IN SUCH CERTIFICATE;
(F) TO THE EXTENT REQUESTED BY ANY AGENT AT ANY TIME WHEN IT REASONABLY BELIEVES
THAT THE THEN-EXISTING BORROWING BASE CERTIFICATE IS MATERIALLY INACCURATE OR
THAT THE BORROWING BASE AT SUCH TIME WOULD, IF CALCULATED AT SUCH TIME, BE
MATERIALLY DIFFERENT THAN THE BORROWING BASE REFLECTED IN SUCH THEN-EXISTING
BORROWING BASE CERTIFICATE, WITHIN 10 BUSINESS DAYS OF SUCH REQUEST, A COMPLETED
BORROWING BASE CERTIFICATE THAT SATISFIES THE REQUIREMENTS OF SECTION 5.01(E)
SHOWING THE BORROWING BASE AS OF THE DATE SO REQUESTED, ACCOMPANIED BY THE
REPORTS AND SUPPORTING INFORMATION CONTEMPLATED THEREBY OR OTHERWISE REQUESTED
BY SUCH AGENT;
(G) WITHIN TWO BUSINESS DAYS OF ANY REQUEST THEREFOR, SUCH OTHER INFORMATION
CONCERNING THE AMOUNT, COMPOSITION AND MANNER OF COMPUTATION OF THE BORROWING
BASE AS ANY AGENT MAY REASONABLY REQUEST (IN SUCH DETAIL AS MAY REASONABLY BE
REQUESTED BY SUCH AGENT);
(H) NOT LATER THAN 30 DAYS FOLLOWING THE COMMENCEMENT OF EACH FISCAL YEAR OF THE
PARENT BORROWER, A DETAILED CONSOLIDATED BUDGET FOR SUCH FISCAL YEAR (INCLUDING
A PROJECTED CONSOLIDATED BALANCE SHEET AND RELATED STATEMENTS OF PROJECTED
OPERATIONS AND CASH FLOW AS OF THE END OF AND FOR SUCH FISCAL YEAR) AND,
PROMPTLY WHEN AVAILABLE, ANY SIGNIFICANT REVISIONS OF SUCH BUDGET;
(I) PROMPTLY AFTER THE SAME BECOME PUBLICLY AVAILABLE, COPIES OF ALL PERIODIC
AND OTHER REPORTS, PROXY STATEMENTS AND OTHER MATERIALS FILED BY THE PARENT
BORROWER OR ANY SUBSIDIARY WITH THE SEC, OR ANY
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GOVERNMENTAL AUTHORITY SUCCEEDING TO ANY OR ALL OF THE FUNCTIONS OF THE SEC, OR
WITH ANY NATIONAL SECURITIES EXCHANGE, AS THE CASE MAY BE; AND
(J) PROMPTLY FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING
THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF THE PARENT BORROWER
OR ANY SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT, AS THE
ADMINISTRATIVE AGENT, THE COLLATERAL AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 5.02.
NOTICES OF MATERIAL EVENTS.
THE PARENT BORROWER WILL FURNISH TO
THE ADMINISTRATIVE AGENT AND EACH LENDER PROMPT WRITTEN NOTICE OF THE FOLLOWING:
(A) THE OCCURRENCE OF ANY DEFAULT;
(B) THE FILING OR COMMENCEMENT OF ANY ACTION, SUIT OR PROCEEDING BY OR BEFORE
ANY ARBITRATOR OR GOVERNMENTAL AUTHORITY AGAINST OR, TO THE KNOWLEDGE OF AN
EXECUTIVE OFFICER OR A FINANCIAL OFFICER OF THE PARENT BORROWER, AFFECTING THE
PARENT BORROWER OR ANY AFFILIATE THEREOF THAT WOULD REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT;
(C) ANY DOWNGRADE OF THE RATINGS OF THE PARENT BORROWER'S SENIOR SECURED
INDEBTEDNESS FOR BORROWED MONEY BY S&P, MOODY'S OR ANY OTHER RATING AGENCY;
(D) THE OCCURRENCE OF ANY ERISA EVENT THAT, ALONE OR TOGETHER WITH ANY OTHER
ERISA EVENTS THAT HAVE OCCURRED, WOULD REASONABLY BE EXPECTED TO RESULT IN
LIABILITY OF THE PARENT BORROWER AND THE SUBSIDIARIES IN AN AGGREGATE AMOUNT
EXCEEDING $5,000,000; AND
(E) ANY OTHER DEVELOPMENT THAT RESULTS IN, OR WOULD REASONABLY BE EXPECTED TO
RESULT IN, A MATERIAL ADVERSE EFFECT.
Each notice delivered under this Section shall be accompanied by a statement of
a Financial Officer or other executive officer of the Parent Borrower