AND ELIGIBLE
INVENTORY AND THE REASON FOR SUCH EXCLUSION;
(I)
AS SOON AS AVAILABLE BUT IN ANY EVENT WITHIN 20 DAYS OF THE END
OF EACH CALENDAR MONTH (OR, AT ANY TIME WHEN AVERAGE MONTHLY AVAILABILITY IS
LESS THAN AN AMOUNT EQUAL TO 15% OF THE COMMITMENTS AT SUCH TIME, WITHIN 3 DAYS
OF THE END OF EACH CALENDAR WEEK) AND AT SUCH OTHER TIMES AS MAY BE REQUESTED BY
THE ADMINISTRATIVE AGENTS, AS OF THE PERIOD THEN ENDED, A SCHEDULE AND AGING OF
THE LOAN PARTIES' ACCOUNTS PAYABLE, DELIVERED ELECTRONICALLY IN A TEXT FORMATTED
FILE (NOT IN AN ADOBE *.PDF FILE);
(J)
PROMPTLY UPON THE US ADMINISTRATIVE AGENT'S OR THE CANADIAN
ADMINISTRATIVE AGENT'S REASONABLE REQUEST:
(I)
COPIES OF INVOICES IN CONNECTION WITH THE INVOICES ISSUED BY THE
LOAN PARTIES IN CONNECTION WITH ANY ACCOUNTS, CREDIT MEMOS, SHIPPING AND
DELIVERY DOCUMENTS, AND OTHER INFORMATION RELATED THERETO;
(II)
COPIES OF PURCHASE ORDERS, INVOICES, AND SHIPPING AND DELIVERY
DOCUMENTS IN CONNECTION WITH ANY INVENTORY OR EQUIPMENT PURCHASED BY ANY LOAN
PARTY; AND
(III)
A SCHEDULE DETAILING THE BALANCE OF ALL INTERCOMPANY ACCOUNTS OF
THE LOAN PARTIES;
(K)
AT ANY TIME AS MAY BE REASONABLY REQUESTED BY THE ADMINISTRATIVE
AGENTS, AS OF THE PERIOD THEN ENDED, THE US BORROWER'S AND CANADIAN BORROWER'S
SALES JOURNAL, CASH RECEIPTS JOURNAL (IDENTIFYING TRADE AND NON-TRADE CASH
RECEIPTS) AND DEBIT MEMO/CREDIT MEMO JOURNAL;
73
(L)
AS SOON AS POSSIBLE AND IN ANY EVENT WITHIN 20 DAYS OF FILING
THEREOF, COPIES OF ALL TAX RETURNS FILED BY ANY LOAN PARTY WITH THE US INTERNAL
REVENUE SERVICE OR CANADIAN TAX AUTHORITIES;
(M)
CONCURRENTLY WITH THE COMPLETION OF THE FIELD EXAMINATION CONDUCTED
PURSUANT TO SECTION 5.11, AN UPDATED CUSTOMER LIST FOR THE BORROWERS AND THEIR
SUBSIDIARIES, WHICH SHALL LIST SHALL STATE THE CUSTOMER'S NAME, MAILING ADDRESS
AND PHONE NUMBER AND SHALL BE CERTIFIED AS TRUE AND CORRECT BY A FINANCIAL
OFFICER OF THE US BORROWER
(N)
WITHIN 20 DAYS OF THE END OF EACH FISCAL YEAR OF THE US BORROWER,
A CERTIFICATE OF GOOD STANDING OR THE EQUIVALENT THEREOF FOR EACH LOAN PARTY
FROM THE APPROPRIATE GOVERNMENTAL OFFICER IN ITS JURISDICTION OF INCORPORATION,
FORMATION, OR ORGANIZATION;
(O)
PROMPTLY AFTER THE SAME BECOME PUBLICLY AVAILABLE, COPIES OF ALL
PERIODIC AND OTHER REPORTS, PROXY STATEMENTS AND OTHER MATERIALS FILED BY THE
BORROWERS OR ANY OF THEIR SUBSIDIARIES WITH THE SECURITIES AND EXCHANGE
COMMISSION, OR ANY GOVERNMENTAL AUTHORITY SUCCEEDING TO ANY OR ALL OF THE
FUNCTIONS OF SAID COMMISSION, OR WITH ANY NATIONAL SECURITIES EXCHANGE, OR
DISTRIBUTED BY THE US BORROWER TO ITS SHAREHOLDERS GENERALLY, AS THE CASE MAY
BE; AND
(P)
PROMPTLY FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION
REGARDING THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF THE
BORROWERS OR ANY OF THEIR SUBSIDIARIES, OR COMPLIANCE WITH THE TERMS OF THIS
AGREEMENT, AS EITHER ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 5.02
Notices of Material Events. The Borrowers will furnish to
each Administrative Agent and each Lender prompt written notice of the
following:
(A)
THE OCCURRENCE OF ANY DEFAULT;