(B)
BORROWERS AND GUARANTORS SHALL PROMPTLY
NOTIFY LENDER IN WRITING OF THE DETAILS OF (I) ANY LOSS, DAMAGE, INVESTIGATION,
ACTION, SUIT, PROCEEDING OR CLAIM RELATING TO COLLATERAL HAVING A VALUE OF MORE
THAN $250,000 OR WHICH IF ADVERSELY DETERMINED COULD REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT, (II) ANY MATERIAL CONTRACT BEING TERMINATED
OR AMENDED OR ANY NEW MATERIAL CONTRACT ENTERED INTO (IN WHICH EVENT BORROWERS
AND GUARANTORS SHALL PROVIDE LENDER WITH A COPY OF SUCH MATERIAL CONTRACT),
(III) ANY ORDER, JUDGMENT OR DECREE IN EXCESS OF $250,000 SHALL HAVE BEEN
ENTERED AGAINST ANY BORROWER OR GUARANTOR ANY OF ITS OR THEIR PROPERTIES OR
ASSETS, (IV) ANY NOTIFICATION OF A MATERIAL VIOLATION OF LAWS OR REGULATIONS
RECEIVED BY ANY BORROWER OR GUARANTOR, (V) ANY ERISA EVENT, (VI) THE OCCURRENCE
OF ANY DEFAULT OR EVENT OF DEFAULT, AND (VII) THE PAYMENT OR RECEIPT BY ANY
BORROWER OR GUARANTOR OF ANY PURCHASE PRICE ADJUSTMENT OR INDEMNITY PAYMENT
PURSUANT TO THE PURCHASE AGREEMENTS.
(C)
PROMPTLY AFTER THE SENDING OR FILING
THEREOF, BORROWERS SHALL NOTIFY LENDER THAT ANY OF THE FOLLOWING HAVE BEEN SENT
OR FILED, AND TO THE EXTENT ANY OF THE FOLLOWING ARE NOT THEN PUBLICLY AVAILABLE
BY ELECTRONIC MEANS TO LENDER SHALL SEND TO LENDER COPIES OF (I) ALL REPORTS
WHICH PARENT OR ANY OF ITS SUBSIDIARIES SENDS TO ITS SECURITY HOLDERS GENERALLY,
(II) ALL REPORTS AND REGISTRATION STATEMENTS WHICH PARENT OR ANY OF ITS
SUBSIDIARIES FILES WITH THE SECURITIES EXCHANGE COMMISSION, ANY NATIONAL OR
FOREIGN SECURITIES EXCHANGE OR THE NATIONAL ASSOCIATION OF SECURITIES
DEALERS, INC., AND SUCH OTHER REPORTS AS LENDER MAY HEREAFTER SPECIFICALLY
IDENTIFY TO ADMINISTRATIVE BORROWER THAT LENDER WILL REQUIRE BE PROVIDED TO
LENDER, (III) ALL PRESS RELEASES AND (IV) ALL OTHER STATEMENTS CONCERNING
MATERIAL CHANGES OR DEVELOPMENTS
76
IN THE BUSINESS OF A BORROWER OR GUARANTOR MADE AVAILABLE BY ANY BORROWER OR
GUARANTOR TO THE PUBLIC.
(D)
BORROWERS AND GUARANTORS SHALL FURNISH OR
CAUSE TO BE FURNISHED TO LENDER SUCH BUDGETS, FORECASTS, PROJECTIONS AND OTHER
INFORMATION RESPECTING THE COLLATERAL AND THE BUSINESS OF BORROWERS AND
GUARANTORS, AS LENDER MAY, FROM TIME TO TIME, REASONABLY REQUEST.
LENDER IS
HEREBY AUTHORIZED TO DELIVER A COPY OF ANY FINANCIAL STATEMENT OR ANY OTHER
INFORMATION RELATING TO THE BUSINESS OF BORROWERS AND GUARANTORS TO ANY COURT OR
OTHER GOVERNMENTAL AUTHORITY OR TO ANY LENDER OR PARTICIPANT OR PROSPECTIVE
LENDER OR PARTICIPANT OR ANY AFFILIATE OF ANY LENDER OR PARTICIPANT.
EACH
BORROWER AND GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND DIRECTS ALL ACCOUNTANTS
OR AUDITORS TO DELIVER TO LENDER, AT BORROWERS' EXPENSE, COPIES OF THE FINANCIAL
STATEMENTS OF ANY BORROWER AND GUARANTOR AND ANY REPORTS OR MANAGEMENT LETTERS
PREPARED BY SUCH ACCOUNTANTS OR AUDITORS ON BEHALF OF ANY BORROWER OR GUARANTOR
AND TO DISCLOSE TO LENDER SUCH INFORMATION AS THEY MAY HAVE REGARDING THE
BUSINESS OF ANY BORROWER AND GUARANTOR.
ANY DOCUMENTS, SCHEDULES, INVOICES OR
OTHER PAPERS DELIVERED TO LENDER MAY BE DESTROYED OR OTHERWISE DISPOSED OF BY
LENDER ONE (1) YEAR AFTER THE SAME ARE DELIVERED TO LENDER, EXCEPT