Financial Statements, Certificates and Information. Borrower will deliver or cause to be delivered to Lender: (a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of Borrower, the unaudited balance sheet of each of Borrower, Owner and the Guarantors at the end of such year, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments); (b) as soon as practicable, but in any event not later than thirty (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year; (c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto; (e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender; (f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and (g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 4 contracts
Sources: Mezzanine Loan Agreement (Preferred Apartment Communities Inc), Mezzanine Loan Agreement (Preferred Apartment Communities Inc), Mezzanine Loan Agreement (Preferred Apartment Communities Inc)
Financial Statements, Certificates and Information. Borrower will deliver or cause to be delivered to Lender:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of Borrower, the unaudited balance sheet of each of Borrower, Owner Borrower and the Guarantors at the end of such year, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower, Owner Borrower and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner Borrower and the Guarantors, respectively, on the date thereof (subject to year end adjustments);
(b) as soon as practicable, but in any event not later than thirty (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner Borrower, copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and OwnerBorrower, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner Borrower and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 2 contracts
Sources: Mezzanine Loan Agreement (Preferred Apartment Communities Inc), Mezzanine Loan Agreement (Preferred Apartment Communities Inc)
Financial Statements, Certificates and Information. Borrower will deliver or cause Furnish to be delivered to Lenderthe Agent:
(a) [Reserved];
(b) Commencing with the fiscal year ending December 31, 2004, as soon as practicablepracticable and, but in any event not later than ninety event, within one hundred twenty (90120) days after the end of each subsequent fiscal year (or, with respect to CAI, upon the request of Borrowerthe Agent, but only so long as CAI is subservicer of any of the unaudited balance sheet Containers) of each of CAI, the Parent Guarantor and the Borrower, Owner consolidated balance sheets of each of CAI, the Parent Guarantor, the Borrower and the Guarantors their Subsidiaries, as at the end of such fiscal year, and the related unaudited statement consolidated statements of income, statement of changes in capital and statement of cash flows and retained earnings of each of CAI, the Parent Guarantor, the Borrower and its Subsidiaries for such yearthe fiscal year then ended, each setting forth in comparative form the figures for the previous fiscal year and year, all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principlesprinciples consistently applied, together with a certification by accompanied by, in the principal financial or accounting officer case of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner CAI and the GuarantorsParent Guarantor, respectivelya report and opinion of KPMG LLP (or such other independent certified public accountants of nationally recognized standing as are reasonably acceptable to the Lenders), on the date thereof (subject to year end adjustments);
(b) as soon as practicable, but in any event not later than thirty (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower which report and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and opinion shall have been prepared in accordance with generally accepted accounting principlesauditing standards and shall be unqualified as to "going concern" status, together scope of audit or conformity with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such yearGAAP;
(c) Commencing with the fiscal year ending December 31, 2004, as soon as practicablepracticable and, but in any event not later than thirty event, within sixty (3060) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies in each fiscal year (or, with respect to CAI, upon the request of the unaudited Agent, but only so long as CAI is subservicer of any of the Containers) of CAI, the Parent Guarantor and the Borrower consolidated balance sheets of CAI, the Parent Guarantor, the Borrower and Owner their Subsidiaries as at the end of such fiscal quarter, and consolidated statements of income and reconciliation of surplus of CAI, the related unaudited statement of incomeParent Guarantor, statement of changes in capital the Borrower and statement of cash flows their Subsidiaries for the portion of Borrower’s and Owner’s the fiscal year then elapsedended, all in reasonable detail and detail, prepared in accordance with generally accepted accounting principlesprinciples consistently applied, together with a certification except for the lack of footnotes thereto, and certified by the principal financial or principal accounting officer of Borrower and OwnerCAI, that the information contained in such financial statements fairly presents Parent Guarantor or the financial position of Borrower and Owner on Borrower, as the date thereof (case may be, but subject to year normal, recurring year-end adjustments);
(d) contemporaneously Concurrently with the delivery of (i) each financial statement pursuant to paragraphs (b) and (c) of this Section 6.4, a certificate substantially in the form of Exhibit H (a Compliance Certificate), signed on behalf of the Borrower by its principal financial or principal accounting officer, and (ii) each financial statement of the Parent Guarantor pursuant to paragraph (b) of this Section 6.4, a copy of the certification with respect to financial statements referred to filed by the chief executive officer and chief financial officer of the Parent Guarantor in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in compliance with the notes thereto▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act;
(e) Promptly upon receipt thereof, copies of all financial statements delivered management letters of substance and other reports of substance which are submitted to Mortgage Lender contemporaneously the Borrower or the Parent Guarantor by their accountants in connection with any annual or interim audit of the delivery thereof to Mortgage Lenderbooks of the Borrower or the Parent Guarantor made by such accountants;
(f) evidence reasonably satisfactory Promptly upon their becoming available, copies of such other financial statements and reports, if any, as the Borrower and/or the Parent Guarantor may be required to Lender publicly file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefor, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state;
(g) If and when the Borrower and/or the Parent Guarantor gives or is required to give notice to the PBGC of any "Reportable Event" (as defined in Section 4043 of ERISA) with respect to any Plan that might constitute grounds for a termination of such Plan under Title IV of ERISA, or knows that any member of the timely payment Controlled Group or the plan administrator of all real estate taxes for any Plan has given or is required to give notice of any such Reportable Event, a copy of the Collateral Propertynotice of such Reportable Event given or required to be given to the PBGC;
(h) Immediately upon becoming aware of the existence of any condition or event that constitutes a Default or a Servicer Default, written notice thereof specifying the nature and duration thereof and the action being or proposed to be taken with respect thereto; and
(gi) from time to time With reasonable promptness, such other financial data and information as Lender the Agent or any of the Lenders may reasonably request.
