EVENT WITHIN 30
DAYS AFTER THE BORROWER KNOWS, OR HAS REASON TO KNOW, THAT:
(A)
ANY ERISA EVENT WITH RESPECT TO A BENEFIT PLAN HAS OCCURRED OR
WILL OCCUR, OR
(B)
THE AGGREGATE PRESENT VALUE OF THE UNFUNDED VESTED ACCRUED
BENEFITS UNDER ALL BENEFIT PLANS HAS INCREASED TO AN AMOUNT IN EXCESS OF
$4,000,000, OR
(C)
THE BORROWER IS IN "DEFAULT" (AS DEFINED IN SECTION 4219(C)(5) OF
ERISA) WITH RESPECT TO PAYMENTS TO A MULTIEMPLOYER PLAN REQUIRED BY REASON OF
ITS COMPLETE OR PARTIAL WITHDRAWAL (AS DESCRIBED IN SECTION 4203 OR 4205 OF
ERISA) FROM SUCH MULTIEMPLOYER PLAN, A CERTIFICATE OF THE PRESIDENT OR THE CHIEF
FINANCIAL OFFICER SETTING FORTH THE DETAILS OF SUCH OF THE EVENTS DESCRIBED IN
CLAUSES (A) THROUGH (C) AS APPLICABLE AND THE ACTION WHICH IS PROPOSED TO BE
TAKEN WITH RESPECT THERETO AND, SIMULTANEOUSLY WITH THE FILING THEREOF, COPIES
OF ANY NOTICE OR FILING THAT ANY AGENCY OF THE UNITED STATES GOVERNMENT MAY
REQUIRE WITH RESPECT TO SUCH OF THE EVENTS DESCRIBED IN CLAUSES (A) THROUGH (C)
AS APPLICABLE.
SECTION 10.7
REVISIONS OR UPDATES TO SCHEDULES.
SHOULD ANY OF THE
INFORMATION OR DISCLOSURES PROVIDED ON ANY OF THE SCHEDULES ORIGINALLY ATTACHED
HERETO BECOME OUTDATED OR INCORRECT IN ANY MATERIAL RESPECT, THE BORROWER SHALL
PROVIDE PROMPTLY, AND IN ANY EVENT WITH 10 BUSINESS DAYS AFTER THE BORROWER HAS
KNOWLEDGE THEREOF, TO THE ADMINISTRATIVE AGENT SUCH REVISIONS OR UPDATES TO SUCH
SCHEDULE(S) AS MAY BE NECESSARY OR APPROPRIATE TO UPDATE OR CORRECT SUCH
SCHEDULE(S); PROVIDED THAT NO SUCH REVISIONS OR UPDATES TO ANY SCHEDULE(S) SHALL
BE DEEMED TO HAVE CURED ANY BREACH OF WARRANTY OR REPRESENTATION RESULTING FROM
THE INACCURACY OR INCOMPLETENESS OF ANY SUCH SCHEDULE(S) UNLESS AND UNTIL THE
REQUIRED LENDERS, IN THEIR SOLE DISCRETION, SHALL HAVE ACCEPTED IN WRITING SUCH
REVISIONS OR UPDATES TO SUCH SCHEDULE(S).
FROM AND AFTER SUCH ACCEPTANCE, ALL
REPRESENTATIONS AND WARRANTIES MAKE WITH REFERENCE TO ANY SUCH SCHEDULE, SHALL
BE DEEMED TO BE MADE WITH REFERENCE TO SUCH SCHEDULE AS CORRECTED OR UPDATED.
80
ARTICLE 11
NEGATIVE COVENANTS
Until the Revolving Credit Facility has been terminated and all the Secured
Obligations have been indefeasibly paid in full, unless the Lenders shall
otherwise consent in the manner set forth in Section 15.10, the Borrower will
not, nor will it permit any Subsidiary to, directly or indirectly:
SECTION 11.1
FINANCIAL RATIOS.
(A)
MINIMUM INTEREST COVERAGE RATIO.
PERMIT THE RATIO OF (I) COVENANT
EBITDA FOR ANY PERIOD OF FOUR FISCAL QUARTERS ENDING ON OR AFTER DECEMBER 31,
2004, TO (II) THE CASH INTEREST EXPENSE OF THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES FOR SUCH PERIOD TO BE LESS THAN 1.00 TO 1.00.
(B)
MINIMUM FIXED CHARGE COVERAGE RATIO.
PERMIT ITS COVENANT FIXED
CHARGE COVERAGE RATIO FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005 AND FOR EACH
PERIOD OF FOUR CONSECUTIVE FISCAL QUARTERS ENDING THEREAFTER TO BE LESS THAN
1.00 TO 1.00.
SECTION 11.2
DEBT.
CREATE, ASSUME, OR OTHERWISE BECOME OR REMAIN
OBLIGATED IN RESPECT OF, OR PERMIT OR SUFFER TO EXIST OR TO BE