FINANCIAL STATEMENTS AND REPORTS WHICH
ANY CREDIT PARTY HAS MADE AVAILABLE TO ITS SHAREHOLDERS OR OTHER EQUITY OWNERS
AS A CLASS OR ANY CLASS OR SERIES OF SHAREHOLDERS OR OTHER EQUITY OWNERS AS A
CLASS OR SERIES, AND COPIES OF ALL REGULAR, PERIODIC AND SPECIAL REPORTS,
FINANCIAL STATEMENTS OR REGISTRATION STATEMENTS WHICH ANY CREDIT PARTY FILES
WITH THE SECURITIES AND EXCHANGE COMMISSION, ANY STOCK EXCHANGE OR ANY
GOVERNMENTAL AUTHORITY.
(F)
GOVERNMENT FILINGS REFERENCING AGENT OR
LENDERS.
A REASONABLE TIME PRIOR TO ITS USE, DISCLOSURE OR DISTRIBUTION
THEREOF, THE CREDIT PARTIES SHALL AND SHALL CAUSE THEIR SUBSIDIARIES TO PROVIDE
IN WRITING EVERY DOCUMENT TO BE FILED PURSUANT TO STATE OR FEDERAL
securities laws that contain Agent's or any Lender's name or describe or refer
to any Loan Document, any of the terms thereof or any of the transactions
contemplated thereby.
Exhibit C-2
Collateral Reporting and Other Requirements
(A)
COLLATERAL REPORTING.
EACH CREDIT PARTY
SHALL:
(I)
PROVIDE AGENT WITH NOT LESS THAN THIRTY
(30) DAYS' PRIOR WRITTEN NOTICE OF ANY CHANGE IN SUCH CREDIT PARTY'S LEGAL NAME,
ORGANIZATIONAL IDENTIFICATION NUMBER, IF ANY, FEDERAL EMPLOYER IDENTIFICATION
NUMBER, MAILING ADDRESS, CORPORATE OR ORGANIZATIONAL FORM OR JURISDICTION OF
ORGANIZATION, OR OF ANY NEW LOCATION FOR ANY OF ITS PROPERTY VALUED AT MORE THAN
$100,000;
(II)
NOTIFY AGENT PROMPTLY IN WRITING (A) PRIOR TO ANY
CHANGE IN THE PROPOSED USE BY SUCH CREDIT PARTY OR SUBSIDIARY OF ANY TRADE NAME
OR FICTITIOUS BUSINESS NAME AND (B) UPON OBTAINING KNOWLEDGE THAT ANY
APPLICATION OR REGISTRATION RELATING TO ANY NECESSARY INTELLECTUAL PROPERTY
(WHETHER NOW OR HEREAFTER EXISTING) MAY BECOME ABANDONED, OR OF ANY ADVERSE
DETERMINATION OR DEVELOPMENT (INCLUDING THE INSTITUTION OF, OR ANY SUCH
DETERMINATION OR MATERIAL DEVELOPMENT IN, ANY PROCEEDING IN THE UNITED STATES
PATENT AND TRADEMARK OFFICE, THE UNITED STATES COPYRIGHT OFFICE OR ANY COURT)
REGARDING SUCH CREDIT PARTY'S OR SUBSIDIARY'S OWNERSHIP OF ANY NECESSARY
INTELLECTUAL PROPERTY, ITS RIGHT TO REGISTER THE SAME, OR TO KEEP AND MAINTAIN
THE SAME;
(III)
PROMPTLY NOTIFY AGENT OF ANY COMMERCIAL TORT CLAIM
IN EXCESS OF $50,000 AND ANY CLAIMS IN EXCESS OF $100,000 IN THE AGGREGATE,
ACQUIRED BY IT AND, UNLESS OTHERWISE CONSENTED TO BY AGENT, AND PROMPTLY ENTER
INTO A SUPPLEMENT TO THE SECURITY AGREEMENT TO WHICH IT IS A PARTY GRANTING TO
AGENT, FOR THE BENEFIT OF THE LENDER PARTIES, A LIEN ON AND SECURITY INTEREST IN
SUCH COMMERCIAL TORT CLAIM;
(IV)
UPON ACQUIRING OR RECEIVING ANY OF THE SAME, DELIVER
AND PLEDGE TO AGENT ANY AND ALL INSTRUMENTS (EXCLUDING CHECKS, DRAFTS AND
SIMILAR INSTRUMENTS THAT ARE CUSTOMARILY ENDORSED OR PRESENTED FOR COLLECTION OR
DEPOSIT IN THE ORDINARY COURSE OF BUSINESS), NEGOTIABLE DOCUMENTS, CHATTEL PAPER
AND, SUBJECT TO THE LIMITATIONS IN SECTION 6.7(E) OF THIS AGREEMENT,
CERTIFICATED SECURITIES (OR CAPITAL STOCK) (ACCOMPANIED BY STOCK POWERS EXECUTED
IN BLANK) DULY ENDORSED AND/OR ACCOMPANIED BY SUCH INSTRUMENTS OF ASSIGNMENT AND
TRANSFER EXECUTED BY SUCH PERSON IN SUCH FORM AND SUBSTANCE AS AGENT MAY REQUEST
IN ITS PERMITTED DISCRETION; PROVIDED, THAT SO LONG AS NO EVENT OF DEFAULT