BORROWERS PROMPTLY SHALL PROVIDE THE LENDER WITH
SUCH OTHER AND ADDITIONAL INFORMATION CONCERNING THE BORROWERS AND ANY GUARANTOR
OF THE LIABILITIES, THE COLLATERAL, THE OPERATION OF THE BORROWERS' BUSINESS,
AND THE BORROWERS' FINANCIAL CONDITION, INCLUDING ORIGINAL COUNTERPARTS OF
FINANCIAL REPORTS AND STATEMENTS, AS THE LENDER MAY FROM TIME TO TIME REASONABLY
REQUEST FROM THE BORROWERS.
(B)
THE BORROWERS HAVE PROVIDED THE LENDER WITH ITS CURRENT BUSINESS
PLAN, A COPY OF WHICH IS ANNEXED HERETO AS EXHIBIT 9-10. THE BORROWERS MAY
PROVIDE THE LENDER, FROM TIME TO TIME HEREAFTER, WITH UPDATED BUSINESS PLANS. IN
ALL EVENTS, THE BORROWERS, NOT LATER THAN THIRTY (30) DAYS PRIOR TO THE END OF
EACH OF THE BORROWERS' FISCAL YEARS, SHALL FURNISH THE LENDER WITH AN UPDATED
AND EXTENDED BUSINESS PLAN WHICH SHALL GO OUT AT LEAST THROUGH THE END
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of the then next fiscal year. Borrowers may also provide further updated
Business Plans during any such fiscal year. In each event, such updated and
extended Business Plans shall be prepared pursuant to a methodology and shall
include such assumptions as are satisfactory to the Lender. Routinely throughout
the year, the Lender, following the receipt of any of such revised forecast
which reflects material adverse business performance, may, but shall not be
under any obligation to, revise the financial performance covenants included on
EXHIBIT 9-11, annexed hereto.
9-11.
FINANCIAL PERFORMANCE AND INVENTORY COVENANTS.
THE BORROWERS SHALL
OBSERVE AND COMPLY WITH THOSE FINANCIAL PERFORMANCE AND INVENTORY COVENANTS SET
FORTH ON EXHIBIT 9-11 ANNEXED HERETO.
9-12.
ELECTRONIC REPORTING.
AT LENDER'S OPTION ALL INFORMATION AND
REPORTS REQUIRED TO BE SUPPLIED TO LENDER BY BORROWERS SHALL BE TRANSMITTED
ELECTRONICALLY PURSUANT TO AN ELECTRONIC TRANSMITTING REPORTING SYSTEM AND SHALL
BE IN A RECORD LAYOUT FORMAT DESIGNATED BY LENDER FROM TIME TO TIME.
ARTICLE 10 - EVENTS OF DEFAULT
The occurrence of any event described in this Article 10 respectively shall
constitute an "Event of Default" herein. Upon the occurrence of any Event of
Default described in Section 10-11, any and all Liabilities shall become due and
payable without any further act on the part of the Lender. Upon the occurrence
of any other Event of Default, any and all Liabilities shall become immediately
due and payable, at the option of the Lender upon notice to Borrower. The
occurrence of any Event of Default shall also constitute a default under all
other agreements between the Lender and the Borrowers and instruments and papers
given the Lender by the Borrowers, whether such agreements, instruments, or
papers now exist or hereafter arise.
10-1.
FAILURE TO PAY REVOLVING CREDIT.
THE FAILURE BY THE BORROWERS TO
PAY ANY AMOUNT WHEN DUE UNDER THE REVOLVING CREDIT.
10-2.
FAILURE TO MAKE OTHER PAYMENTS.
THE FAILURE BY THE BORROWERS TO
PAY WHEN DUE (OR UPON DEMAND, IF PAYABLE ON DEMAND) ANY PAYMENT LIABILITY OTHER
THAN UNDER THE REVOLVING CREDIT WHICH FAILURE IS NOT CURED WITHIN ONE (1) DAY
AFTER THE BORROWERS ARE GIVEN NOTICE THEREOF.
10-3.
FAILURE TO PERFORM COVENANT OR LIABILITY (NO GRACE PERIOD).
THE
FAILURE