borrower’s 's assets, principal place of business or chief executive office; and
(j) Within Forty-Five (45) days after each fiscal quarter, a copy of Borrower's accounts receivable aging.
(gk) Within fifteen Thirty (1530) days after Borrower knows each calendar month end a copy of Borrower's certificate of compliance with borrowing base described above, executed by Borrower's Chief Financial Officer or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan other duly authorized officer of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if anyin form acceptable to Bank, which Borrower proposes to take with respect theretocertificate shall accurately report Borrower's account receivable and eligible accounts.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Ilc Technology Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, quarter all prepared in accordance with GAAP.
(b) Within 120 one hundred and twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies Concurrently with delivery to Bank of such the financial statements provided in Section 4.5 (a) and reports as Borrower may file Section 4.5 (b) hereof a certificate of compliance with all covenants under this Agreement executed by Borrower's chief financial officer or other duly authorized officer in form acceptable to bank. The certificate of compliance will include changes, if any, in Borrower's Affiliates (including any state or federal agencysubsidiaries) and a list of all persons known to Borrower, including all state based on public filings with the Securities and federal income tax returns and all supporting schedules.Exchange Commission, to be the beneficial owner of more than ten percent of the Borrower's outstanding common stock. 40718v4/JKL 2/25/2013
(d) Within 60 days after the close of each fiscal quarter ninety (except for the final quarter of each fiscal year), and within 120 90) days after the close of each fiscal year, a certification copy of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.the internally prepared projections of Borrower for the forthcoming fiscal year;
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.
(f) Prior Prompt written notice to Bank of any change in Borrower’s executive officers 's officers, board members, and other senior management, Borrower’s 's name or state of organization, and the location of Borrower’s 's assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Autobytel Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within forty-five (d45) Within 60 days after the close of each fiscal quarter (quarter, except for the final quarter of each fiscal year), and within 120 a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(d) Within one hundred twenty (120) days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Loan Agreement (Wd 40 Co)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Forty-Five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles. An A/R Aging and Open System Contract Report for such fiscal quarter;
(b) Within 120 One Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year and a copy of Borrower's Annual Report;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state 10-Q and federal income tax returns and all supporting schedules.10K Reports;
(d) Within 60 days after Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the close chief financial officer of each fiscal quarter Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(except for the final quarter of f) In connection with each fiscal year)-end statement required hereunder, and within 120 days after the close any management letter of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank's certified public accountants.
(eg) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan DocumentAgreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.; and
(fh) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, ; Borrower’s name or state of organization, 's name; and the location of Borrower’s 's assets, principal place of business or chief executive office.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, and its unaudited statement of operation, unaudited statement of stockholders equity, and unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated income and expense statement basis, with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statementyear, and its consolidated retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of any Form 10-Q quarterly reports, Form 10-K annual reports, and any other material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and reports as if so delivered, shall be deemed to have been delivered on the date on which the Borrower may file with any state posts such reports, or federal agencyprovides a link thereto, including all state and federal income tax returns and all supporting scheduleson the Borrower’s website on the Internet.
(d) Within 60 forty-five (45) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and in which case within 120 ninety (90) days after the close of each such fiscal year), a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (chief financial officer or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan DocumentDefault, any litigation which would could reasonably be expected to have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely could reasonably be expected to result in, a material adverse change in Borrower’s financial condition or operations.
(f) Prior written Written notice to Bank reasonably promptly (and in any case within four (4) business days) of any change in Borrower’s executive officers and other senior managementofficers, Borrower’s name or Borrower’s state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time; provided, however, that no information will be provided to the extent that such information is subject to attorney-client privilege, so long as Borrower makes reasonable efforts to provide Bank or its representatives any non-privileged documents or information included therein.
Appears in 1 contract
Sources: Loan Agreement (Coherent Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 thirty (30) days after the close of each fiscal quartermonth, except for the final quarter month of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quartermonth, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year;
(c) As soon as availableIf requested, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.returns;
(d) Within 60 days after the close of Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearfinancial statement provided hereunder, a certification of statement, executed by Borrower's chief financial officer or other duly authorized officer certifying that (i) Borrower is in compliance with all covenants under this AgreementAgreement and (ii) no default has occurred and no event exists which with notice or the lapse of time, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank)both, would result in form acceptable to Banka default hereunder.