Appears in 1 contract
Sources: Credit Agreement (Interpool Inc)
Financial Statements, Certificates and Information. Borrower Each of the Borrowers will deliver or cause to be delivered to Lendereach of the Agent and the Lenders:
(a) as soon as practicable, but in any event not later than ninety one hundred (90100) days after the end of each fiscal year of BorrowerZale, (i) the unaudited consolidated balance sheet of each of Borrower, Owner Zale and the Guarantors its Subsidiaries as at the end of such year, and the related unaudited consolidated statement of income, statement of changes in capital income and consolidated statement of cash flows flow for such year, each setting forth in comparative form the figures for the previous fiscal year and all such consolidated statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer and each of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents certified without qualification by Arth▇▇ Ande▇▇▇▇ ▇▇▇ or by another "big six" accounting firm or by other independent certified public accountants reasonably satisfactory to the financial position Agent, and (ii) the annual 10-K reports of Borrower, Owner Zale filed with the Securities and the Guarantors, respectively, on the date thereof (subject to year end adjustments)Exchange Commission;
(b) as soon as practicable, but in any event not later than thirty fifty (3050) days after the end of each monthof the first three fiscal quarters of each fiscal year of Zale, (i) copies of the unaudited consolidated balance sheet of Borrower Zale and Owner its Subsidiaries as at the end of such monthquarter, and the related unaudited consolidated statement of income for such quarter and for the portion of Borrower’s Zale's fiscal year then elapsed, and Owner’s the related consolidated statement of cash flow for the portion of Zale's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with (ii) a certification by such Financial Officer of each of the principal financial or accounting officer of Borrower and Owner Borrowers that the information contained in such management financial statements fairly presents the financial position of Borrower Zale and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments); , (iiiii) an a narrative discussion of the operating statement results of the Borrowers and each of their divisions for the Project for such month fiscal quarter most recently ended and the year to date; (iii) copies , as compared with the comparable period of Borrower’s the previous year, and Owner’s bank statements for of the Reserve Account Borrowers' liquidity and a summary describing any payments made from capital resources at the end of such account during the prior month; period, and (iv) a current certified rent roll for the Project; quarterly 10-Q reports of Zale filed with the Securities and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such yearExchange Commission;
(c) as soon as practicable, but in any event not later than within thirty (30) days after the end of each fiscal month which is not the last month of the first three a fiscal quarter of Zale, (3i) fiscal quarters unaudited monthly consolidated balance sheet of Borrower Zale and Owner copies of the unaudited balance sheets of Borrower and Owner its Subsidiaries as at the end of such quarterfiscal month, and the related unaudited consolidated statement of income, statement of changes in capital income for such fiscal month and statement of cash flows for the portion of Borrower’s and Owner’s Zale's fiscal year then elapsed, all in reasonable detail and the related consolidated statement of cash flow for the portion of Zale's fiscal year then elapsed, each prepared in accordance by management of Zale on a basis consistent with generally accepted accounting principlesits method (existing as of the Closing Date) of preparing management financial statements, together with and (ii) a certification by a Financial Officer of each of the principal financial or accounting officer of Borrower and Owner, Borrowers that the information contained in such management financial statements fairly presents the financial position condition of Borrower Zale and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments);
(di) contemporaneously simultaneously with the delivery of the management prepared financial statements referred to in subsections (b) and (c) above, a variance report comparing, for each period (including the portion of the fiscal year to date) covered by such financial statements, such financial statements with (A) the annual budget of the Borrowers, and (B) the financial statements of the Borrowers for the comparable period during the prior fiscal year of the Borrowers, and (ii) simultaneously with the delivery of the financial statements referred to in clause subsections (a) and (b) above, a statement certified by a Financial Officer of all material contingent liabilities each of Borrower, Owner the Borrowers in substantially the form of Exhibit E hereto and Guarantors which are not reflected setting forth in such reasonable detail computations evidencing compliance with the covenants contained in Section 10 (and including calculations with respect to the financial statements or referred information required by Section 5.13 in connection with possible Performance Adjustments) and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the notes theretoBalance Sheet Date;
(e) within ten (10) Business Days after the filing or mailing thereof, copies of all material reports of a financial statements delivered to Mortgage Lender contemporaneously nature filed by either of the Borrowers with the delivery thereof Securities and Exchange Commission or sent to Mortgage Lenderthe stockholders of Zale (other than the annual 10-K reports and the quarterly 10-Q reports of Zale delivered pursuant to Sections 8.4(a) and (b), respectively);
(f) evidence reasonably satisfactory to Lender monthly within thirty (30) days after the end of each fiscal month, a Borrowing Base Report, in the form of Exhibit A hereto, setting forth (i) the amount of Eligible Inventory and (ii) the Borrowing Base, each as at the end of the timely payment fiscal month most recently ended, together with supporting schedules and documentation, with each such Borrowing Base Report to be accompanied by a certification by a Financial Officer of each of the Borrowers that the information contained in such Borrowing Base Report is true and accurate in all material respects;
(g) within thirty (30) days after the end of each fiscal month, the monthly "Settlement Statement" of ZFT (the "Receivables Purchase Report") for the immediately preceding fiscal month, prepared in accordance with the requirements of the Receivables Securitization Facility Documents and such other information with respect to purchase and sale of ZFT Receivables pursuant to the Receivables Securitization Facility Documents as the Agent shall request in the exercise of its reasonable discretion;
(h) as soon as practicable and in any event by the fiftieth (50th) day following the end of each fiscal quarter, the quarterly performance package of JFS describing yields, delinquencies and such other information relating to the performance of all real estate taxes for accounts receivable of Zale and its Subsidiaries, including ZFT Receivables, as the Collateral PropertyAgent shall request;
(i) as soon as is practicable and in no event less frequently than on an annual basis no later than sixty (60) days following the end of each fiscal year of the Borrowers, the Borrowers shall deliver their business plan, including the assumptions used in the preparation of such business plan; and
(gj) from time to time such other financial data and information (including accountants and management letters) as the Agent or any Lender may reasonably request.
