AT 1500 BLUEGRASS LAKES
PARKWAY, ALPHARETTA, GEORGIA (FORSYTH COUNTY).
(K)
INSURANCE.
THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED INSURANCE
CERTIFICATES SATISFYING THE REQUIREMENTS OF SECTION 5.24 AND THE GUARANTEE AND
COLLATERAL AGREEMENT.
(L)
PATRIOT ACT.
EACH LENDER SHALL HAVE RECEIVED ALL DOCUMENTATION AND
OTHER INFORMATION REQUIRED BY BANK REGULATORY AUTHORITIES UNDER APPLICABLE
"KNOW-YOUR-CUSTOMER"
67
AND ANTI-MONEY LAUNDERING RULES AND REGULATIONS, INCLUDING, WITHOUT LIMITATION,
THE UNITED STATES PATRIOT ACT, TO THE EXTENT REASONABLY REQUESTED THROUGH THE
ADMINISTRATIVE AGENT WITHIN A REASONABLE PERIOD OF TIME PRIOR TO THE EFFECTIVE
DATE.
(M)
REPAYMENT OF EXISTING CREDIT AGREEMENT.
CONCURRENTLY WITH THE INITIAL
FUNDING OF THE LOANS ON THE EFFECTIVE DATE, HOLDINGS SHALL EFFECTUATE THE
EXISTING CREDIT AGREEMENT REPAYMENT.
6.2.
CONDITIONS TO EACH EXTENSION OF CREDIT.
THE AGREEMENT OF EACH
LENDER TO MAKE ANY EXTENSION OF CREDIT REQUESTED TO BE MADE BY IT ON ANY DATE
(INCLUDING ITS INITIAL EXTENSION OF CREDIT), AND OF THE ISSUING BANK TO ISSUE,
INCREASE, RENEW OR EXTEND ANY LETTER OF CREDIT, IS SUBJECT TO THE SATISFACTION
OF THE FOLLOWING CONDITIONS PRECEDENT:
(A)
REPRESENTATIONS AND WARRANTIES.
EACH OF THE REPRESENTATIONS AND
WARRANTIES MADE BY ANY LOAN PARTY IN OR PURSUANT TO THE LOAN DOCUMENTS SHALL BE
TRUE AND CORRECT ON AND AS OF SUCH DATE AS IF MADE ON AND AS OF SUCH DATE.
(B)
NO DEFAULT.
NO DEFAULT OR EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE
CONTINUING ON SUCH DATE OR AFTER GIVING EFFECT TO THE EXTENSIONS OF CREDIT
REQUESTED TO BE MADE ON SUCH DATE.
Each borrowing by and each issuance, increase, renewal or extension of a Letter
of Credit for the account of the Borrower hereunder shall constitute a
representation and warranty by the Borrower as of the date of such borrowing,
issuance, renewal, extension or increase that the conditions contained in this
Section 6.2 have been satisfied.
SECTION 7.
AFFIRMATIVE COVENANTS
Each of Holdings and the Borrower hereby agrees that, so long as the Commitments
remain in effect, any Letter of Credit remains outstanding or any Loan or other
amount is owing to any Lender or Agent hereunder, Holdings and the Borrower
shall and shall cause each of their Subsidiaries to:
7.1.
FINANCIAL STATEMENTS.
FURNISH TO THE ADMINISTRATIVE AGENT FOR
DISTRIBUTION TO EACH LENDER:
(A)
AS SOON AS AVAILABLE, BUT IN ANY EVENT WITHIN 90 DAYS AFTER THE END OF
EACH FISCAL YEAR OF
HOLDINGS, A COPY OF THE AUDITED CONSOLIDATED BALANCE SHEET
OF HOLDINGS AND ITS CONSOLIDATED SUBSIDIARIES AS AT THE END OF SUCH YEAR AND THE
RELATED AUDITED CONSOLIDATED STATEMENTS OF INCOME AND OF CASH FLOWS FOR SUCH
YEAR, SETTING FORTH IN EACH CASE IN COMPARATIVE FORM THE FIGURES FOR THE
PREVIOUS YEAR, REPORTED ON WITHOUT A "GOING CONCERN" OR LIKE QUALIFICATION OR
EXCEPTION, OR QUALIFICATION ARISING OUT OF THE SCOPE OF THE AUDIT, BY DELOITTE &
TOUCHE LLP OR OTHER INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS OF NATIONALLY
RECOGNIZED STANDING; AND
(B)
AS SOON AS AVAILABLE, BUT IN ANY EVENT NOT LATER THAN 45 DAYS AFTER THE
END OF EACH OF THE FIRST THREE