TPTX » Topics » Financial Statements, Reports, Certificates.

This excerpt taken from the TPTX 8-K filed Oct 10, 2006.
Financial Statements, Reports, Certificates.


(a)                                  Borrower shall deliver to Lenders:  (i) as soon as available, but no later than thirty (30) days after the last day of each month, a company prepared consolidated balance sheet and income statement covering Borrower’s consolidated operations during the period certified by a Responsible Officer and in a form reasonably acceptable to Lenders; (ii) as soon as available, but no later than one hundred eighty (180) days after the last day of Borrower’s fiscal year, audited consolidated financial statements prepared under GAAP, consistently applied, together with an unqualified opinion on the financial statements from an independent certified public accounting firm reasonably acceptable to Lenders; (iii) annual financial projections approved by Borrower’s Board of Directors consistent in form and detail with those provided to Borrower’s venture capital investors as soon as available, but no later than sixty (60) days after Board approval;  (iv) in the event that the Borrower’s stock becomes publicly held, within five (5) days of filing, copies of or electronic links to (in the case of electronic links being provided to Lenders, Borrower shall still be required to submit to Lenders the applicable compliance certificate in the form of Exhibit C) of all statements, reports and notices made available to Borrower’s security holders or to any holders of Subordinated Debt and all reports on Form 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission; (v) a prompt report of any legal actions pending or threatened against Borrower or any Subsidiary that could result in damages or costs to Borrower or any Subsidiary of One Hundred Thousand Dollars ($100,000.00) or more; and (vi) budgets, sales projections, operating plans or other financial information reasonably requested by Lenders.


(b)                                 Within thirty (30) days after the last day of each month, Borrower shall deliver to Lenders with the monthly financial statements a Compliance Certificate signed by a Responsible Officer in the form of Exhibit C.


(c)                                  Borrower shall deliver to Lenders any Redemption Requests (as defined in Borrower’s Fourth Amended and Restated Certificate of Incorporation, as it may be amended from time to time) as soon as available, but no later than ten (10) days after Borrower has received such Redemption Request.




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