RESPONSES THERETO;
81
(H)
BUDGETS.
WITHIN 30 DAYS AFTER THE BEGINNING OF EACH FISCAL YEAR,
A BUDGET FOR THE US BORROWER AND ITS SUBSIDIARIES IN FORM REASONABLY
SATISFACTORY TO THE ADMINISTRATIVE AGENT, BUT TO INCLUDE BALANCE SHEETS,
STATEMENTS OF INCOME AND SOURCES AND USES OF CASH, FOR (I) EACH MONTH OF SUCH
FISCAL YEAR PREPARED IN DETAIL AND (II) EACH FISCAL YEAR THEREAFTER, THROUGH AND
INCLUDING THE FISCAL YEAR IN WHICH THE FINAL MATURITY DATE OCCURS, PREPARED IN
SUMMARY FORM, IN EACH CASE, WITH APPROPRIATE PRESENTATION AND DISCUSSION OF THE
PRINCIPAL ASSUMPTIONS UPON WHICH SUCH BUDGETS ARE BASED, ACCOMPANIED BY THE
STATEMENT OF A FINANCIAL OFFICER OF THE US BORROWER TO THE EFFECT THAT THE
BUDGET OF THE US BORROWER IS A REASONABLE ESTIMATE FOR THE PERIODS COVERED
THEREBY AND, PROMPTLY WHEN AVAILABLE, ANY SIGNIFICANT REVISIONS OF SUCH BUDGET;
(I)
ORGANIZATION.
CONCURRENTLY WITH ANY DELIVERY OF FINANCIAL
STATEMENTS UNDER SECTION 5.01(A), AN ACCURATE ORGANIZATIONAL CHART AS REQUIRED
BY SECTION 3.07(C), OR CONFIRMATION THAT THERE ARE NO CHANGES TO SCHEDULE 10(A)
TO THE PERFECTION CERTIFICATE;
(J)
ORGANIZATIONAL DOCUMENTS.
PROMPTLY PROVIDE COPIES OF ANY
ORGANIZATIONAL DOCUMENTS THAT HAVE BEEN AMENDED OR MODIFIED IN ACCORDANCE WITH
THE TERMS HEREOF AND DELIVER A COPY OF ANY NOTICE OF DEFAULT GIVEN OR RECEIVED
BY ANY COMPANY UNDER ANY ORGANIZATIONAL DOCUMENT WITHIN 15 DAYS AFTER SUCH
COMPANY GIVES OR RECEIVES SUCH NOTICE; AND
(K)
OTHER INFORMATION.
PROMPTLY, FROM TIME TO TIME, SUCH OTHER
INFORMATION REGARDING THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION
OF ANY COMPANY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT, AS THE
ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 5.02
Litigation and Other Notices.
Furnish to the Administrative
Agent and each Lender written notice of the following promptly (and, in any
event, within three Business Days of the occurrence thereof and, in the case of
clause (f) below, prior to such amendment, waiver or modification becoming
effective):
(A)
ANY DEFAULT, SPECIFYING THE NATURE AND EXTENT THEREOF AND THE
CORRECTIVE ACTION (IF ANY) TAKEN OR PROPOSED TO BE TAKEN WITH RESPECT THERETO;
(B)
THE FILING OR COMMENCEMENT OF, OR ANY THREAT OR NOTICE OF
INTENTION OF ANY PERSON TO FILE OR COMMENCE, ANY ACTION, SUIT, LITIGATION OR
PROCEEDING, WHETHER AT LAW OR IN EQUITY BY OR BEFORE ANY GOVERNMENTAL AUTHORITY,
(I) AGAINST ANY COMPANY OR ANY AFFILIATE THEREOF THAT COULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT OR (II) WITH RESPECT TO ANY LOAN
DOCUMENT;
(C)
ANY DEVELOPMENT THAT HAS RESULTED IN, OR COULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT;
(D)
THE OCCURRENCE OF A CASUALTY EVENT INVOLVING A LOSS OF GREATER
THAN $500,000;
(E)
(I) THE INCURRENCE OF ANY MATERIAL LIEN (OTHER THAN PERMITTED
COLLATERAL LIENS) ON, OR CLAIM ASSERTED AGAINST ANY OF THE COLLATERAL OR
(II) THE OCCURRENCE OF ANY OTHER EVENT WHICH COULD MATERIALLY AFFECT THE VALUE
OF THE COLLATERAL;
(F)
ANY PROPOSED AMENDMENT, WAIVER OR MODIFICATION TO THE CONVERTIBLE
BOND INDENTURE, WHICH NOTICE SHALL ATTACH A COPY OF SUCH