Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 3 contracts

Samples: Credit Agreement (Aci Worldwide, Inc.), Credit Agreement (Aci Worldwide, Inc.), Credit Agreement (Aci Worldwide, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 3 contracts

Samples: Fourth Amendment (Bowater Inc), Fourth Amendment (AbitibiBowater Inc.), Third Amendment and Waiver (Bowater Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP (to the extent GAAP is applicable to interim unaudited reports) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section ~~8.1(a~~7.1(a).

Appears in 3 contracts

Samples: Credit Agreement (Lmi Aerospace Inc), Credit Agreement (Lmi Aerospace Inc), Credit Agreement (Lmi Aerospace Inc)

Quarterly Financial Statements. ~~As soon as practicable and in any event within forty-five (45)~~ Within 45 days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ending March 27, 2021), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 3 contracts

Samples: Credit Agreement (SYNAPTICS Inc), First Amendment and Lender Joinder Agreement (SYNAPTICS Inc), Credit Agreement (SYNAPTICS Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the ~~Borrower~~ Company and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Company to present fairly in all material respects the financial condition of the ~~Borrower~~ Company and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower~~ Company and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the ~~Borrower~~ Company to the Administrative Agent and the Lenders of the ~~Borrower~~Company’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the ~~Borrower~~ Company with this Section ~~8.1(a~~7.1(a).

Appears in 3 contracts

Samples: Assignment and Assumption (Family Dollar Stores Inc), Day Credit Agreement (Family Dollar Stores Inc), Day Credit Agreement (Family Dollar Stores Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 3 contracts

Samples: Credit Agreement (Atrion Corp), Credit Agreement (Atrion Corp), Credit Agreement (Atrion Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2017), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 3 contracts

Samples: Credit Agreement (Switch, Inc.), Credit Agreement (Switch, Inc.), Credit Agreement (Switch, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s 's discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 3 contracts

Samples: Third Amendment and Waiver (AbitibiBowater Inc.), Credit Agreement (Bowater Inc), Credit Agreement (AbitibiBowater Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ending March 31, 2011, an unaudited Consolidated and consolidating balance sheet of the ~~Borrower~~ Parent and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Parent in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Parent to present fairly in all material respects the financial condition of the ~~Borrower~~ Parent and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the ~~Borrower~~ Parent and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Alon Brands, Inc.), Credit Agreement (Alon USA Energy, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on five (5) Business Days after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended on or about March 31, 2015), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year end adjustments. Delivery by the Borrower to the Administrative Agent~~ year‑end adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Fossil Group, Inc.), Credit Agreement (Fossil Group, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each of the first three (3) fiscal quarters of each Fiscal ~~Year~~Year (or, if either such date is earlier, on the date of any required public filing thereof, or five (5) days following any date on which the Borrower may be required to file such statements), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer or treasurer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Jack in the Box Inc /New/), Credit Agreement (Jack in the Box Inc /New/)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ fifty (4550) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each of the first three ~~(3)~~ fiscal ~~quarters of each Fiscal Year~~quarters, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures ~~as of the end of and~~ for ~~the corresponding period in~~ the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 2 contracts

Samples: Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2013), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ and audit adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Chuy's Holdings, Inc.), Credit Agreement (Chuy's Holdings, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end ~~of each~~ of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the Borrower~~ JLG and its Consolidated Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures ~~as of the end of and~~ for ~~the corresponding period in~~ the preceding Fiscal Year and prepared by the ~~Borrower~~ Borrowers in accordance with GAAP (excluding normal year-end adjustments and other exceptions permitted under Regulation S-X promulgated by the Securities Exchange Commission) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer or director of ~~the Borrower~~ treasury services of JLG to present fairly in all material respects the financial condition of ~~the Borrower~~ JLG and its Consolidated Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the Borrower~~ JLG and its Consolidated Subsidiaries on a Consolidated basis for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 2 contracts

Samples: Working Capital Credit Agreement (JLG Industries Inc), Credit Agreement (Access Financial Solutions Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2014), an unaudited Consolidated balance sheet of the US Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the US Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a ~~Responsible~~ Financial Officer of the US Borrower to present fairly in all material respects the financial condition of the US Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the US Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (DXP Enterprises Inc), Credit Agreement (DXP Enterprises Inc)