(ef) In connection with each fiscal year-end statement required hereunder, any management letter of Borrower's certified public accountant.
(g) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition conditions or operations.
(f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time.; and
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous year;
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within ninety days (d90) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close end of each fiscal year, a certification copy of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bankthe financial statement of Educational Insights U.K. for such fiscal year.
(d) Such other financial statements and information as Bank may reasonably request from time to time;
(e) In connection with each financial statement provided hereunder, a statement executed by the president, chief financial officer or controller of Borrower, certifying that no default has occurred and no event exists which with notice or the lapse of time, or both, would result in a default hereunder;
(f) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.;
(fg) Prior Prompt written notice to Bank of any change changes in Borrower’s executive officers 's officers; Borrower's name; and other senior management, Borrower’s name or state of organization, and the location of Borrower’s 's principal assets.
(g) Within fifteen (15) days after Borrower knows , principal place of business or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.chief executive office; and
(h) Such Within twenty-five (25) days after each calendar month end, a copy of Borrower's monthly accounts receivable aging and a certification of compliance with the Borrowing Base described above, executed by Borrower's chief financial officer or other financial statements duly authorized officer of Borrower, in form agreed to by Bank, which certificate shall accurately report Borrower's accounts receivable, Eligible Accounts, inventory and information as Eligible Inventory. Borrower will permit Bank may reasonably request from time to timeaudit, at Borrower's expense, Bank's collateral upon reasonable notice and during regular business hours prior to May 31, 1999.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 fifty-five (55) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated consolidating income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.generally accepted accounting principles;
(b) Within 120 ninety-five (95) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along generally accepted accounting principles applied on a basis consistent with any management letter provided by such accountants.that of the previous fiscal year;
(c) As soon as available, copies of such Such other financial statements and reports information as Borrower Bank may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.reasonably request from time to time;
(d) In connection with each fiscal year end statement required hereunder, and at Bank's request, any management letter of Borrower's independent certified public accountants;
(e) Within 60 fifty-five (55) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ('s chief financial officer or other duly authorized representative satisfactory to Bank)officer of Borrower, in form acceptable to Bank.;
(ef) Prompt Promptly upon any senior officer of Borrower obtaining knowledge thereof, written notice to Bank of any Default or Event all Events of Default or breach under any of the terms or provisions of this Agreement or of any default under any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.;
(fg) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, ; Borrower’s name or state of organization, 's name; and the location of Borrower’s 's assets.
(g) Within fifteen (15) days after Borrower knows , principal place of business or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.chief executive office; and
(h) Such other financial statements Within thirty (30) days after the end of each calendar year, a copy of Borrower's accounts receivable and information as Bank may reasonably request from time accounts payable agings in form acceptable to timeBank.
Appears in 1 contract
Information Furnished. Borrower will shall furnish and with respect to (a), (b), (c) and (j) below, cause each Guarantor to furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, and its unaudited statement of operation, unaudited statement of stockholders equity, and unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated income and expense statement basis, with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statementyear, and its consolidated retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to BankBank (provided that Bank agrees that the current accountants of Borrower are satisfactory), in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies of any Form 10-Q quarterly reports, Form 10-K annual reports, and any other material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this Section 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date on which the Borrower posts such reports, or provides a link thereto, on the Borrower’s website on the Internet or the date on which such reports as Borrower may file are filed with any state or federal agency, including all state the SEC and federal income tax returns and all supporting schedulesbecome publicly available.
(d) Within 60 forty-five (45) days after the close of each fiscal quarter (except for other than the final last quarter of each fiscal year), year (and within 120 days concurrent with the delivery of the annual audited financial statements after the close of each fiscal year), a certification of compliance certificate, substantially in the form attached hereto as Exhibit A (the “Compliance Certificate”), certifying, among other things, with supporting calculations in reasonable detail, compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (chief financial officer or other duly authorized representative satisfactory to Bank), in form acceptable to Bankofficer.