Appears in 1 contract
Financial Statements, Certificates and Information. Each of the Borrower and the Parent will deliver or cause to be delivered to Lenderthe Administrative Agent and the Banks:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of Borrowerthe Parent, the unaudited consolidated balance sheet of the Parent and its Subsidiaries, each of Borrower, Owner and the Guarantors as at the end of such year, and the related unaudited consolidated statement of income, statement of changes in capital income and consolidated statement of cash flows flow for such year, each setting forth in comparative form the figures for the previous fiscal year and all such consolidated statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, and certified without qualification by KPMG Peat Marwick or any other of the six largest firms of independent certified public accountants located in the United States, together with a certification by written statement from such accountants to the principal financial effect that they have read the covenants set forth in 8.1(h), 8.3(i) and (j) and 9 of this Credit Agreement and the relevant definitions and provisions applicable thereto, and that, in making the examination necessary to said certification, they have obtained no knowledge of any Default or accounting officer Event of BorrowerDefault, Owner and by the Guarantorsor, respectively, that the information contained if such accountants shall have obtained knowledge of any then existing Default or Event of Default they shall disclose in such financial statements fairly presents statement any such Default or Event of Default; provided that such accountants shall not be liable to the financial position Banks for failure to obtain knowledge of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments);
any Default or Event of Default; (b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the fiscal quarters of the Parent (other than the fourth fiscal quarter of each fiscal year), (i) copies of the unaudited consolidated balance sheet of Borrower the Parent and Owner its Subsidiaries, each as at the end of such monthquarter, and the related unaudited consolidated statement of income and consolidated statement of cash flow for the portion of Borrower’s and Owner’s the Parent's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principlesprinciples (subject to customary exceptions for interim financial statements), together with a certification by the principal financial or accounting officer of Borrower and Owner the Parent that the information contained in such financial statements fairly presents the financial position of Borrower the Parent and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously simultaneously with the delivery of the financial statements referred to in clause subsections (a) and (b) above, a statement certified by the principal financial or accounting officer of each of the Borrower and the Parent in substantially the form of Exhibit D hereto and setting forth in reasonable detail computations evidencing compliance with the covenants contained in 9 and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the Balance Sheet Date; (d) promptly following the filing or mailing thereof, copies of all material contingent liabilities of a financial nature filed with the Securities and Exchange Commission or sent generally to the stockholders of the Borrower, Owner ; and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information (including accountants' management letters) as Lender the Administrative Agent or any Bank may reasonably request.
Appears in 1 contract
Financial Statements, Certificates and Information. The Borrower -------------------------------------------------- will deliver or cause to be delivered to Lenderthe Bank:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, consolidated balance sheets of the unaudited balance sheet of each of Borrower, Owner Borrower and the Guarantors its Subsidiaries at the end of such year, and the related unaudited statement statements of income, statement of changes in capital income and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, each prepared in accordance with generally accepted accounting principles, together principles and certified by an independent certified public accountant satisfactory to the Bank to have been prepared in accordance with a certification by the principal financial or generally accepted accounting officer of Borrower, Owner principles and by the Guarantors, respectively, that the information contained in such financial statements to fairly presents present the financial position condition of Borrower, Owner the Borrower and its Subsidiaries as of the Guarantors, respectively, close of business on the date thereof (subject to and the results of operations for the fiscal year end adjustments)then ended;
(b) as soon as practicable, but in any event not later than thirty forty- five (3045) days after the end of each monthof the first three (3) fiscal quarters of the Borrower, (i) copies of the unaudited consolidated balance sheet sheets of the Borrower and Owner its Subsidiaries as at the end of such monthquarter, and the related unaudited statement consolidated statements of income and cash flows for the portion of Borrower’s and Owner’s the fiscal year of the Borrower and its Subsidiaries then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after simultaneously with the end of each deliver of the first three financial statements referred to in subsection (3b) fiscal quarters above, a statement in the form of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification Exhibit F hereto signed by the principal financial or accounting officer of the Borrower and Owner, that setting forth in reasonable detail computations evidencing compliance with the information covenants contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustmentsS)(S);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 1 contract
Financial Statements, Certificates and Information. Borrower will deliver or cause to be delivered to Lender:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of Borrower, the unaudited balance sheet of each of Borrower, Owner and the Guarantors at the end of such year, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments);
(b) as soon as practicable, but in any event not later than thirty (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (viv) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 1 contract
Sources: Mezzanine Loan Agreement (Preferred Apartment Communities Inc)
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lendereach of the Banks:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited consolidated balance sheet of each of Borrower, Owner the Borrower and its Subsidiaries and the Guarantors consolidating balance sheet of the Borrower and its Subsidiaries, each as at the end of such year, and the related unaudited consolidated statement of income, statement of changes in capital income and consolidated statement of cash flows flow and consolidating statement of income and consolidating statement of cash flow for such year, each setting forth in comparative form the figures for the previous fiscal year and all such consolidated and consolidating statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification and as to the consolidated statements, certified without qualification by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP or by other independent certified public accountants satisfactory to the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments)Agent;
(b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the fiscal quarters of the Borrower, (i) copies of the unaudited consolidated balance sheet of the Borrower and Owner as at the end of such monthits Subsidiaries, and the related unaudited consolidated statement of income and consolidated statement of cash flow for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer Chief Financial Officer of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) simultaneously with the delivery of the financial statements referred to in subsections (a) and (b) above, a statement certified by the Chief Financial Officer of the Borrower in substantially the form of Exhibit C hereto (the "Compliance Certificate") and setting forth in reasonable detail computations evidencing compliance with the covenants contained in §11 and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the Balance Sheet Date;
(d) contemporaneously with the filing or mailing thereof, copies of all material of a financial nature filed with the Securities and Exchange Commission or sent to the stockholders of the Borrower;
(e) from time to time upon request of the Agent, projections of the Borrower and its Subsidiaries updating those projections delivered to the Banks and referred to in §8.4.2 or, if applicable, updating any later such projections delivered in response to a request pursuant to this §9.4(e);
(f) from time to time such other financial data and information (including accountants, management letters) as the Agent or any Bank may reasonably request;
(g) as soon as practicable, but in any event not within three (3) days after the end of the closing of the internal records of the Borrower each month in each fiscal year of the Borrower (which in no event shall be later than thirty twenty (3020) days after the end of each month), unaudited monthly consolidated financial statements of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of its Subsidiaries for such quartermonth, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles as adjusted in clause (a) of the definition of generally accepted accounting principles, together with a certification certificate signed by the principal financial or accounting officer Chief Financial Officer of the Borrower and Owner, that the information contained in such financial statements fairly presents the financial position condition of the Borrower and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments);
(dh) contemporaneously with Prior to the delivery Formula Date, no later than ten (10) Business Days after the end of each fiscal quarter or at such earlier time as the financial statements referred to in clause (a) aboveAgent may reasonably request, a statement Borrowing Base Report setting forth the Borrowing Base with respect to Eligible Accounts Receivable as at the end of all material contingent liabilities of Borrower, Owner such fiscal quarter or other date so requested by the Agent (subject to adjustments for returns and Guarantors bad debt) which are not reflected in Borrowing Base Report shall govern the interest paid on Revolving Credit Loans for the next such financial statements or referred to in the notes theretofiscal quarter;
(ei) copies After the Formula Date, simultaneously with each Loan Request pursuant to §3.6 and within fifteen (15) days after the end of all financial statements delivered each calendar month, a Borrowing Base Report setting forth the Borrowing Base with respect to Mortgage Lender contemporaneously with the delivery thereof Eligible Accounts Receivable as of such date (subject to Mortgage Lenderadjustments for returns and bad debt);
(fj) evidence reasonably satisfactory to Lender within fifteen (15) days after the end of each calendar quarter an Accounts Receivable aging report as at the timely payment end of all real estate taxes for such calendar quarter substantially in the Collateral Propertyform of Exhibit K hereto; and
(gk) from within three (3) Business Days after the end of each four week period or at such earlier time to time such other financial data and information as Lender the Agent may reasonably request, a Cash Flow Projection in the form and substance satisfactory to the Agent for the Borrower and its Domestic Subsidiaries prepared on a rolling basis for the next succeeding 13-week period (the "Cash Flow Projection") and within five (5) Business Days after the end of each four week period a report in the form and substance satisfactory to the Agent comparing actual cash flow for the four week period most recently ended to the projected cash flow for such four week period set forth in the preceding Cash Flow Projection.