Quarterly Financial Statements. ~~As soon as practicable and in any event within forty-five (45)~~ Within 45 days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ending September 30, 2017), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (SYNAPTICS Inc), Credit Agreement (SYNAPTICS Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 22, 2014, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Blackhawk Network Holdings, Inc), Credit Agreement (Blackhawk Network Holdings, Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ending December 31, 2014), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Allegiance Bancshares, Inc.), Credit Agreement (Allegiance Bancshares, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Channeladvisor Corp), Credit Agreement (Zoe's Kitchen, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five (45)~~ 45 days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each of the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2016), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer of MHGCI (as applicable) or the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Macquarie Infrastructure Corp), Credit Agreement (Macquarie Infrastructure Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing ~~thereof~~thereof (after giving effect to any extensions for filing under Rule 12b-25 promulgated under the Exchange Act)) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended January 31, 2015), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash ~~flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended~~flows, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Credit Agreement (Copart Inc), Credit Agreement (Copart Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if ~~earlier~~later, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the Borrower~~ Holdings and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Holdings in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Holdings to present fairly in all material respects the financial condition of ~~the Borrower~~ Holdings and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the Borrower~~ Holdings and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 2 contracts

Samples: Collateral Agreement (Boot Barn Holdings, Inc.), Credit Agreement (Boot Barn Holdings, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2011), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Bok Financial Corp Et Al)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash ~~flows~~ flows, and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section ~~8.1(a~~7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Aci Worldwide, Inc.)

Quarterly Financial Statements. ~~As soon as practicable and in any event within forty-five (45)~~ Within 45 days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ending September 27, 2014), an unaudited Consolidated balance sheet of the Borrower and its Restricted Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows for such Fiscal Quarter and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Restricted Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Synaptics Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on five (5) Business Days after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended on or about March 31, 2015), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Fossil Group, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on five (5) Business Days after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended March 30, 2013), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Fossil Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on promptly after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the~~ Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of income or operations, changes in stockholder’s equity and cash flows ~~and~~ together with a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the~~ Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the~~ Borrower to present fairly in all material respects the financial condition of ~~the~~ Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the~~ Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Kforce Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2012), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Global Power Equipment Group Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ fifty (4550) calendar days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end ~~of each~~ of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated and consolidating balance sheet of ~~the~~ Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail and, for periods following the anniversary of the Closing Date, setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the~~ Borrower in accordance with GAAP (excluding required GAAP disclosures) and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer of ~~the~~ Borrower to present fairly in all material respects the financial condition of ~~the~~ Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of ~~the~~ Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Radyne Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2021), an unaudited Consolidated balance sheet of the ~~Borrower and its Subsidiaries~~ Consolidated Companies as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Centuri in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Centuri to present fairly in all material respects the financial condition of the ~~Borrower and its Subsidiaries~~ Consolidated Companies on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower and its Subsidiaries~~ Consolidated Companies for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Centuri Holdings, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each of the first three (3) fiscal quarters of each Fiscal ~~Year~~Year (or, if either such date is earlier, on the date of any required public filing thereof, or five (5) days following any date on which the Borrower may be required to file such statements), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer or treasurer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year ~~end adjustments. Delivery by the Borrower to the Administrative Agent~~ -end adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Third Amendment (Jack in the Box Inc /New/)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 20182019), an unaudited Consolidated balance sheet of the ~~Borrower and its Subsidiaries~~ Consolidated Companies as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Centuri in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Centuri to present fairly in all material respects the financial condition of the ~~Borrower and its Subsidiaries~~ Consolidated Companies on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower and its Subsidiaries~~ Consolidated Companies for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Southwest Gas Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 7, 2014), an unaudited Consolidated balance sheet of ~~the Borrower~~ Holdings and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Holdings in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Holdings to present fairly in all material respects the financial condition of ~~the Borrower~~ Holdings and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the Borrower~~ Holdings and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Fidelity National Financial, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2021), an unaudited Consolidated balance sheet of the ~~Borrower and its Subsidiaries~~ Consolidated Companies as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Centuri in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Centuri to present fairly in all material respects the financial condition of the ~~Borrower and its Subsidiaries~~ Consolidated Companies on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower and its Subsidiaries~~ Consolidated Companies for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).footnotes. cvii 165457743_4174358596_2

Appears in 1 contract

Samples: Credit Agreement (Southwest Gas Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2015, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year end adjustments. Delivery by the Borrower to the Administrative Agent~~ yearend adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Patrick Industries Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of each Fiscal Year (or, if either such date is earlier, on the date of any required public filing thereof, or five (5) ~~after~~ days following any date on which the ~~end of each of the first three (3) fiscal quarters of each Fiscal Year~~Borrower may be required to file such statements), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. (Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s 's quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such quarterly report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)).