(e) Not later than twenty (20) days after and as of the end of each of Borrower's fiscal months, either (i) a certificate, in form satisfactory to Bank, executed by Borrower’s chief financial officer or other duly authorized officer, certifying that the ▇▇▇▇▇ Fargo Exposure, at such date, is zero, or (ii) a compliance certificate, substantially in the form attached hereto as Exhibit B, certifying, among other things, that Borrower is in full compliance with the Minimum Unrestricted Liquidity covenants of Section 4.6, executed by Borrower’s chief financial officer or other duly authorized officer, including a schedule of the balances for each account as reported in the Borrower's consolidated general ledger evidencing such compliance, and if requested by Bank, copies of all deposit account, securities account and brokerage account statements demonstrating compliance therewith, provided however that such statements shall be provided as soon as they become commercially available, and further, such statements may include downloads from internet-based bank balance reporting and information systems.
(f) Within ninety (90) days after the last day of each fiscal year, Borrower’s operating budget and financial projections for the period through and including the Term Loan Maturity Date.
(g) Prompt written notice to Bank of of: (i) any Default or Event of Default or breach under any event, circumstance or condition that, with the passage of time, the giving of notice or both, could result in an Event of Default, (ii) any litigation or other matter which could reasonably be expected to have a Material Adverse Effect, (iii) the occurrence of any default under, or any modification, amendment or change to, the Indenture, any of the terms or provisions of this Agreement ▇▇▇▇▇ Fargo Agreements or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted inof the credit facilities provided thereunder, or is likely (iv) any request for Borrower to result in, a material adverse change in Borrower’s financial condition or operationsperform under the terms of any guaranty permitted hereunder.
(fh) Prior Prompt written notice to Bank of any change in Borrower's or any Guarantor’s executive officers and other senior management, Borrower’s legal name or state of organization, and the location of Borrower’s assets.
(gi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hj) Such other financial statements statements, reports and information as Bank may reasonably request from time to time.
(k) Within thirty (30) days of the formation acquisition, dissolution or disposition of any Subsidiary, including Special Purpose Entities, notice of such formation acquisition, dissolution or disposition.
Appears in 1 contract
Sources: Loan Agreement (Sunpower Corp)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, and its unaudited statement of operation, unaudited statement of stockholders equity, and unaudited statement of cash flows for that fiscal quarter, each prepared on a consolidated income and expense statement basis, with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 ninety (90) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statementyear, and its consolidated retained earnings statement of operation, statement of stockholders equity, and statement of cash flows for such that fiscal year, each prepared on a consolidated basis, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of any Form 10-Q quarterly reports, Form 10-K annual reports, and any other material filings (such as a Form 8-K current report regarding any material occurrence) made by Borrower with the SEC or any other federal or state regulatory authority. Anything required to be delivered pursuant to Sections 4.5(a) or 4.5(b) above or this 4.5(c) (to the extent any such financial statements, reports or proxy statements are included in materials otherwise filed with the SEC) may be delivered electronically and reports as if so delivered, shall be deemed to have been delivered on the date on which Borrower may file with any state posts such reports, or federal agencyprovides a link thereto, including all state and federal income tax returns and all supporting scheduleson Borrower’s website on the Internet.
(d) Within 60 forty-five (45) days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and in which case within 120 ninety (90) days after the close of each such fiscal year), a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (chief financial officer or other duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan DocumentDefault, any litigation which would could reasonably be expected to have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely could reasonably be expected to result in, a material adverse change in Borrower’s financial condition or operations.
(f) Prior written Written notice to Bank reasonably promptly (and in any case within four (4) business days) of any change in Borrower’s executive officers and other senior managementofficers, Borrower’s name or Borrower’s state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(h) Such other financial statements and information as Bank may reasonably request from time to time; provided, however, that no information will be provided to the extent that such information is subject to attorney-client privilege, so long as Borrower makes reasonable efforts to provide Bank or its representatives any non-privileged documents or information included therein.
Appears in 1 contract
Sources: Loan Agreement (Coherent Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Forty Five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, its statement of cash flows with year-to-date totals, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 One Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, its statements of cash flows, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within Forty Five (d45) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal yearquarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (duly authorized officer, via electronic mail, or in other authorized representative satisfactory to Bank), in form acceptable to Bank.
