be made by it on any date
is subject to the satisfaction of the following conditions:
(A)
THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED A NOTICE OF SUCH
CREDIT EVENT AS REQUIRED BY SECTION 2.02 OR 2.05, AS APPLICABLE.
(B)
THE REPRESENTATIONS AND WARRANTIES SET FORTH IN ARTICLE III HEREOF
AND IN THE OTHER LOAN DOCUMENTS SHALL BE TRUE AND CORRECT (OR TRUE AND CORRECT
IN ALL MATERIAL RESPECTS IF NOT OTHERWISE QUALIFIED BY MATERIALITY OR BY A
MATERIAL ADVERSE EFFECT) WITH THE SAME EFFECT AS IF THEN MADE (UNLESS EXPRESSLY
STATED TO RELATE TO AN EARLIER DATE, IN WHICH CASE SUCH REPRESENTATIONS AND
WARRANTIES SHALL BE TRUE AND CORRECT AS OF SUCH EARLIER DATE).
(C)
AT THE TIME OF AND IMMEDIATELY AFTER SUCH CREDIT EVENT, NO DEFAULT
OR EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING.
Each Credit Event shall be deemed to constitute a representation and warranty by
the Borrower on the date of such Credit Event, as to the matters specified in
paragraphs (b) and (c) of this Section 4.02.
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ARTICLE V
AFFIRMATIVE COVENANTS
Each Loan Party hereby covenants and agrees with the Lenders that on or after
the Effective Date and until the Commitments have expired or terminated and the
principal of and interest on each Loan and all fees and other amounts due and
payable hereunder or under any other Loan Document have been paid in full and
all Letters of Credit have expired or terminated and all LC Disbursements shall
have been reimbursed:
SECTION 5.01.
Financial Information, Reports, Notices, etc.
The
Borrower will furnish, or will cause to be furnished, to each Lender and the
Administrative Agent copies of the following financial statements, reports,
notices and information:
(A)
AS SOON AS AVAILABLE AND IN ANY EVENT WITHIN 45 DAYS (OR, IF SEC
FORM 12B-25 IS FILED IN RESPECT OF SUCH FISCAL QUARTER, 50 DAYS OR SUCH SHORTER
PERIOD FOR THE FILING OF THE BORROWER'S FORM 10-Q AS MAY BE REQUIRED BY THE SEC)
AFTER THE END OF EACH OF THE FIRST THREE FISCAL QUARTERS OF EACH FISCAL YEAR OF
THE BORROWER, A CONSOLIDATED BALANCE SHEET OF THE BORROWER AND ITS SUBSIDIARIES
AS OF THE END OF SUCH FISCAL QUARTER AND CONSOLIDATED STATEMENTS OF EARNINGS,
STOCKHOLDERS' EQUITY AND CASH FLOW OF THE BORROWER AND ITS SUBSIDIARIES FOR SUCH
FISCAL QUARTER AND FOR THE SAME PERIOD IN THE PRIOR FISCAL YEAR AND FOR THE
PERIOD COMMENCING AT THE END OF THE PREVIOUS FISCAL YEAR AND ENDING WITH THE END
OF SUCH FISCAL QUARTER, CERTIFIED BY A FINANCIAL OFFICER OF THE BORROWER, IT
BEING UNDERSTOOD AND AGREED THAT THE DELIVERY OF THE BORROWER'S FORM 10-Q (AS
FILED WITH THE SEC), IF CERTIFIED AS REQUIRED IN THIS CLAUSE (A), SHALL SATISFY
THE REQUIREMENTS SET FORTH IN THIS CLAUSE, TOGETHER WITH A CERTIFICATE FROM A
FINANCIAL OFFICER OF THE BORROWER (A "COMPLIANCE CERTIFICATE") CONTAINING A
COMPUTATION IN REASONABLE DETAIL OF, AND SHOWING COMPLIANCE WITH, EACH OF THE
FINANCIAL RATIOS AND RESTRICTIONS CONTAINED IN THE FINANCIAL COVENANTS AND