This excerpt taken from the TRR 8-K filed Sep 27, 2007.
THIS SIXTH AMENDMENT TO, AND WAIVER UNDER, CREDIT AGREEMENT (this Sixth Amendment) is made and entered into as of September 25, 2007, by and among the financial institutions identified on the signature pages hereof (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a Lender and collectively as the Lenders), WELLS FARGO FOOTHILL, INC., a California corporation, as arranger and administrative agent for the Lenders (in such capacities, together with any successor arranger and administrative agent, Agent), and TRC COMPANIES, INC., a Delaware corporation (the Administrative Borrower), on behalf of all Borrowers.
WHEREAS, the Administrative Borrower, the Administrative Borrowers Subsidiaries party thereto, the Lenders and Agent are parties to that certain Credit Agreement, dated as of July 17, 2006 (as amended as of October 31, 2006, as of November 29, 2006, as of December 29, 2006, as of January 31, 2007, and as of July 30, 2007, and as the same may be amended, modified, supplemented or amended and restated from time to time, the Credit Agreement);
WHEREAS, pursuant to clauses (a) and (b) of Schedule 5.3 to the Credit Agreement, as amended, with respect to the month ended June 30, 2007, the Borrowers were required to deliver an unaudited consolidated and consolidating balance sheet, income statement, and statement of cash flow covering Parents and its Subsidiaries operations during such period, together with a comparison to the Projections for such monthly period and the corresponding monthly period of the prior fiscal year, together with a Compliance Certificate related thereto, on or prior to August 31, 2007 (the June 2007 Monthly Financial Statement Obligations);
WHEREAS, the Borrowers failed to comply with such June 2007 Monthly Financial Statement Obligations (the Applicable Default);
WHEREAS, the Administrative Borrower has requested, and Agent and the Lenders have agreed, to waive the Applicable Default subject to the terms and conditions set forth herein; and
WHEREAS, Agent, the Lenders and the Borrowers have agreed to amend the Credit Agreement, all as herein provided subject to the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the agreements and provisions herein contained, the parties hereto do hereby agree as follows: