Black & Decker CYCLONE BLC12600BUC Manuel d'utilisateur télécharger pdf (Page 165)

opinion of Ernst & Young LLP or other independent certified public accountants of nationally recognized standing

in the United States and reasonably acceptable to the Administrative

Agent that is unqualified as to going concern and scope of audit and is otherwise in scope and substance acceptable

to the Required Lenders, together with a certificate of such accounting

firm addressed to the Administrative Agent and the Lenders stating that in the course of the regular audit of the

business of the Company and its Subsidiaries, which audit was conducted by

such accounting firm in accordance with generally accepted auditing standards, nothing has come to the attention of

such accountants that causes them to believe that the Company has

failed to comply with the covenants set forth in Section 5.03;

(iii) as soon as available after the end of each fiscal year of each Foreign Borrower, a balance sheet

of such Foreign Borrower as of the end of such fiscal year and the related statement of income of such Foreign

Borrower for such fiscal year and such other statements for such fiscal year as are required to be included in the

statutory report of the jurisdiction in which such Foreign Borrower resides, in each case prepared in accordance with

historical convention and with generally accepted accounting principles prevailing in such jurisdiction at the time

such financial statements are delivered;

(iv) simultaneously with each delivery of the Financial Statements referred to in clauses (i) and (ii) of

this Section 5.01(j), (A) a certificate of the chief financial officer or the treasurer of the Company (1) stating that no

Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature

thereof and the action that the Company has taken and/or proposes to take with respect thereto and (2) setting forth

in reasonable detail the calculations necessary to demonstrate compliance with each of the covenants set forth in

Section 5.03 and (B) in the event of any change in the generally accepted accounting principles used in the

preparation of such Financial Statements from GAAP, a statement of reconciliation, if and to the extent necessary

for the determination of compliance with each of the covenants set forth in Section 5.03, conforming such Financial

Statements to generally accepted accounting principles consistent with GAAP;

(v) as soon as possible and in any event within five days after any Responsible Officer knows or has

reason to know of the occurrence of each Default, a statement of such Responsible Officer setting forth the details of

such Default or such event, development or circumstance, as the case may be, and the action that such Borrower has

taken and/or proposes to take with respect thereto;

(vi) promptly after the sending or filing thereof, copies of all reports that the Company sends to its

securityholders, and copies of all reports and registration statements (other than registration statements filed on

Form S-8 or otherwise relating to securities being offered and sold under, or interests in, employee benefit plans), if

any, that any Borrower or any Subsidiary files with the Securities and Exchange Commission or any national

securities exchange;

Source: BLACK & DECKER CORP, 10-K, February 19, 2010 Powered by Morningstar

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Black & Decker CYCLONE BLC12600BUC Manuel d'utilisateur Page 165