WHICH CONSTITUTES OR WOULD, UPON NOTICE OR LAPSE OF TIME
OR BOTH, CONSTITUTE AN EVENT OF DEFAULT OR, IF THEY ARE AWARE OF SUCH CONDITION
OR EVENT, THE NATURE THEREOF;
(I)
AS SOON AS POSSIBLE, AND IN ANY EVENT WITHIN TEN (10) DAYS
AFTER BORROWER GROUP KNOWS THAT ANY REPORTABLE EVENT HAS OCCURRED WITH RESPECT
TO ANY PLAN, A STATEMENT, SIGNED BY BORROWER GROUP'S CHIEF FINANCIAL OFFICER,
DESCRIBING SUCH REPORTABLE EVENT AND THE ACTION WHICH BORROWER GROUP PROPOSES TO
TAKE WITH RESPECT THERETO;
(J)
SUCH OTHER DATA AND INFORMATION (FINANCIAL AND OTHERWISE) AS
LENDER, FROM TIME TO TIME, MAY REASONABLY REQUEST, BEARING UPON OR RELATED TO
THE COLLATERAL BORROWER GROUP'S OR GUARANTOR'S FINANCIAL CONDITION OR RESULTS OF
OPERATIONS OR INCOME;
(K)
PROMPTLY UPON, BUT IN NO EVENT LATER THAN FIVE (5) BUSINESS
DAYS AFTER, BORROWER GROUP'S LEARNING THEREOF, INFORM LENDER, IN WRITING, OF
(I)
ANY MATERIAL DELAY IN BORROWER GROUP'S PERFORMANCE OF ANY OF ITS
OBLIGATIONS TO ANY ACCOUNT DEBTOR IN EXCESS OF $50,000.00 AND OF ANY ASSERTION
OF ANY CLAIMS, OFFSETS OR COUNTERCLAIMS BY ANY ACCOUNT DEBTOR IN EXCESS OF
$50,000.00 AND OF ANY ALLOWANCES, CREDITS OR OTHER MONIES GRANTED BY BORROWER
GROUP TO ANY ACCOUNT DEBTOR IN EXCESS OF $50,000.00; (II) ALL ADVERSE
INFORMATION RELATING TO THE FINANCIAL CONDITION OF ANY ACCOUNT DEBTOR IN EXCESS
OF $50,000.00; (III) ANY FACTS RELATING TO ANY ACCOUNT OR INVENTORY WHICH WOULD
RENDER UNTRUE TO ANY MATERIAL EXTENT ANY REPRESENTATION OR WARRANTY MADE
PURSUANT TO SECTION 8.2 OR 8.3 WITH RESPECT TO SUCH ACCOUNT OR INVENTORY;
(IV) ANY LITIGATION AFFECTING BORROWER GROUP, IN EXCESS OF $100,000.00 WHETHER
OR NOT THE CLAIM IS CONSIDERED BY BORROWER GROUP TO BE COVERED BY INSURANCE, AND
OF THE INSTITUTION OF ANY SUIT OR ADMINISTRATIVE PROCEEDING WHICH MAY ADVERSELY
AFFECT THE OPERATIONS, FINANCIAL CONDITION OR BUSINESS OF BORROWER GROUP OR
LENDER'S LIEN ON THE COLLATERAL; (V) ANY AMENDMENT TO BORROWER GROUP'S
CERTIFICATES OF INCORPORATION OR BY-LAWS; AND (VI) ANY REDUCTION IN, OR
INABILITY TO, OBTAIN OR RENEW THE INSURANCE COVERAGES REQUIRED BY, OR
CONTEMPLATED UNDER, THIS AGREEMENT OR IN EFFECT ON THE DATE HEREOF;
21
(L)
PROVIDE LENDER WITH COPIES OF ALL AGREEMENTS RELATING TO THE
STORAGE OR WAREHOUSING OF INVENTORY AND ALL LEASES OR SIMILAR AGREEMENTS BETWEEN
BORROWER GROUP OR ANY OF ITS AFFILIATES AND ANY OTHER PERSON, WHETHER BORROWER
GROUP OR ITS AFFILIATE IS LESSOR OR LESSEE THEREUNDER;
(M)
IF ANY OF THE ACCOUNTS, THE FACE VALUE OF WHICH EXCEEDS
$1,000.00, ARISES OUT OF A CONTRACT WITH THE UNITED STATES OF AMERICA, OR ANY
DEPARTMENT, AGENCY, SUBDIVISION OR INSTRUMENTALITY THEREOF, PROMPTLY NOTIFY
LENDER THEREOF IN WRITING AND EXECUTE ANY INSTRUMENTS AND TAKE ANY OTHER ACTION
REQUIRED OR REQUESTED BY LENDER TO PERFECT LENDER'S LIEN ON SUCH ACCOUNTS UNDER
THE PROVISIONS OF THE FEDERAL ASSIGNMENT OF CLAIMS ACT;
(N)
PAY, AND CAUSE ITS SUBSIDIARIES TO PAY, PROMPTLY WHEN DUE ALL
OF THE CHARGES, AND PROMPTLY DISCHARGE ANY LIENS, ENCUMBRANCES OR OTHER CLAIMS
AGAINST THE COLLATERAL;
(O)
KEEP AND MAINTAIN, AND CAUSE ITS SUBSIDIARIES TO KEEP