"ELIGIBLE RECEIVABLES," EXCEPT AS DISCLOSED IN
SUCH BORROWING BASE CERTIFICATE OR AS DISCLOSED IN A TIMELY MANNER IN A
SUBSEQUENT BORROWING BASE CERTIFICATE OR OTHERWISE IN WRITING TO THE
ADMINISTRATIVE AGENT AND THE LENDERS.
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(II)
CHIEF EXECUTIVE OFFICE.
THE CHIEF EXECUTIVE OFFICE OF THE
BORROWER AND THE BOOKS AND RECORDS RELATING TO THE RECEIVABLES OF THE BORROWER
ARE LOCATED AT THE ADDRESS OR ADDRESSES SET FORTH ON SCHEDULE 6.1(U).
(V)
INVENTORY.
(I)
STATUS.
ALL INVENTORY INCLUDED IN ANY BORROWING BASE CERTIFICATE
MEETS THE CRITERIA ENUMERATED IN CLAUSES (A) THROUGH (G) OF THE DEFINITION OF
"ELIGIBLE INVENTORY," EXCEPT AS DISCLOSED IN SUCH BORROWING BASE CERTIFICATE OR
IN A SUBSEQUENT BORROWING BASE CERTIFICATE OR AS OTHERWISE SPECIFICALLY
DISCLOSED IN WRITING TO THE ADMINISTRATIVE AGENT AND THE LENDERS.
(II)
CONDITION.
ALL INVENTORY OF THE BORROWER IS IN GOOD CONDITION,
MEETS ALL STANDARDS IMPOSED BY ANY GOVERNMENTAL AGENCY OR DEPARTMENT OR DIVISION
THEREOF HAVING REGULATORY AUTHORITY OVER SUCH GOODS, THEIR USE OR SALE, AND IS
CURRENTLY EITHER USABLE OR SALEABLE IN THE NORMAL COURSE OF THE BORROWER'S
BUSINESS, EXCEPT TO THE EXTENT RESERVED AGAINST IN THE FINANCIAL STATEMENTS
DELIVERED PURSUANT TO ARTICLE 10 OR AS DISCLOSED ON A SCHEDULE OF INVENTORY
DELIVERED TO THE ADMINISTRATIVE AGENT PURSUANT TO SECTION 8.14(B).
(III)
LOCATION.
ALL INVENTORY IS LOCATED ON PREMISES LISTED ON
SCHEDULE 6.1(V) OR IS INVENTORY IN TRANSIT TO ONE OF SUCH LOCATIONS, EXCEPT AS
OTHERWISE DISCLOSED IN WRITING TO THE ADMINISTRATIVE AGENT AND THE LENDERS.
(W)
EQUIPMENT.
ALL EQUIPMENT IS IN GOOD ORDER AND REPAIR IN ALL
MATERIAL RESPECTS.
(X)
EMPLOYEE RELATIONS.
NEITHER THE BORROWER NOR ANY SUBSIDIARY IS,
EXCEPT AS SET FORTH ON SCHEDULE 6.1(X), PARTY TO ANY COLLECTIVE BARGAINING
AGREEMENT NOR HAS ANY LABOR UNION BEEN RECOGNIZED AS THE REPRESENTATIVE OF THE
BORROWER'S OR SUCH SUBSIDIARY'S EMPLOYEES; THE BORROWER KNOWS OF NO PENDING,
THREATENED OR CONTEMPLATED STRIKES, WORK STOPPAGE OR OTHER LABOR DISPUTES
INVOLVING ITS EMPLOYEES OR THOSE OF ITS SUBSIDIARIES.
(Y)
TRADE NAMES.
ALL TRADE NAMES OR STYLES UNDER WHICH THE BORROWER
OR ANY SUBSIDIARY SELLS INVENTORY OR CREATES RECEIVABLES, OR TO WHICH
INSTRUMENTS IN PAYMENT OF RECEIVABLES ARE MADE PAYABLE, ARE LISTED ON SCHEDULE
6.1(Y).
(Z)
REAL PROPERTY.
NEITHER THE BORROWER NOR ANY SUBSIDIARY OWNS ANY
REAL ESTATE OR LEASES ANY REAL ESTATE OTHER THAN AS DESCRIBED ON SCHEDULE
6.1(Z).
(AA)
BANK ACCOUNTS, LOCKBOXES, ETC.
SCHEDULE 6.1(AA) IS A COMPLETE AND
CORRECT LIST OF ALL CHECKING ACCOUNTS, DEPOSIT ACCOUNTS, LOCKBOXES AND OTHER
BANK ACCOUNTS MAINTAINED BY THE BORROWER.
SECTION 6.2
SURVIVAL OF REPRESENTATIONS AND WARRANTIES, ETC.
ALL
REPRESENTATIONS AND WARRANTIES SET FORTH IN THIS ARTICLE 6 AND ALL STATEMENTS
CONTAINED IN ANY CERTIFICATE, FINANCIAL STATEMENT, OPINION OR OTHER INSTRUMENT
DELIVERED BY OR ON BEHALF OF THE BORROWER OR ANY OF ITS SUBSIDIARIES PURSUANT TO
OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE LOAN DOCUMENTS (INCLUDING,
BUT NOT LIMITED TO, ANY SUCH MADE IN OR IN CONNECTION WITH ANY AMENDMENT
THERETO) SHALL CONSTITUTE REPRESENTATIONS AND WARRANTIES MADE UNDER THIS
AGREEMENT.
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ALL REPRESENTATIONS AND WARRANTIES MADE