Appears in 1 contract

Samples: Credit Agreement (Jack in the Box Inc /New/)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ (45i) ninety (90) days after the end of the fiscal quarter ending September 30, 2007, and (~~or, if earlier, on the date of any required public filing thereof~~ii) sixty (60) days after the end of each of the first three (3) fiscal quarters of each Fiscal ~~Year~~Year thereafter, an unaudited Consolidated balance ~~sheet~~ sheets of ~~the Borrower~~ Interpool and its ~~Subsidiaries~~ Consolidated Subsidiaries, as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ~~ended~~ended for Interpool and its Consolidated Subsidiaries, ~~including~~ including, without limitation, the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures ~~as of the end of and~~ for ~~the corresponding period in~~ the preceding Fiscal Year and prepared by the ~~Borrower~~ Borrowers in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Interpool to present fairly in all material respects the financial condition of ~~the Borrower~~ Interpool and its ~~Subsidiaries on a~~ Consolidated ~~basis as of their respective dates~~ Subsidiaries, and the results of operations of ~~the Borrower~~ Interpool and its ~~Subsidiaries~~ Consolidated Subsidiaries, for the ~~respective~~ periods then ended, subject to normal year end adjustments. ~~Delivery by the Borrower~~ Prior to the ~~Administrative~~ consummation of the Acquisition, delivery to the Agent and ~~the~~ Lenders of ~~the Borrower~~Interpool’s ~~quarterly report to the SEC on~~ filed Form 10-Q ~~with respect to any fiscal quarter, or~~ for the ~~availability of such report on XXXXX Online, within~~ applicable Fiscal Quarter shall satisfy the ~~period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)~~foregoing requirement.

Appears in 1 contract

Samples: Credit and Security Agreement (Seacastle Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2021), an unaudited Consolidated balance sheet of the ~~Borrower and its Subsidiaries~~ Consolidated Companies as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Centuri in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Centuri to present fairly in all material respects the financial condition of the ~~Borrower and its Subsidiaries~~ Consolidated Companies on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower and its Subsidiaries~~ Consolidated Companies for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).footnotes. 115 146960219_6

Appears in 1 contract

Samples: Credit Agreement (Southwest Gas Corp)

Quarterly Financial Statements. As soon as ~~practicable~~ available and in any event within forty-–five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of fiscal quarter of each Fiscal Year (in the case of the ~~first three (3)~~ fourth fiscal ~~quarters~~ quarter of each Fiscal Year, within ninety (90) days after the end thereof), (i) an unaudited Consolidated balance sheet of ~~the Borrower~~ Holdings and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, ~~including the notes thereto,~~ all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal (Credit Agreement) Year and prepared by ~~the Borrower~~ Holdings in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Holdings to present fairly in all material respects the financial condition of ~~the Borrower~~ Holdings and its Subsidiaries on a Consolidated (and consolidating, if applicable) basis as of their respective dates and the results of operations of ~~the Borrower~~ Holdings and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of ~~the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any~~ footnote disclosure, and (ii) a calculation of Access Lines sold during such fiscal quarter and of Access Lines installed, activated and in service during such fiscal quarter, or and the ~~availability~~ approximate number of all Access Lines actually in service as at the last day of such ~~report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)~~fiscal quarter.

Appears in 1 contract

Samples: Credit Agreement (Broadview Networks Holdings Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended October 31, 2014), an unaudited Consolidated balance sheet of ~~the Borrower~~ KMG and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ KMG in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ KMG to present fairly in all material respects the financial condition of ~~the Borrower~~ KMG and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the Borrower~~ KMG and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (KMG Chemicals Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal~~ calendar quarters of each ~~Fiscal Year~~calendar 62 year (commencing with the calendar quarter ended June 30, 2013), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal~~ calendar quarter and unaudited Consolidated statements of ~~income~~ income, stockholders’ equity and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal~~ calendar quarter then ended and that portion of the ~~Fiscal Year~~ calendar year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding ~~Fiscal Year~~ calendar year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (CST Brands, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each fiscal quarter of the ~~first three (3)~~ Borrower, other than the fourth fiscal ~~quarters of each Fiscal Year~~quarter thereof, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and ~~a report containing management’s discussion~~ consolidating statements of income of the Borrower and ~~analysis of such financial statements~~ its Subsidiaries for the fiscal quarter then ended and that portion of the Fiscal Year then ended, ~~including the notes thereto,~~ all in reasonable detail setting forth in comparative form the corresponding budgeted figures as for the portion of the ~~end of~~ Fiscal Year then ended and ~~for~~ the corresponding ~~period in~~ figures for the preceding Fiscal Year for the portion of the Fiscal Year then ended and prepared by the Borrower in accordance with ~~GAAP~~ GAAP, subject to year end adjustments and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer and chief executive officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).;

