OF: (I) SERVICING OR REPAYING
ANY OF BORROWER'S PRE-EXISTING OR FUTURE INDEBTEDNESS UNRELATED TO THE LOAN
FACILITY (UNLESS APPROVED BY EX-IM BANK IN WRITING); (II) ACQUIRING FIXED ASSETS
OR CAPITAL GOODS FOR USE IN BORROWER'S BUSINESS; (III) ACQUIRING, EQUIPPING OR
RENTING COMMERCIAL SPACE OUTSIDE OF THE UNITED STATES; (IV) PAYING THE SALARIES
OF NON U.S. CITIZENS OR NON-U.S. PERMANENT RESIDENTS WHO ARE LOCATED IN OFFICES
OUTSIDE OF THE UNITED STATES; OR (V) IN CONNECTION WITH A RETAINAGE OR WARRANTY
(UNLESS APPROVED BY EX-IM BANK IN WRITING).
(B)
IN ADDITION, NO CREDIT ACCOMMODATION MAY BE USED TO FINANCE THE
MANUFACTURE, PURCHASE OR SALE OF ANY OF THE FOLLOWING:
(i)
Items to be sold or resold to a Buyer located in
a country as to which Ex-Im Bank is prohibited from doing business as designated
in the Country Limitation Schedule;
(ii)
that part of the cost of the Items which is not
U.S. Content unless such part is not greater than fifty percent (50%) of the
cost of the Items and is incorporated into the Items in the United States;
(iii)
defense articles or defense services; or
11
(iv)
without Ex-Im Bank's prior written consent, any
Items to be used in the construction, alteration, operation or maintenance of
nuclear power, enrichment, reprocessing, research or heavy water production
facilities.
2.02
LOAN DOCUMENTS AND LOAN AUTHORIZATION AGREEMENT.
(A)
EACH LOAN
DOCUMENT AND THIS AGREEMENT HAVE BEEN DULY EXECUTED AND DELIVERED ON BEHALF OF
BORROWER, AND EACH SUCH LOAN DOCUMENT AND THIS AGREEMENT ARE AND WILL CONTINUE
TO BE A LEGAL AND VALID OBLIGATION OF BORROWER, ENFORCEABLE AGAINST IT IN
ACCORDANCE WITH ITS TERMS.
(B)
BORROWER SHALL COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF THE
LOAN DOCUMENTS, THIS AGREEMENT AND THE LOAN AUTHORIZATION AGREEMENT.
2.03
EXPORT-RELATED BORROWING BASE CERTIFICATES AND EXPORT ORDERS.
IN
ORDER TO RECEIVE CREDIT ACCOMMODATIONS UNDER THE LOAN FACILITY, BORROWER SHALL
HAVE DELIVERED TO LENDER AN EXPORT-RELATED BORROWING BASE CERTIFICATE AS
FREQUENTLY AS REQUIRED BY LENDER BUT AT LEAST WITHIN THE PAST THIRTY (30)
CALENDAR DAYS AND A COPY OF THE EXPORT ORDER(S) (OR, FOR REVOLVING LOAN
FACILITIES, IF PERMITTED BY LENDER, A WRITTEN SUMMARY OF THE EXPORT ORDERS)
AGAINST WHICH BORROWER IS REQUESTING CREDIT ACCOMMODATIONS.
IF LENDER PERMITS
SUMMARIES OF EXPORT ORDERS, BORROWER SHALL ALSO DELIVER PROMPTLY TO LENDER
COPIES OF ANY EXPORT ORDERS REQUESTED BY LENDER.
IN ADDITION, SO LONG AS THERE
ARE ANY CREDIT ACCOMMODATIONS OUTSTANDING UNDER THE LOAN FACILITY, BORROWER
SHALL DELIVER TO LENDER AT LEAST ONCE EACH MONTH NO LATER THAN THE TWENTIETH
(20TH) DAY OF SUCH MONTH OR MORE FREQUENTLY AS REQUIRED BY THE LOAN DOCUMENTS,
AN EXPORT-RELATED BORROWING BASE CERTIFICATE.
2.04
EXCLUSIONS FROM THE EXPORT-RELATED BORROWING BASE.
IN DETERMINING THE
EXPORT-RELATED BORROWING BASE, BORROWER SHALL EXCLUDE THEREFROM INVENTORY WHICH
IS NOT ELIGIBLE EXPORT-RELATED INVENTORY AND ACCOUNTS RECEIVABLE WHICH ARE NOT
ELIGIBLE EXPORT-RELATED ACCOUNTS RECEIVABLE.
BORROWER SHALL PROMPTLY, BUT IN
ANY EVENT WITHIN FIVE (5) BUSINESS DAYS, NOTIFY LENDER (A) IF ANY THEN EXISTING
EXPORT-RELATED INVENTORY NO LONGER CONSTITUTES ELIGIBLE EXPORT-RELATED INVENTORY
OR