SUCH ACCOUNTANTS ADDRESSED TO LENDER AND THE
LENDERS STATING THAT SUCH ACCOUNTANTS DO NOT HAVE KNOWLEDGE OF THE EXISTENCE OF
ANY DEFAULT OR EVENT OF DEFAULT UNDER SECTION 7.21,
(C)
AS SOON AS AVAILABLE, BUT IN ANY EVENT NO LATER THAN 30 DAYS PRIOR
TO THE START OF EACH OF BORROWER'S FISCAL YEARS, A PROPOSED REVISED BUSINESS
PLAN FOR THE FORTHCOMING THREE (3) YEARS, YEAR BY YEAR, AND FOR THE TWO (2)
FORTHCOMING FISCAL YEARS, MONTH BY MONTH, WHICH PROPOSED
REVISED BUSINESS PLAN
SHALL BE ACCEPTABLE TO LENDER AND CERTIFIED BY THE CHIEF FINANCIAL OFFICER OF
BORROWER AS BEING SUCH OFFICER'S GOOD FAITH BEST ESTIMATE OF THE FINANCIAL
PERFORMANCE OF BORROWER DURING THE PERIOD COVERED THEREBY.
LENDER MAY IN ITS
PERMITTED DISCRETION ACCEPT OR REJECT SUCH REVISED PROPOSED BUSINESS PLAN IN
SUBSTITUTION FOR EXHIBIT C HERETO.
AS A RESULT OF ITS REVIEW OF SUCH PROPOSED
REVISED BUSINESS PLAN, LENDER MAY, BUT SHALL NOT BE UNDER ANY OBLIGATION TO
AMEND, MODIFY OR EXPAND RESERVES AND/OR ANY OF THE COVENANTS SET FORTH IN
SECTION 7.21.
IN THE EVENT THAT AN ACCEPTABLE PROPOSED REVISED BUSINESS PLAN IS
NOT TIMELY DELIVERED AS REQUIRED UNDER THIS SECTION, IN ADDITION TO, AND NOT IN
LIMITATION OF, LENDER'S RIGHTS HEREUNDER, THEN, IN LENDER'S PERMITTED
DISCRETION, EXISTING RESERVES AND COVENANTS MAY CONTINUE TO APPLY AND BE BINDING
HEREUNDER, OR SUCH RESERVES AND COVENANTS MAY BE AMENDED, MODIFIED OR EXPANDED.
(D)
IF AND WHEN FILED BY BORROWER,
(I)
10-Q QUARTERLY REPORTS, FORM 10-K ANNUAL REPORTS, AND FORM 8-K
CURRENT REPORTS,
(II)
ANY OTHER FILINGS MADE BY BORROWER WITH THE SEC,
(III)
COPIES OF BORROWER'S FEDERAL INCOME TAX RETURNS, AND ANY
AMENDMENTS THERETO, FILED WITH THE INTERNAL REVENUE SERVICE, AND
(IV)
ANY OTHER INFORMATION THAT IS PROVIDED BY BORROWER TO ITS
SHAREHOLDERS GENERALLY,
(E)
IF AND WHEN FILED BY BORROWER AND AS REQUESTED BY LENDER,
SATISFACTORY EVIDENCE OF PAYMENT OF APPLICABLE EXCISE TAXES IN EACH JURISDICTION
IN WHICH (I)
BORROWER CONDUCTS BUSINESS OR IS REQUIRED TO PAY ANY SUCH EXCISE
TAX, AND (II) WHERE ANY BORROWER'S FAILURE TO PAY ANY SUCH APPLICABLE EXCISE TAX
WOULD RESULT IN A LIEN ON THE PROPERTIES OR ASSETS OF SUCH BORROWER,
(F)
AS SOON AS BORROWER HAS KNOWLEDGE OF ANY EVENT OR CONDITION THAT
CONSTITUTES A DEFAULT OR AN EVENT OF DEFAULT, NOTICE THEREOF AND A STATEMENT OF
THE CURATIVE ACTION THAT BORROWER PROPOSES TO TAKE WITH RESPECT THERETO, AND
(G)
UPON THE REQUEST OF LENDER, ANY OTHER REPORT REASONABLY REQUESTED
RELATING TO THE FINANCIAL CONDITION OF BORROWER.
In addition to the financial statements referred to above, Borrower agrees to
deliver financial statements prepared on both a consolidated and consolidating
basis and Borrower agrees that its independent certified public accountants are
authorized to communicate with
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Lender and to release to Lender whatever financial information concerning
Borrower that Lender reasonably may request.
Borrower waives the right to
assert a confidential relationship, if any, it may have with any accounting firm
or service bureau in connection with any information requested by Lender
pursuant to