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Rural Metro Corp /De/)

Appears in 1 contract

Samples: Credit Agreement (Kforce Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ forty‑five (45) days (or, if earlier, on the date of any required public filing ~~thereof~~thereof (after giving effect to any extensions for filing under Rule 12b-25 promulgated under the Exchange Act)) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended October 31, 2016), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash ~~flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended~~flows, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Copart Inc)

Quarterly Financial Statements. ~~As soon as practicable and in any event within~~ Within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2013), an unaudited Consolidated balance sheet of the ~~Borrower~~ Company and its Restricted Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ comprehensive income, stockholders’ equity and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Company to present fairly in all material respects the financial condition of the ~~Borrower~~ Company and its Restricted Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower~~ Company and its Restricted Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Belden Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2018, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year end adjustments. Delivery by the Borrower to the Administrative Agent~~ yearend adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Patrick Industries Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2011), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s 's discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Assignment and Assumption (Bok Financial Corp Et Al)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ forty (4540) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended March 31, 2016), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (STAMPS.COM Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 24, 2023), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief executive officer or chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ and audit adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Chuy's Holdings, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended June 30, 2015), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a ~~Responsible~~ Financial Officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Coeur Mining, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2012), an unaudited Consolidated balance sheet of the US Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the US Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a ~~Responsible~~ Financial Officer of the US Borrower to present fairly in all material respects the financial condition of the US Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the US Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (DXP Enterprises Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal Year, an unaudited Consolidated balance sheet of the ~~Borrower~~ Company and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Company to present fairly in all material respects the financial condition of the ~~Borrower~~ Company and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower~~ Company and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the ~~Borrower~~ Company to the Administrative Agent and the Lenders of the ~~Borrower~~Company’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the ~~Borrower~~ Company with this Section ~~8.1(a~~7.1(a).

Appears in 1 contract

Samples: Credit Agreement (Family Dollar Stores Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end ~~of each~~ of the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and Consolidated unaudited ~~Consolidated~~ statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, ~~including the notes thereto,~~ all in reasonable detail setting forth in comparative form the corresponding figures ~~as of the end of and~~ for ~~the corresponding period in~~ the preceding Fiscal Year ~~and~~ prepared by the Borrower in accordance with GAAP applied on a basis consistent with that of the preceding period and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of the Borrower and its Subsidiaries for ~~the~~ their respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).; and

Appears in 1 contract

Samples: Credit Loan Agreement (Marshall Industries)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2017), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for 102 the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Switch, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-~~forty five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ending July 1, 2012), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows ~~and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Southwest Gas Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal Year, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Digital Generation Systems Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five (45)~~ 45 days (or, if earlier, on the date of any ~~required~~ public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2013), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (SolarWinds, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each of the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2016), an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Blackhawk Network Holdings, Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ forty (4540) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (STAMPS.COM Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on promptly after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the~~ Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income or operations, changes in stockholder’s equity and cash flows ~~and~~ together with a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the~~ Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the~~ Borrower to present fairly in all material respects the financial condition of ~~the~~ Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of ~~the~~ Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Kforce Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2014), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Us Ecology, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five (45)~~ 45 days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2014), an unaudited Consolidated and consolidating balance sheet of the Parent Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Parent Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Parent Borrower to present fairly in all material respects the financial condition of the Parent Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Parent Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Ubiquiti Networks, Inc.)