Appears in 1 contract
Financial Statements, Certificates and Information. Borrower will deliver or cause Furnish to be delivered to Lenderthe Agent:
(a) [Reserved];
(b) Commencing with the fiscal year ending December 31, 2005, as soon as practicablepracticable and, but in any event not later than ninety event, within one hundred twenty (90120) days after the end of each subsequent fiscal year (or, with respect to CAI, upon the request of Borrowerthe Agent, but only so long as CAI is subservicer of any of the unaudited balance sheet Containers) of each of CAI, the Parent Guarantor and the Borrower, Owner consolidated balance sheets of each of CAI, the Parent Guarantor, the Borrower and the Guarantors their Subsidiaries, as at the end of such fiscal year, and the related unaudited statement consolidated statements of income, statement of changes in capital and statement of cash flows and retained earnings of each of CAI, the Parent Guarantor, the Borrower and its Subsidiaries for such yearthe fiscal year then ended, each setting forth in comparative form the figures for the previous fiscal year and year, all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principlesprinciples consistently applied (except, together with a certification by in the principal financial or accounting officer case of Borrower, Owner and by the Guarantors, respectively, that the information contained in any such financial statements fairly presents of the financial position of Borrower, Owner such financial statements will exclude the impact of any allocated purchase price resulting from the acquisition of containers by the Borrower or any Affiliate of the Borrower from another Affiliate of the Borrower), accompanied by, in the case of CAI and the GuarantorsParent Guarantor, respectivelya report and opinion of KPMG LLP (or such other independent certified public accountants of nationally recognized standing as are reasonably acceptable to the Lenders), on the date thereof (subject to year end adjustments);
(b) as soon as practicable, but in any event not later than thirty (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower which report and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and opinion shall have been prepared in accordance with generally accepted accounting principlesauditing standards and shall be unqualified as to “going concern” status, together scope of audit or conformity with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such yearGAAP;
(c) Commencing with the fiscal year ending December 31, 2005, as soon as practicablepracticable and, but in any event not later than thirty event, within sixty (3060) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies in each fiscal year (or, with respect to CAI, upon the request of the unaudited Agent, but only so long as CAI is subservicer of any of the Containers) of CAI, the Parent Guarantor and the Borrower consolidated balance sheets of CAI, the Parent Guarantor, the Borrower and Owner their Subsidiaries as at the end of such fiscal quarter, and consolidated statements of income and reconciliation of surplus of CAI, the related unaudited statement of incomeParent Guarantor, statement of changes in capital the Borrower and statement of cash flows their Subsidiaries for the portion of Borrower’s and Owner’s the fiscal year then elapsedended, all in reasonable detail and detail, prepared in accordance with generally accepted accounting principlesprinciples consistently applied (except, together with a certification in the case of any such financial statements of the Borrower, such financial statements will exclude the impact of any allocated purchase price resulting from the acquisition of containers by the Borrower or any Affiliate of the Borrower from another Affiliate of the Borrower), except for the lack of footnotes thereto, and certified by the principal financial or principal accounting officer of Borrower and OwnerCAI, that the information contained in such financial statements fairly presents Parent Guarantor or the financial position of Borrower and Owner on Borrower, as the date thereof (case may be, but subject to year normal, recurring year-end adjustments);
(d) contemporaneously Concurrently with the delivery of (i) each financial statement pursuant to paragraphs (b) and (c) of this Section 6.4, a certificate substantially in the form of Exhibit H (a Compliance Certificate), signed on behalf of the Borrower by its principal financial or principal accounting officer, and (ii) each financial statement of the Parent Guarantor pursuant to paragraph (b) of this Section 6.4, a copy of the certification with respect to financial statements referred to filed by the chief executive officer and chief financial officer of the Parent Guarantor in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in compliance with the notes thereto▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act;
(e) Promptly upon receipt thereof, copies of all financial statements delivered management letters of substance and other reports of substance which are submitted to Mortgage Lender contemporaneously the Borrower or the Parent Guarantor by their accountants in connection with any annual or interim audit of the delivery thereof to Mortgage Lenderbooks of the Borrower or the Parent Guarantor made by such accountants;
(f) evidence reasonably satisfactory Promptly upon their becoming available, copies of such other financial statements and reports, if any, as the Borrower and/or the Parent Guarantor may be required to Lender publicly file with the Securities and Exchange Commission or any similar or corresponding governmental commission, department or agency substituted therefor, or any similar or corresponding governmental commission, department, board, bureau, or agency, federal or state;
(g) If and when the Borrower and/or the Parent Guarantor gives or is required to give notice to the PBGC of any “Reportable Event” (as defined in Section 4043 of ERISA) with respect to any Plan that might constitute grounds for a termination of such Plan under Title IV of ERISA, or knows that any member of the timely payment Controlled Group or the plan administrator of all real estate taxes for any Plan has given or is required to give notice of any such Reportable Event, a copy of the Collateral Propertynotice of such Reportable Event given or required to be given to the PBGC;
(h) Immediately upon becoming aware of the existence of any condition or event that constitutes a Default or a Servicer Default, written notice thereof specifying the nature and duration thereof and the action being or proposed to be taken with respect thereto; and
(gi) from time to time With reasonable promptness, such other financial data and information as Lender the Agent or any of the Lenders may reasonably request.
