Borrower Reports definition

Borrower Reports means any financial statements, projections, budget, business plan, private placement memorandum, due diligence materials, prospectus, registration statements, or any other materials prepared by Borrower and distributed to its investors, creditors, or Lender.

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Borrower Reports has the meaning ascribed to it in Section 5.10 of the Agreement.

Borrower Reports shall man any reports (whether financial, with respect to Collateral, as to operating condition or otherwise) required to be delivered to Agent pursuant hereto or to any Other Document, including, particularly, pursuant to Article 10.

Examples of Borrower Reports in a sentence

• Except as disclosed in the Borrower Reports, no litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of Borrower, threatened by or against Borrower, or against any of its assets (a) with respect to the Loan Documents or any of the transactions contemplated hereby or thereby, or (b) which, if adversely determined, would have a Material Adverse Effect.

• Borrower has filed all contracts, agreements and other documents or instruments required to be filed as exhibits to Borrower Reports.

• As of their respective dates (or, if amended prior to the date of this Agreement, as of the date of such amendment), the Borrower Reports did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

• Except as described in the Borrower Reports there are no actions, suits or proceedings pending or, to the best knowledge of Borrower, threatened against or affecting Borrower or any Property of Borrower in any court of Law or before any Governmental Agency.

• KPMG LLP has served as independent registered public accountant for Borrower for all periods covered in the Borrower Reports.

• Each of the Borrower Reports, at the time of its filing or being furnished complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 (the “▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act”), and any rules and regulations promulgated thereunder applicable to the Borrower Reports.

• The Borrower Reports, at the time they were or hereafter are filed with the SEC, complied in all material respects with the requirements of the Exchange Act and did not and do not include any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

• The most recent financial statements contained in the Borrower Reports reflect an adequate reserve for all material Taxes payable by Borrower and its Subsidiaries for all taxable periods and portions thereof through the date of such financial statements.

• LESSOR, in addition to Annual Base Rent and all Additional Rent hereunder, shall be entitled to fifty (50%) percent of the amount of any and all sums assessed or collected by LESSEE, in whatever form, attributable arising out of any permitted subletting or assignment (after deduction for reasonable and actual brokerage commissions and reasonable and actual attorneys fees incurred which exceed said Annual Base Rent or Additional Rent hereunder, (herein, “Rent ▇▇▇▇-Up”).

• Each of the Borrower Reports, at the time of its filing or being furnished complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 (the "▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act"), and any rules and regulations promulgated thereunder applicable to the Borrower Reports.

More Definitions of Borrower Reports

Borrower Reports has the meaning specified in Section 9.13(b).

Borrower Reports as defined in Section 3.7(a).

Borrower Reports has the meaning specified in Section 9.13(b). “Borrowing” means a Revolving Credit Borrowing or a Swing Line Borrowing, as the context may require. “Borrowing Base” means, at any time, the sum of (a) the product of 85% multiplied by the face amount of the Eligible Accounts at such time, plus (b) the lesser of (i) the product of 85% multiplied by the Eligible Inventory at such time, valued at the lower of cost or market value, determined on a first-in-first-out basis and (ii) the product of 85% multiplied by the Net Orderly Liquidation Value identified in the most recent inventory appraisal ordered by the Administrative Agent multiplied by Eligible Inventory, valued at the lower of cost or market value, determined on a first-in-first-out basis, at such time, minus (c)

Borrower Reports means any reports (whether financial, with respect to Collateral, as to operating condition or otherwise) required to be delivered to Lender pursuant hereto or to any other Credit Document, including, particularly, pursuant to Article 9. Borrowers’ Account" shall have the meaning set forth in Section 2,11. 'Borrowing Base" shall mean the sum of the following: (a) eighty five percent (85%) of the Value of all Eligible Receivables; plus (b) the lesser of (i) the Eligible Inventory Sublimit, and (ii) fifty percent (50%) of the Value of all Eligible Inventory, in each case consisting of Raw Materials and Finished Goods, minus (c) the Availability Reserves. "Borrowing Base Certificate" shall have the meaning set forth in Section 9.8(b), "Borrowing Representative" shall mean such Person as Loan Parties, collectively between or among themselves, may elect as their representative hereunder from time to time pursuant to Article 15. subject to Lender’s prior approval. On the Closing Date, the Borrowing Representative is Tecogen. "Business Day" shall mean with respect to LIBOR Rate Loans or any day on which commercial banks are open for domestic and international business, including dealings in Dollar deposits in London, England and New York, New York and with respect to all other matters, any day other than a day on which commercial banks in New York or Connecticut are authorized or required by law to close. "Capital Expenditures" shall mean all expenditures (or commitments to make expenditures) of Loan Parties on a Consolidated and Consolidating basis for fixed or capital assets (including any made or committed to be made pursuant to capitalized leases) which, in accordance with GAAP, constitute capital expenditures in the period made. "Capital Lease" shall mean any lease of Equipment or Real Property by a Loan Party or any of its Subsidiaries that, in accordance with GAAP, is or should be reflected as a liability on the balance sheet of such Loan Party or such Subsidiary. "Capitalized Lease Obligations" shall mean any Indebtedness represented by obligations under a Capital Lease, and the amount of such Indebtedness shall be the capitalized amount of such obligations determined in accordance with GAAP. "CERCLA" shall mean the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. §§9601 ^ seq. -4_

Borrower Reports means any reports (whether financial, with respect to Collateral, as to operating condition or otherwise) required to be delivered to Lender pursuant hereto or to any other Credit Document, including, particularly, pursuant to Article 10.

Borrower Reports means (a) the Borrower’s Annual Report on Form 10-K for the year ended December 31, 2007, (b) the Borrower’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, and (c) any current report on form 8-K filed after December 31, 2007.