Appears in 1 contract

Samples: Credit Agreement (SYNAPTICS Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended June 30, 2012), an unaudited Consolidated balance sheet of the ~~Borrower~~ Parent and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Parent in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Parent to present fairly in all material respects the financial condition of the ~~Borrower~~ Parent and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower~~ Parent and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Pledge Agreement (Coeur D Alene Mines Corp)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal~~ calendar quarters of each ~~Fiscal Year~~calendar year (commencing with the calendar quarter ended June 30, 2013), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal~~ calendar quarter and unaudited Consolidated statements of ~~income~~ income, stockholders’ equity and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal~~ calendar quarter then ended and that portion of the ~~Fiscal Year~~ calendar year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding ~~Fiscal Year~~ calendar year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (CST Brands, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ fifty (4550) days (or, if earlier, on the date of any required public filing thereof) after the end of each of Fiscal Quarter (commencing with the ~~first three (3) fiscal quarters of each~~ Fiscal ~~Year~~Quarter ended June 30, 2012), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of income and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any ~~fiscal quarter~~Fiscal Quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section ~~8.1(a~~8.1(a)(i).

Appears in 1 contract

Samples: Credit Agreement (Cross Country Healthcare Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ forty‑five (45) days (or, if earlier, on the date of any required public filing ~~thereof~~thereof (after giving effect to any extensions for filing under Rule 12b-25 promulgated under the Exchange Act)) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended October 31, 2020), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of income and cash ~~flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended~~flows, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Copart Inc)

Quarterly Financial Statements. As soon as practicable and in any event within ~~forty-five~~ sixty (4560) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three (3) fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of the ~~Borrower~~ Company and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the ~~Borrower~~ Company in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the ~~Borrower~~ Company to present fairly in all material respects the financial condition of the ~~Borrower~~ Company and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower~~ Company and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the ~~Borrower~~ Company to the Administrative Agent and the Lenders of the ~~Borrower~~Company’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on ~~XXXXX~~ EXXXX Online, within the period specified above shall be deemed to be compliance by the ~~Borrower~~ Company with this Section ~~8.1(a~~7.1(a).

Appears in 1 contract

Samples: Day Credit Agreement (Family Dollar Stores Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2012, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year end adjustments. Delivery by the Borrower to the Administrative Agent~~ yearend adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Patrick Industries Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended September 30, 2021), an unaudited Consolidated balance sheet of the ~~Borrower and its Subsidiaries~~ Consolidated Companies as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Centuri in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Centuri to present fairly in all material respects the financial condition of the ~~Borrower and its Subsidiaries~~ Consolidated Companies on a Consolidated basis as of their respective dates and the results of operations of the ~~Borrower and its Subsidiaries~~ Consolidated Companies for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).footnotes. cvii

Appears in 1 contract

Samples: Credit Agreement (Centuri Holdings, Inc.)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the Borrower~~ Jxxxx Apparel Group and its Subsidiaries as of the close of such fiscal quarter unaudited Consolidated statements of stockholders’ equity and cash flows for the portion of the Fiscal Year then ended, and unaudited Consolidated statements of income ~~and cash flows and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end ~~of and for the corresponding period in~~ of) the preceding Fiscal Year and prepared by ~~the Borrower~~ Jxxxx Apparel Group in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer ~~of the Borrower~~ to present fairly in all material respects the financial condition of ~~the Borrower~~ Jxxxx Apparel Group and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of ~~the Borrower~~ Jxxxx Apparel Group and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Jones Apparel Group Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on five (5) Business Days after the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended March 31, 2011), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (Fossil Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of each ~~of the first three (3)~~ fiscal ~~quarters~~ quarter of each Fiscal Year, an unaudited Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s 's discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail 42 setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Digital Generation Systems Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3) fiscal quarters~~ Fiscal Quarters of each Fiscal ~~Year~~Year (commencing with the Fiscal Quarter ended October 3, 2008), an unaudited Consolidated and consolidating balance sheet of ~~the Borrower~~ Holdings and its Subsidiaries as of the close of such ~~fiscal quarter~~ Fiscal Quarter and unaudited Consolidated and consolidating statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the ~~fiscal quarter~~ Fiscal Quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Holdings in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Holdings to present fairly in all material respects the financial condition of ~~the Borrower~~ Holdings and its Subsidiaries on a Consolidated and consolidating basis as of their respective dates and the results of operations of ~~the Borrower~~ Holdings and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (DynCorp International LLC)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of each fiscal quarter of the ~~first three (3)~~ Borrower, other than the fourth fiscal ~~quarters of each Fiscal Year~~quarter thereof, an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and ~~a report containing management’s discussion and analysis~~ consolidating statements of ~~such financial statements~~ income for the fiscal quarter then ended and that portion of the Fiscal Year then ended, ~~including the notes thereto,~~ all in reasonable detail setting forth in comparative form the corresponding budgeted figures as for the portion of the ~~end of~~ Fiscal Year then ended and ~~for~~ the corresponding ~~period in~~ figures for the preceding Fiscal Year for the portion of the Fiscal Year then ended and prepared by the Borrower in accordance with ~~GAAP~~ GAAP, subject to year end adjustments and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer, senior vice president of finance or vice president of finance of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Rural Metro of Ohio Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days (or, if earlier, on the date of any required public filing thereof) after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal ~~Year~~Year (commencing with the fiscal quarter ended October 31, 2017), an unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of the Borrower to present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a Consolidated basis as of their respective dates and the results of operations of the Borrower and its Subsidiaries for the respective periods then ended, subject to normal ~~year~~ year-end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)footnotes.

