Regardless of if any ask for a loan, otherwise a borrowing from the bank Ft Certification and other recommendations required by which

(c) Annual Economic Comments. As soon as available, and in any event within one hundred twenty (120) days after the end of each Fiscal Year, (i) the consolidated balance sheets of Parent and its subsidiaries, in each case, as at the end of such Fiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows of Parent and its subsidiaries, in each case, for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year, in reasonable detail, together with a Financial Officer Certification with respect thereto; and (ii) with respect to such consolidated financial statements a report thereon of EisnerAmper or other independent certified public accountants of recognized national standing selected by Seller, and reasonably satisfactory to the Administrative Agent (which report shall be unqualified (other than any qualification related solely to the potential inability of Company to refinance the Obligations prior to the Commitment Termination Date) as to going concern and scope of audit, and shall state that such consolidated financial statements fairly present, in all material respects, the consolidated financial position of Parent and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years (except as otherwise disclosed in such financial statements) and that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards) (such report shall also include (x) a detailed summary of any audit adjustments; (y) a reconciliation of any audit adjustments or reclassifications to the previously provided monthly or quarterly financials; and (z) restated monthly or quarterly financials for any impacted periods);

For each and every Borrowing from the bank Ft Certification delivered to Management Broker and every Financial shall sustain a signed statement from the a third party Manager certifying the brand new accuracy and you may completeness in most procedure areas of all pointers incorporated therein

(d) Conformity Permits. Together with each delivery of financial statements pursuant to Areas 5.1(b) and 5.1(c), a duly executed and completed Compliance Certificate;

(e) Statements out-of Reconciliation just after Change in Bookkeeping Principles. If, as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements delivered pursuant to Point 5.1(b) or payday loans no credit check Chula Vista 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to Administrative Agent;

The new execution and you may beginning of a borrowing from the bank Legs Certification should within the for every such as create a representation and you can assurance by Organization so you can Administrative Broker and every Lender that each Book incorporated therein since the an enthusiastic “Eligible Book” is actually, indeed, a qualified Lease

(i) On each Monthly Reporting Date, with each Funding Notice, and at such other times as the Administrative Agent or any Lender may request, a Borrowing Base Certificate (calculated as of the close of business of the previous Monthly Period or as of a date no later than three (3) Business Days prior to such request), together with a reconciliation to the most recently delivered Borrowing Base Certificate and Borrowing Base Report, in form and substance satisfactory to Administrative Agent, Paying Agent and each Lender. Section 5.1(f) is delivered to Administrative Agent, Paying Agent and each Lender by Company electronically or otherwise without signature, such request, or such Borrowing Base Certificate or other information shall, upon such delivery, be deemed to be signed and certified on behalf of Company by an Authorized Officer and constitute a representation to Administrative Agent, Paying Agent and each Lender as to the authenticity thereof. The Administrative Agent shall have the right but not the obligation to adjust any Borrowing Base to correct any errors in calculations of thereto, provided, that prior to making any such adjustment, the Administrative Agent shall provide written notice describing in reasonable detail the error and re-calculation of the Borrowing Base (with supporting documentation) and afford to the Company a reasonable opportunity to review such re-calculation and discuss same with the Administrative Agent.