Appears in 1 contract
Sources: Credit Agreement (Interpool Inc)
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lendereach of the Lenders:
(a1) as soon as practicable, but in any event not later than ninety (90) 90 days after the end of each fiscal year of the Borrower, copies of the unaudited balance sheet of each of Borrower, Owner and the Guarantors Borrower at the end of such year, and the related unaudited statement statements of income, statement of changes in capital members' equity and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, Borrower that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, Borrower on the date thereof (subject and any other information the Lenders may need to year end adjustments)complete a financial analysis of the Borrower;
(b2) as soon as practicable, but in any event not later than thirty (30) 45 days after the end of each monthof the first three (3) fiscal quarters of the Borrower, (i) copies of the unaudited balance sheet of the Borrower and Owner as at the end of such monthquarter, and the related unaudited statement statements of income income, changes in shareholders' equity and cash flows for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year -end adjustments);
(d3) contemporaneously if the Borrower becomes a reporting company, copies of any documents or reports filed by the Borrower with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously SEC simultaneously with the delivery thereof to Mortgage Lenderthe SEC;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 1 contract
Sources: Revolving Credit Agreement (Wellsford Real Properties Inc)
Financial Statements, Certificates and Information. The Borrower will deliver deliver, or cause to be delivered delivered, to the Lender:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the an unaudited balance sheet of each of Borrower, Owner and the Guarantors Borrower at the end of such year, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements statement to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer officer, partner or trustee of Borrower, Owner and by the Guarantors, respectively, Borrower that the information contained in such financial statements statement fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, Borrower on the date thereof (subject to year year-end adjustments)) and that, in making the examination necessary to said certification, such Person has obtained no knowledge of any Default or Event of Default under this Agreement;
(b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthsix (6) month period of each fiscal year of the Borrower, (i) copies of the unaudited balance sheet of the Borrower and Owner as at the end of such month6-month period, and the related unaudited statement of income income, statement of retained earnings, changes in capital, and statement of cash flows for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer officer, partner or trustee of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner on the date thereof (subject to year year-end adjustments); (ii) an operating statement for and that, in making the Project for examination necessary to said certification, such month and year to date; (iii) copies Person has obtained no knowledge of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter Default or Event of each year, a detailed statement of all income and expenses for the Project for such yearDefault under this Agreement;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors the Borrower which are not reflected in such financial statements or referred to in the notes thereto, and a statement of projected cash flows of the Borrower for the current fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Borrower;
(d) simultaneously with the delivery of the financial statements referred to in clauses (a) and (b) above, a statement signed by the principal financial or accounting officer, partner or trustee of the Borrower and setting forth in reasonable detail computations evidencing compliance with the covenants contained in Section 11.10;
(e) promptly following the Borrower's receipt thereof, copies of all the annual financial statements delivered to Mortgage Lender contemporaneously with of the delivery thereof to Mortgage LenderKey Tenant;
(f) evidence reasonably satisfactory to Lender the financial statements and information required of the timely payment of all real estate taxes Guarantors under the Guaranty in accordance with the delivery schedule for such set forth in the Collateral PropertyGuaranty; and
(g) from time to time such other financial data and information (including accountants' management letters) as the Lender may reasonably request.
Appears in 1 contract
Sources: Acquisition and Construction Loan Agreement (Praecis Pharmaceuticals Inc)
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lendereach of the Lenders:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited audited balance sheet of each of Borrower, Owner and the Guarantors Borrower at the end of such year, and the related unaudited audited statement of income, statement of changes in capital shareholders, equity and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principlesGenerally Accepted Accounting Principles, together with a certification and accompanied by an auditor's report prepared without qualification by or by an independent certified public accountant reasonably acceptable to the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments)Agent;
(b) as soon as practicable, but in any event not later than thirty forty-five (30) days after the end of each month, (i) copies of the unaudited balance sheet of Borrower and Owner as at the end of such month, and the related unaudited statement of income for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (3045) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner the Borrower, copies of the unaudited balance sheets of the Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital shareholders' equity and statement of cash flows for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principlesGenerally Accepted Accounting Principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner on the date thereof (subject to year year-end adjustments);
(c) as soon as practicable, but in any event no later than forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower will provide the Agent with, for each of the Mortgaged Properties: (i) a rent roll dated as of the end of such fiscal quarter in form reasonably satisfactory to the Agent and (ii) a statement of the Net Operating Income for such fiscal quarter and year to date; and as soon as practicable, but in any event no later than ninety (90) days after the end of the last quarter of each year, a detailed statement of all income and expenses for such year for each of the Mortgaged Properties;
(d) contemporaneously simultaneously with the delivery of the financial statements referred to in clause subsections (a) and (b) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes theretoCompliance Certificate;
(e) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, copies of all financial statements delivered to Mortgage Lender contemporaneously the Form 10-K statement filed with the delivery Securities and Exchange Commission ("SEC") for such fiscal year, and as soon as practicable, but in any event not later than forty-five (45) days after the end of each fiscal quarter, copies of the Form 10-Q statement filed with the SEC for such fiscal quarter, provided that in either case if the SEC has granted an extension for the filing of such statements, Borrower shall deliver such statements to the Agent simultaneously with the filing thereof to Mortgage Lenderwith the SEC;
(f) evidence reasonably satisfactory to Lender of promptly following the timely payment filing or mailing thereof, copies of all real estate taxes for other material of a financial nature filed with the Collateral PropertySEC, and each Lender will be included on Borrower's mailing list so that it will receive copies of all press releases issued by the Borrower; and
(g) from time to time such other financial data and information as Lender the Agent may reasonably request.;