(ed) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(fe) Prior written notice If the Loan is subject to Bank a Borrowing Base, then within Twenty Five (25) days after the close of any change in Borrower’s executive officers and other senior managementeach calendar month, Borrower’s name or state of organization, and the location a copy of Borrower’s assetsmonthly accounts receivable aging and a Borrowing Base Certificate, executed by Borrower’s chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower’s Accounts, Eligible Accounts, as the Borrowing Base may require.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hf) Such other financial statements and information (including without limitation, Federal and state income tax returns for Borrower with all supportive schedules) as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish and with respect to (d), (e) and (f) below, cause Guarantor to furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each month, except for the final month of each fiscal year, its unaudited balance sheet as of the close of such month, its unaudited income and expense statement with year-to-date totals and supportive schedules, and its statement of retained earnings for that month, all prepared in accordance with GAAP.
(b) Within forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Borrower’s duly authorized officer, in form acceptable to Bank.
(c) Within ninety (90) days after the close of each fiscal year, a copy of its statement of financial condition including at least its balance sheet as of the close of such fiscal year and its income and expense statement, and its retained earnings statement for such fiscal year, examined and prepared on a reviewed basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP along with any management letter provided by such accountants.
(d) Within forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its Guarantor’s or ▇▇▇▇▇▇’▇ unaudited consolidated balance sheet as of the close of such fiscal quarter, its Guarantor’s or ▇▇▇▇▇▇’▇ unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated Guarantor’s or ▇▇▇▇▇▇’▇ statement of retained earnings for that fiscal quartermonth, all prepared in accordance with GAAP.
(be) Within 120 forty-five (45) days after the close of each fiscal quarter, a certification of compliance with all covenants under this Agreement, executed by Guarantor’s duly authorized member or manager, in form acceptable to Bank.
(f) Within ninety (90) days after the close of each fiscal year, a copy of its consolidated Guarantor’s or ▇▇▇▇▇▇’▇ statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower Guarantor and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.
(eg) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(fh) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(gi) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hj) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish Furnish to Bank, in form and substance reasonably satisfactory to Bank:
(a) Within 60 fifty (50) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings and cash flows for that fiscal quarter, all prepared in accordance with generally accepted accounting principles consistently applied and used consistently with prior practices ("GAAP").
(b) Within 120 ninety five (95) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings and cash flows statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 (i) fifty (50) days after the close of each fiscal quarter quarter; and (except for the final quarter of each fiscal year), and within 120 ii) ninety five (95) days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other 's duly authorized representative satisfactory to Bank)officer, in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.
(f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hg) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish Furnish to Bank, in form and substance satisfactory to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals supportive schedules and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and year, its consolidated income and expense statement, statement and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, along with any management letter provided by such accountants.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within forty-five (d45) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and, if requested by Bank more often, at the time so requested, a statement executed by Borrower showing the aging and within 120 reconciliation of Borrower's accounts receivable and collections as of the end of such period, or as of the date requested.
(d) Within forty-five (45) days after the close of each fiscal quarter of each fiscal year, and, if requested by Bank more often, at the time so requested, a certification of compliance with all covenants under this Agreement, statement executed by Borrower showing the aging of Borrower’s Chief Financial Officer ('s accounts payable as of the last day of such period, or other authorized representative satisfactory to Bank), in form acceptable to Bankas of the date requested.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s financial condition or operations.
(f) Prior written notice to Bank of any change in Borrower’s executive officers and other senior management, Borrower’s name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan the close of Borrowereach month, a statement showing the individual dollar amount of an authorized officer Borrower's accounts receivable related to each Consolidator. "Consolidator" one of Borrower describing such event or condition Borrower's clients receiving extended terms and the actionprice concessions, if any, which Borrower proposes whose accounts receivable may be sold to take with respect theretofactors whose agreements are approved by Bank under Section 5.2 of this Agreement ("Designated Factors").