Appears in 1 contract

Samples: Credit Agreement (KMG Chemicals Inc)

Quarterly Financial Statements. As soon as ~~practicable~~ available and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of fiscal quarter of each Fiscal Year (in the case of the ~~first three (3)~~ fourth fiscal ~~quarters~~ quarter of each Fiscal Year, within ninety (90) days after the end thereof), (i) an unaudited Consolidated balance sheet of ~~the Borrower~~ Holdings and its Subsidiaries as of the close of such fiscal quarter and unaudited Consolidated statements of ~~income~~ income, retained earnings and cash flows and a report containing management’s discussion and analysis of such financial statements for the fiscal quarter then ended and that portion of the Fiscal Year then ended, ~~including the notes thereto,~~ all in reasonable detail setting forth in comparative form the corresponding figures as of the end of and for the corresponding period in the preceding Fiscal Year and prepared by ~~the Borrower~~ Holdings in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by ~~a Responsible Officer~~ the chief financial officer of ~~the Borrower~~ Holdings to present fairly in all material respects the financial condition of ~~the Borrower~~ Holdings and its Subsidiaries on a Consolidated (and consolidating, if applicable) basis as of their respective dates and the results of operations of ~~the Borrower~~ Holdings and its Subsidiaries for the respective periods then ended, subject to normal year end ~~adjustments. Delivery by the Borrower to the Administrative Agent~~ adjustments and the ~~Lenders~~ absence of ~~the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any~~ footnote disclosure, and (ii) a calculation of Access Lines sold during such fiscal quarter and of Access Lines installed, activated and in service during such fiscal quarter, or and the ~~availability~~ approximate number of all Access Lines actually in service as at the last day of such ~~report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a)~~fiscal quarter.

Appears in 1 contract

Samples: Credit Agreement (Broadview Networks Holdings Inc)

Quarterly Financial Statements. As soon as practicable and in any event within forty-five (45) days ~~(or, if earlier, on the date of any required public filing thereof)~~ after the end of ~~each of~~ the first three ~~(3)~~ fiscal quarters of each Fiscal Year, an unaudited Consolidated balance sheet of ~~the Borrower~~ Xxxxx Apparel Group and its Subsidiaries as of the close of such fiscal quarter unaudited Consolidated statements of stockholders’ equity and cash flows for the portion of the Fiscal Year then ended, and unaudited Consolidated statements of income ~~and cash flows and a report containing management’s discussion and analysis of such financial statements~~ for the fiscal quarter then ended and that portion of the Fiscal Year then ended, including the notes thereto, all in reasonable detail setting forth in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end ~~of and for the corresponding period in~~ of) the preceding Fiscal Year and prepared by ~~the Borrower~~ Xxxxx Apparel Group in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the application of accounting principles and practices during the period, and certified by a Responsible Officer ~~of the Borrower~~ to present fairly in all material respects the financial condition of ~~the Borrower~~ Xxxxx Apparel Group and its Subsidiaries ~~on a Consolidated basis~~ as of their respective dates and the results of operations of ~~the Borrower~~ Xxxxx Apparel Group and its Subsidiaries for the respective periods then ended, subject to normal year end adjustments. Delivery by the Borrower to the Administrative Agent and the Lenders of the Borrower’s quarterly report to the SEC on Form 10-Q with respect to any fiscal quarter, or the availability of such report on XXXXX Online, within the period specified above shall be deemed to be compliance by the Borrower with this Section 8.1(a).

Appears in 1 contract

Samples: Credit Agreement (Jones Apparel Group Inc)

Common use of Quarterly Financial Statements Clause in Contracts