Appears in 1 contract
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lender:
each of the Banks: (a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited audited balance sheet of each of Borrower, Owner and the Guarantors Company at the end of such year, and the related unaudited audited statement of income, statement of changes in capital shareholders, equity and statement of cash flows Funds From Operations and taxable income for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with principles on a certification by consolidated basis including the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner Borrower and the GuarantorsRelated Companies, respectively, on and accompanied by an auditor's report prepared without qualification by Ernst & Young or by another independent certified public accountant reasonably acceptable to the date thereof (subject to year end adjustments);
Agent; (b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the first three (3) fiscal quarters of the Borrower, (i) copies of the unaudited balance sheet sheets of the Borrower and Owner of the Company as at the end of such monthquarter, and the related unaudited statement of income, statement of changes in shareholders' equity and statement of Funds From Operations and estimated taxable income for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner the Company that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner of the Company on the date thereof (subject to year year-end adjustments); provided, however, that for so long as the Borrower and the Company are filing form 10-Q with the SEC, the delivery of a copy thereof pursuant to paragraph (iif) an operating statement for the Project for such month and year of this 7.4 shall be deemed to datesatisfy this paragraph (b); (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner the Borrower, copies of a statement of the unaudited balance sheets Net Operating Income for such fiscal quarter for each Mortgaged Property, prepared on a basis consistent with the statements furnished pursuant to 6.4 (c) , and certified by a Responsible Officer of the Company; (d) as soon as practicable, but in any event no later than forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower and Owner will provide the Agent with , for each of the Mortgaged Properties a rent roll dated as at of the end of such quarter, and the related unaudited statement of income, statement of changes fiscal quarter in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence form reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral PropertyAgent; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 1 contract
Sources: Loan Agreement (Liberty Property Limited Partnership)
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lendereach of the Banks:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited consolidated balance sheet of each of Borrower, Owner the Borrower and the Guarantors its Subsidiaries as at the end of such year, and the related unaudited consolidated statement of income, statement of changes in capital income and consolidated statement of cash flows flow for such year, each setting forth in comparative form the figures for the previous fiscal year and all such consolidated statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification and certified without qualification by Deloitte & Touche LLP or by other independent certified public accountants satisfactory to the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments)Agent;
(b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the fiscal quarters of the Borrower, (i) copies of the unaudited consolidated balance sheet of the Borrower and Owner its Subsidiaries as at the end of such monthquarter, and the related unaudited consolidated statement of income and consolidated statement of cash flow for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than within thirty (30) days after the end of each month in each fiscal year of the first three (3) fiscal quarters Borrower, unaudited monthly consolidated financial statements of the Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of its Subsidiaries for such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and month prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner, that the information contained in such financial statements fairly presents the financial position condition of the Borrower and Owner its Subsidiaries on the date thereof (subject to year year-end adjustments);
(d) contemporaneously simultaneously with the delivery of the financial statements referred to in clause subsections (a) and (b) above, a statement certified by the principal financial or accounting officer of the Borrower in substantially the form of Exhibit C hereto and setting forth in reasonable detail computations evidencing compliance with the covenants contained in Section 14 and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the Balance Sheet Date;
(e) simultaneously with the delivery of the financial statements referred to in subsection (c) above, a Compliance Certificate setting forth the reasonable detail computations evidencing compliance with the covenant set forth in Section 14.5 and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the Balance Sheet Date;
(f) contemporaneously with the filing or mailing thereof, copies of all material of a financial nature filed with the Securities and Exchange Commission or sent to the stockholders of the Borrower;
(g) simultaneously with the delivery of the financial statements referred to in subsection (a) above, a statement projections of all material contingent liabilities of Borrower, Owner the Borrower and Guarantors which are not reflected in such financial statements or its Subsidiaries updating those projections delivered to the Banks and referred to in the notes theretoSection 11.4.2;
(eh) copies as soon as practicable, but in any event not later than the last day of all financial statements delivered to Mortgage Lender contemporaneously with each fiscal year of the delivery thereof to Mortgage LenderBorrower, an annual budget on a quarterly basis for the Borrower and its Subsidiaries for the proceeding fiscal year prepared in reasonable detail using reasonable assumptions;
(fi) evidence reasonably satisfactory to Lender as soon as practicable, but in any event not later than the last day of each fiscal year of the timely payment Borrower (or more frequently if requested by the Agent or the Majority Banks), a list of all real estate taxes for contracts with governmental authorities subject to the Collateral PropertyFederal Assignment of Claims Act updating the list referred to in Section 11.28; and
(gj) from time to time such other financial data and information (including accountants and management letters) as Lender the Agent or any Bank may reasonably request.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Mercury Air Group Inc)
Financial Statements, Certificates and Information. The Borrower will deliver or and cause BPI to be delivered deliver (as applicable) to Lender:the Agent (with copies to the Agent for each Bank):
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of BorrowerBPI, the unaudited audited consolidated balance sheet of each of Borrower, Owner BPI and the Guarantors its Subsidiaries at the end of such year, and the related unaudited statement audited consolidated statements of income, statement of changes in capital shareholder's equity and statement of cash flows for the year then ended, in each case, setting forth in comparative form the figures as of the end of and for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with GAAP, and, in each case, accompanied by an auditor's report prepared without qualification by the Accountants (and the Borrower also shall deliver the foregoing for BPLP on a consolidated basis);