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Sources: Business Loan Agreement (Carpenter W R North America Inc)
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Sixty (60) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within 120 One Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.;
(c) As soon as available, copies Give Notice to Bank within Fifteen (15) days of such financial statements and reports as any guaranty issued obligating Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedulesGuarantors.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.;
(fe) Prior written notice to Bank of any change in Borrower’s executive 's officers and other senior management, Borrower’s name or state of organization's name, and the location of Borrower’s 's assets., principal place of business or chief executive office;
(f) Copies of any amendments to Borrower's loan documents with ▇▇▇▇▇ Fargo Bank;
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.;
(h) Give written notice at least Thirty (30) days prior to the proposed closing date of any acquisition in excess of Eight Million Dollars ($8,000,000), providing a description of the business or assets to be acquired and the terms of the acquisition; and
(i) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 Thirty (30) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.;
(b) Within 120 One Hundred Twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.;
(c) As soon as available, copies Give Notice to Bank within Fifteen (15) days of such financial statements and reports as any guaranty issued obligating Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedulesGuarantors.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable to Bank.
(e) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.;
(fe) Prior written notice to Bank of any change in Borrower’s executive officers 's [officers] [general partners] [members] and other senior management, Borrower’s name or state of organization's name, and the location of Borrower’s 's assets., principal place of business or chief executive office;
(f) Copies of any amendments to Borrower's loan documents with ▇▇▇▇▇ Fargo Bank;
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.;
(h) Give written notice at least Thirty (30) days prior to the proposed closing date of any acquisition in excess of Eight Million Dollars ($8,000,000), providing a description of the business or assets to be acquired and the terms of the acquisition; and
(i) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 sixty (60) days after the close of each fiscal quarter, except a consolidated and consolidating financial statement, to include a balance sheet, income statement, statement of cash flow and consolidating schedules for the final quarter of each fiscal year▇▇▇▇▇▇▇ Manufacturing Company, its unaudited consolidated balance sheet as of the close of such fiscal quarterInc., its unaudited consolidated income and expense statement with year▇▇▇▇▇▇▇ Holdings, Inc., ▇▇▇▇▇▇▇ Strong-toTie Company, Inc., ▇▇▇▇▇▇▇ Strong-date totals and supportive schedulesTie International, Inc., ▇▇▇▇▇▇▇ Dura-Vent Company, Inc., ▇▇▇▇▇▇▇▇-▇▇▇▇▇▇▇ Fastening Systems, Inc, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.▇▇▇▇▇▇▇ Venture Capital;
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its an unqualified, audited consolidated financial statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement▇▇▇▇▇▇▇ Manufacturing Company, and its consolidated retained earnings statement for such fiscal yearInc., examined and prepared on by an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory accountant acceptable to Bank, in accordance with GAAP, along with any management letter provided by such accountants.;
(c) As soon as available, copies Give written notice within fifteen (15) days of such financial statements and reports as Borrower may file with any state all litigation affecting Borrowers or federal agency, including all state and federal income tax returns and all supporting schedules.Guarantors in which the amount is Five Million Dollars ($5,000,000.00) or more;
(d) Within 60 Give written notice to Bank within fifteen (15) days after of any property loss affecting Borrowers or Guarantors in which the close of each fiscal quarter amount is Five Million Dollars (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer ($5,000,000.00) or other authorized representative satisfactory to Bank), in form acceptable to Bank.more;
(e) Notice of occurrence of any Event of Default or of any event, condition or occurrence which, with the giving of notice or the message of time or both, would constitute an Event of Default;
(f) Copies of any amendments to Borrower's loan documents with Well Fargo Bank;
(g) Prompt written notice to Bank of any Default or Event all events of Default or breach default under any of the terms or provisions of this Agreement or of any other Loan Documentagreement, contract, document or instrument entered, or to be entered into with Bank; and of any litigation which which, if decided adversely to Borrower, would have a material adverse effect on Borrower’s 's financial condition, ; and of any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s its financial condition or operations.;
(fh) Prior written notice to Bank of any change changes in Borrower’s executive 's officers and other senior management, ; Borrower’s name or state of organization, 's name; and the location of Borrower’s 's assets., principal place of business or chief executive office; and
(gi) Within fifteen Give written notice at least 30 days prior to the proposed closing date of any acquisition in excess of Eight Million Dollars (15) days after Borrower knows $8,000,000.00), providing a description of the business or has reason assets to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition be acquired and the action, if any, which Borrower proposes to take with respect theretoterms of the acquisition.
