WEEKLY BASIS UNTIL THE END OF SUCH SEASON (EACH SUCH WEEKLY BORROWING BASE
CERTIFICATE TO BE DELIVERED ON WEDNESDAY OF EACH WEEK (OR, IF WEDNESDAY IS NOT A
BUSINESS DAY, ON THE NEXT SUCCEEDING BUSINESS DAY) AS OF THE CLOSE OF BUSINESS
ON THE IMMEDIATELY PRECEDING SATURDAY), (II) UPON THE OCCURRENCE AND DURING THE
CONTINUANCE OF AN EVENT OF DEFAULT OR A LIQUIDITY EVENT, AND DURING ANY
INVENTORY GRACE PERIOD AND UNTIL THE EXPIRATION OF 30 CONSECUTIVE DAYS AFTER ANY
ASSOCIATED INVENTORY SHORTFALL HAS BEEN CURED, THE COMPANY SHALL DELIVER A
BORROWING BASE CERTIFICATE AND SUCH SUPPORTING INFORMATION ON WEDNESDAY OF EACH
WEEK (OR IF WEDNESDAY IS NOT A BUSINESS DAY, ON THE NEXT SUCCEEDING BUSINESS
DAY), AS OF THE CLOSE OF BUSINESS ON THE IMMEDIATELY PRECEDING SATURDAY,
(III) THE COMPANY MAY DELIVER A NON-ORDINARY COURSE BORROWING BASE CERTIFICATE
AS A CONDITION TO ANY NON-ORDINARY COURSE ASSET DISPOSITION PURSUANT TO
SECTION 6.05, AND (IV) AFTER THE OCCURRENCE OF ANY INVENTORY SHORTFALL AND UNTIL
THE SAME IS CURED, THE COMPANY MAY DELIVER ADDITIONAL BORROWING BASE
CERTIFICATES AS OF THE CLOSE OF BUSINESS ON ANY DAY SUBSEQUENT TO THE DAY ON
WHICH ANY PRECEDING BORROWING BASE CERTIFICATE HAS BEEN DELIVERED; PROVIDED,
FURTHER, THAT ANY BORROWING BASE CERTIFICATE DELIVERED OTHER THAN WITH RESPECT
TO MONTH'S END MAY BE BASED ON SUCH REASONABLE ESTIMATES BY THE COMPANY OF
SHRINK AND OTHER AMOUNTS AS THE COMPANY MAY DEEM NECESSARY;
(I)
AS SOON AS PRACTICABLE UPON THE REASONABLE REQUEST OF THE AGENT
FROM TIME TO TIME, AN UPDATED PERFECTION CERTIFICATE (OR, TO THE EXTENT SUCH
REQUEST RELATES TO SPECIFIED INFORMATION CONTAINED IN THE PERFECTION
CERTIFICATE, SUCH INFORMATION) REFLECTING ALL CHANGES SINCE THE DATE OF THE
INFORMATION MOST RECENTLY RECEIVED PURSUANT TO THIS CLAUSE (I) OR SECTION 5.11;
(J)
PROMPTLY AFTER THE SAME BECOME PUBLICLY AVAILABLE, COPIES OF ALL
PERIODIC AND OTHER REPORTS, PROXY STATEMENTS AND OTHER MATERIALS PUBLICLY FILED
BY HOLDINGS, THE COMPANY OR ANY SUBSIDIARY WITH THE SEC, OR WITH ANY NATIONAL
SECURITIES EXCHANGE, OR, AFTER AN INITIAL PUBLIC OFFERING OF SHARES OF CAPITAL
STOCK OF HOLDINGS OR THE COMPANY, DISTRIBUTED BY HOLDINGS OR THE COMPANY TO ITS
SHAREHOLDERS GENERALLY, AS THE CASE MAY BE;
(K)
PROMPTLY, A COPY OF ANY FINAL "MANAGEMENT LETTER" RECEIVED FROM
THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS TO THE EXTENT SUCH INDEPENDENT
PUBLIC ACCOUNTANTS HAVE CONSENTED TO THE DELIVERY OF SUCH MANAGEMENT LETTER TO
THE AGENT UPON THE REQUEST OF THE COMPANY;
(L)
PROMPTLY FOLLOWING THE AGENT'S REQUEST THEREFOR, ALL
DOCUMENTATION AND OTHER INFORMATION THAT THE AGENT REASONABLY REQUESTS ON ITS
BEHALF OR ON BEHALF OF ANY
90
LENDER IN ORDER TO COMPLY WITH ITS ONGOING OBLIGATIONS UNDER APPLICABLE "KNOW
YOUR CUSTOMER" AND ANTI-MONEY LAUNDERING RULES AND REGULATIONS, INCLUDING THE
USA PATRIOT ACT; AND
(M)
AS PROMPTLY AS REASONABLY PRACTICABLE FROM TIME TO TIME FOLLOWING
THE AGENT'S REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING THE OPERATIONS,
BUSINESS AFFAIRS AND FINANCIAL CONDITION OF HOLDINGS, THE COMPANY OR ANY
SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT, AS THE AGENT OR