(b) as soon as practicable, but in any event not later than forty-five (45) days after the end of each of its March 31, June 30 and September 30 fiscal quarters, copies of the unaudited consolidated balance sheet of BPI and its Subsidiaries, as at the end of such quarter, and the related unaudited consolidated statements of income, changes in shareholders' equity and cash flows for the portion of BPI's fiscal year then elapsed, all in reasonable detail and prepared in accordance with GAAP (which may be provided by inclusion in the Form 10-Q of BPI filed with the SEC for such period provided pursuant to clause (i) below), together with a certification by the principal financial or accounting officer of the Borrower and BPI that the information contained in such financial statements fairly presents the financial position of BPI and its Subsidiaries on the date thereof (subject to year-end adjustments none of which shall be materially adverse) (and the Borrower also shall deliver the foregoing for BPLP on a consolidated basis);
(c) Upon the request of the Agent and as soon as practicable, but in any event not later than ninety (90) days after the end of each of its fiscal years, statements of Net Operating Income and outstanding Indebtedness as at the end of such fiscal year and for the fiscal year then ended in respect of each Real Estate Asset (including each Borrowing Base Property), each prepared in accordance with GAAP consistent with the definitions of Net Operating Income and outstanding Indebtedness used in this Agreement and a summary rent roll in respect of each Borrowing Base Property, in each case certified by the chief financial or accounting officer of the Borrower as true and correct in all material respects;
(d) Upon the request of the Agent and as soon as practicable, but in any event not later than forty-five (45) days after the end of each of the fiscal quarters of the Borrower, (1) copies of the unaudited statements of Net Operating Income and outstanding Indebtedness as at the end of such quarter and for the portion of the fiscal year then elapsed in respect of each Real Estate Asset (including each Borrowing Base Property), each prepared in accordance with GAAP consistent with the definitions of Net Operating Income and outstanding Indebtedness used in this Agreement and certified by the chief financial or accounting officer of the Borrower to present fairly the Net Operating Income and outstanding Indebtedness in respect of each such Real Estate Asset and (ii) an occupancy analysis in respect of each Real Estate Asset (including each Borrowing Base Property) certified by the chief financial officer of the Borrower to be true and complete in all material respects;
(e) simultaneously with the delivery of the financial statements referred to in subsections (a) and (b) above, a statement in the form of EXHIBIT C-2 hereto signed by the chief financial or accounting officer of the Borrower and (if applicable) reconciliations to reflect changes in GAAP since the date of such financial statements;
(f) promptly as they become available, a copy of each report (including any so-called management letters) submitted to the Borrower, BPI or any of their respective subsidiaries by the Accountants in connection with each annual audit of the books of the Borrower, BPI or such Subsidiary by such Accountants or in connection with any interim audit thereof pertaining to any phase of the business of the Borrower, BPI or any such Subsidiary;
(g) contemporaneously with (or promptly after) the filing or mailing thereof, copies of all material of a financial nature sent to the holders of any Indebtedness of the Borrower (other than the Loans) for borrowed money, to the extent that the information or disclosure contained in such material refers to or could reasonably be expected to have a material adverse effect on the business, assets, financial condition or prospects, or operations of BPLP, BPI or, taken as a whole, the BP Group;
(h) contemporaneously with the filing or mailing thereof, copies of all material of a financial nature filed with the SEC or sent to the stockholders of BPI;
(i) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of BPI, copies of the Form 10-K statement filed by BPI with the SEC for such fiscal year, and as soon as practicable, but in any event not later than fifty (50) days after the end of each fiscal quarter of BPI copies of the Form 10-Q statement filed by BPI with the SEC for such fiscal quarter, PROVIDED that, in either case, if the SEC has granted an extension for the filing of such statements, BPI shall deliver such statements to the Agent within ten (10) days after the filing thereof with the SEC;
(j) from time to time such other financial data and information about the Borrower, BPI, their respective Subsidiaries, the Real Estate Assets and the Partially-Owned Real Estate Holding Entities as the Agent or any Bank (through the Agent) may reasonably request, including without limitation complete rent rolls, existing environmental reports, and insurance certificates with respect to the Real Estate Assets (including the Borrowing Base Properties);
(k) in the case of the Borrower and BPI, as soon as practicable, but in any event not later than ninety (90) days after the end of each of their respective fiscal years, PRO FORMA projections for the next three fiscal years;
(l) together with the financial statements delivered pursuant to Section 8.4(a), a certification by the chief financial or accounting officer of the Borrower of the state and federal taxable income of BPI and its Subsidiaries as of the end of the applicable fiscal year; and
(m) in the event that the definition of "funds from operations" is revised by the Board of Governors of the National Association of Real Estate Investment Trusts, a report, certified by the chief financial or accounting officer of the Borrower, of the "funds from operations" of the Borrower based on the definition as in effect on the date of this Agreement and based on the definition as so revised from time to time, which such report shall be delivered to the Agent (with copies to the Agent for each Bank) with the financial statements required to be delivered pursuant to Section 8.4(b) above; and
(n) as soon as practicable, but in any event not later than ninety (90) days after the end of the fiscal year of BPLP, the unaudited balance sheet of BPLP at the end of each such year, and the related unaudited statements of income, changes in partners' capital and cash flows for the year then ended, in each case setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principlesGAAP, together with a certification by the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, BPLP that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, BPLP on the date thereof (subject to year end adjustments);
(b) thereof, and as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the March 31, (i) copies June 30 and September 30 fiscal quarters of BPLP, the unaudited balance sheet of Borrower and Owner as BPLP at the end of each such monthquarter, and the related unaudited statement statements of income income, changes in partners' capital and cash flows for the portion of Borrower’s quarter then ended, in each case setting forth in comparative form the figures for the previous fiscal quarter and Owner’s fiscal year then elapsed, all such statements to be in reasonable detail and detail, prepared in accordance with generally accepted accounting principlesGAAP, together with a certification by the principal financial or accounting officer of Borrower and Owner BPLP that the information contained in such financial statements fairly presents the financial position of Borrower and Owner BPLP on the date thereof (subject to year year-end adjustmentsadjustments none of which shall be materially adverse); (ii) an operating statement for the Project for such month and year to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such year;
(c) as soon as practicable, but in any event not later than thirty (30) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as at the end of such quarter, and the related unaudited statement of income, statement of changes in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
(f) evidence reasonably satisfactory to Lender of the timely payment of all real estate taxes for the Collateral Property; and
(g) from time to time such other financial data and information as Lender may reasonably request.