(h) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 sixty (60) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP.
(b) Within 120 one hundred and thirty-five (135) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountantsaccountants when received.
(c) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
Within sixty (d60) Within 60 days after the close of each fiscal quarter (except for with the final exception of the quarter of each fiscal year), and within 120 days after the close of each fiscal yearending June 30, a certification of compliance with all covenants under this Agreement, executed by Borrower’s 's Chief Financial Officer (or other authorized representative satisfactory to Bank)Officer, in form acceptable to Bank.. Within one hundred and thirty-five (135) days after the close of each fiscal year end a certification of compliance with all covenants under this Agreement, executed by Borrower's Chief Financial Officer, in form acceptable to Bank
(ed) Prompt written notice to Bank of any Default or Event of Default or breach under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely to result in, a material adverse change in Borrower’s 's financial condition or operations.
(fe) Prior Prompt written notice to Bank of any change in Borrower’s executive 's officers and other senior management, Borrower’s 's name or and state of organization, and the location of Borrower’s 's assets.
(gf) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(hg) Such other financial statements and information as Bank may reasonably request from time to time.
Appears in 1 contract
Information Furnished. Borrower will furnish to Bank:
(a) Within 60 forty-five (45) days after the close of each fiscal quarter, except for the final quarter of each fiscal year, its unaudited consolidated balance sheet as of the close of such fiscal quarter, its unaudited consolidated income and expense statement with year-to-date totals and supportive schedules, and its consolidated unaudited statement of retained earnings for that fiscal quarter, all prepared in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes.
(b) Within 120 one hundred twenty (120) days after the close of each fiscal year, a copy of its consolidated statement of financial condition including at least its consolidated balance sheet as of the close of such fiscal year and its consolidated income and expense statement, and its consolidated retained earnings statement for such fiscal year, examined and prepared on an audited basis by independent certified public accountants selected by Borrower and reasonably satisfactory to Bank, in accordance with GAAP, GAAP along with any management letter provided by such accountants.
. Borrower shall not change its fiscal year end from the current December 31st without thirty (c30) As soon as available, copies of such financial statements and reports as Borrower may file with any state or federal agency, including all state and federal income tax returns and all supporting schedules.
(d) Within 60 days after the close of each fiscal quarter (except for the final quarter of each fiscal year), and within 120 days after the close of each fiscal year, a certification of compliance with all covenants under this Agreement, executed by Borrower’s Chief Financial Officer (or other authorized representative satisfactory to Bank), in form acceptable prior written notice to Bank.
(ec) Prompt written notice to Bank of any Default or Event of Default or breach Potential Default under any of the terms or provisions of this Agreement or any other Loan Document, any litigation which would reasonably be expected to have a material adverse effect on Borrower’s 's financial condition, and any other matter which has resulted in, or is likely could reasonably be expected to result in, a material adverse change in Borrower’s 's financial condition or operations.
(fd) Prior Prompt written notice to Bank of any change in Borrower’s executive 's officers and other senior management, management and prior written notice to Bank of any change in Borrower’s 's name or state of organization, and the location of Borrower’s assets.
(g) Within fifteen (15) days after Borrower knows or has reason to know that any Reportable Event or Prohibited Transaction (as defined in ERISA) has occurred with respect to any defined benefit pension plan of Borrower, a statement of an authorized officer of Borrower describing such event or condition and the action, if any, which Borrower proposes to take with respect thereto.
(he) Such other financial statements and information as Bank may reasonably request from time to time.
(f) Within forty-five (45) days after the close of each calendar quarter, a copy of Borrower's quarterly accounts receivable aging and accounts payable aging and a Borrowing Base Certificate, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower's Accounts and Eligible Accounts as of the close of such quarter, as the Borrowing Base may require. If the Loan is subject to a Borrowing Base under Section 1.3, then within twenty (20) days after the close of each month, a copy of Borrower's monthly accounts receivable aging and accounts payable aging and a Borrowing Base Certificate, executed by Borrower's chief financial officer or other duly authorized officer of Borrower, in form acceptable to Bank, accurately reporting the amounts of Borrower's Accounts and Eligible Accounts as of the close of such month, as the Borrowing Base may require.
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