Appears in 1 contract
Financial Statements, Certificates and Information. The Borrower will deliver or cause to be delivered to Lendereach of the Banks:
(a) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited audited balance sheet sheets of each the Borrower and of Borrower, Owner and the Guarantors Company at the end of such year, and the related unaudited statement audited statements of income, statement of changes in capital operations and statement statements of cash flows and Funds From Operations and taxable income for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with principles on a certification by consolidated basis including the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner Borrower and the GuarantorsRelated Companies, respectively, on and accompanied by an auditor's report prepared without qualification by Ernst & Young LLP or by another independent certified public accountant reasonably acceptable to the date thereof (subject to year end adjustments)Agent;
(b) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each monthof the first three (3) fiscal quarters of the Borrower, (i) copies of the unaudited balance sheet sheets of the Borrower and Owner of the Company as at the end of such monthquarter, and the related unaudited statement statements of operations and statements of Funds From Operations and estimated taxable income for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of Borrower and Owner the Company that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner of the Company on the date thereof (subject to year year-end adjustments); provided, however, that for so long as the Borrower and the Company are filing form 10-Q with the SEC, the delivery of a copy thereof pursuant to paragraph (iie) an operating statement for the Project for such month and year of this 7.4 shall be deemed to date; satisfy this paragraph (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each year, a detailed statement of all income and expenses for the Project for such yearb);
(c) as soon as practicable, but in any event not later than thirty forty-five (3045) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner the Borrower, copies of a statement of the unaudited balance sheets Net Operating Income for such fiscal quarter for the Unencumbered Properties, prepared on a basis consistent with the statements furnished pursuant to 6.4 (c) , and certified by a Responsible Officer of Borrower and Owner as the Company and, at the end time of such quarter, the annual financial statements referred to in subsection (a) above and at the related unaudited statement time of income, statement of changes quarterly financial statements referred to in capital and statement of cash flows for the portion of Borrower’s and Owner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification subsection (b) above if requested by the principal financial or accounting officer of Borrower and OwnerAgent, that a consolidating statement setting forth the information contained in Net Operating Income for such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments)fiscal quarter for each Unencumbered Property listed by address;
(d) contemporaneously simultaneously with the delivery of the financial statements referred to in clause subsections (a) and (b) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes theretoform of Exhibit C hereto signed by a Responsible Officer of the Company and setting forth in reasonable detail computations evidencing compliance with the covenants contained herein and (if applicable) reconciliations to reflect changes in generally accepted accounting principles since the Balance Sheet Date;
(e) as soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Company, copies of all financial statements delivered to Mortgage Lender contemporaneously the Form 10-K statement filed with the delivery Securities and Exchange Commission ("SEC") for such fiscal year, and as soon as practicable, but in any event not later than forty-five (45) days after the end of each fiscal quarter, copies of the Form 10-Q statement filed with the SEC for such fiscal quarter, provided that in either case if the SEC has granted an extension for the filing of such statements, Borrower shall deliver such statements to the Agent simultaneously with the filing thereof to Mortgage Lenderwith the SEC;
(f) evidence reasonably satisfactory promptly following the filing or mailing thereof, copies of all other material of a financial nature filed with the SEC or sent to Lender the shareholders of the timely payment Company or to the limited partners of the Borrower and copies of all real estate taxes for corporate press releases promptly upon the Collateral Property; andissuance thereof;
(g) from time to time such other financial data and information as Lender the Agent may reasonably request.;
Appears in 1 contract
Sources: Term Loan Agreement (Liberty Property Limited Partnership)
Financial Statements, Certificates and Information. The Borrower -------------------------------------------------- will deliver or cause to be delivered to the Lender:
(a) as 8.4.1. As soon as practicable, but in any event not later than ninety (90) days after the end of each fiscal year of the Borrower, the unaudited consolidated balance sheet of each of Borrower, Owner and the Guarantors Borrower at the end of such year, and the related unaudited consolidated statement of income, statement of changes in capital retained earnings and statement of cash flows for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, together with a certification and accompanied by an auditor's report prepared without qualification by an independent certified public accountant acceptable to the principal financial or accounting officer of Borrower, Owner and by the Guarantors, respectively, that the information contained in such financial statements fairly presents the financial position of Borrower, Owner and the Guarantors, respectively, on the date thereof (subject to year end adjustments)Lender;
(b) as 8.4.2. As soon as practicable, but in any event not later than thirty forty- five (3045) days after the end of each monthof the first three (3) fiscal quarters of the Borrower, (i) copies of the unaudited balance sheet of the Borrower and Owner as at the end of such monthquarter, and the related unaudited statement of income income, statement of retained earnings and statement of cash flows for the portion of the Borrower’s and Owner’s 's fiscal year then elapsed, all in reasonable detail and prepared in accordance with generally accepted accounting principles, together with a certification by the principal financial or accounting officer of the Borrower and Owner that the information contained in such financial statements fairly presents the financial position of the Borrower and Owner on the date thereof (subject to year year-end adjustments); (ii) an operating statement for ;
8.4.3. Contemporaneously with the Project for such month and year delivery of the financial statements referred to date; (iii) copies of Borrower’s and Owner’s bank statements for the Reserve Account and a summary describing any payments made from such account during the prior month; (iv) a current certified rent roll for the Project; and (v) after the last quarter of each yearin subsection 841 above, a detailed statement of all income contingent liabilities of the Borrower which are not reflected in such financial statements or referred to in the notes thereto, and expenses a statement of projected cash flows of the Borrower for the Project for such current fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Borrower;
(c) as 8.4.4. Contemporaneously with mailing thereof, copies of all material of a financial nature sent to the stockholders of the Borrower;
8.4.5. As soon as practicable, but in any event not later than thirty one hundred and twenty (30120) days after the end of each fiscal year of the Property, the operating statement for the Property at the end of such year, and the related statement of income for such year, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, prepared without qualification by Borrower's chief financial officer or by an independent certified public accountant acceptable to the Lender;
8.4.6. As soon as practicable, but in any event not later than forty- five (45) days after the end of each of the first three (3) fiscal quarters of Borrower and Owner copies of the unaudited balance sheets of Borrower and Owner as Property for any fiscal year, the operating statement for the Property at the end of such quarter, and the related unaudited statement of incomeincome for such quarter, statement of changes each setting forth in capital and statement of cash flows comparative form the figures for the portion of Borrower’s and Owner’s previous fiscal year then elapsed, and all such statements to be in reasonable detail and detail, prepared in accordance with generally accepted accounting principles, together with a certification prepared without qualification by Borrower's chief financial officer or by an independent certified public accountant acceptable to the principal financial or accounting officer of Borrower and Owner, that the information contained in such financial statements fairly presents the financial position of Borrower and Owner on the date thereof (subject to year end adjustments);
(d) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all material contingent liabilities of Borrower, Owner and Guarantors which are not reflected in such financial statements or referred to in the notes thereto;
(e) copies of all financial statements delivered to Mortgage Lender contemporaneously with the delivery thereof to Mortgage Lender;
8.4.7. Within thirty (f30) evidence days following the end of each calendar year, and from time to time as Lender shall reasonably satisfactory to Lender request, but no more frequently than quarterly, Guarantor's audited balance sheet and profit and loss statement prepared in accordance with generally accepted accounting principles consistently applied;
8.4.8. Within thirty (30) days after the due date therefore, if requested by the Lender, copies of the timely payment of all real estate taxes for the Collateral Property; andeach Guarantor's state and federal tax returns;
(g) from 8.4.9. From time to time such other financial data and information (including accountants' management letters) as the Lender may reasonably request.
Appears in 1 contract
Sources: Loan Agreement (Jameson Inns Inc)