ADMINISTRATIVE AGENT HAVE ACCESS; PROVIDED, HOWEVER, THAT:
(I) THE BORROWER
SHALL DELIVER PAPER COPIES OF SUCH DOCUMENTS TO THE ADMINISTRATIVE AGENT OR ANY
LENDER IF THE ADMINISTRATIVE AGENT OR SUCH LENDER REQUESTS THE BORROWER TO
DELIVER SUCH PAPER COPIES UNTIL A WRITTEN REQUEST TO CEASE DELIVERING PAPER
COPIES IS GIVEN BY THE ADMINISTRATIVE AGENT OR SUCH LENDER AND (II) THE BORROWER
SHALL NOTIFY (WHICH MAY BE BY FACSIMILE OR ELECTRONIC MAIL) THE ADMINISTRATIVE
AGENT AND EACH LENDER OF THE POSTING OF ANY SUCH DOCUMENTS AND PROVIDE TO THE
ADMINISTRATIVE AGENT BY ELECTRONIC MAIL ELECTRONIC VERSIONS (I.E., SOFT COPIES)
OF SUCH DOCUMENTS.
THE ADMINISTRATIVE AGENT SHALL HAVE NO OBLIGATION TO REQUEST
THE DELIVERY OR TO MAINTAIN COPIES OF THE DOCUMENTS REFERRED TO ABOVE AND IN ANY
EVENT SHALL HAVE NO RESPONSIBILITY TO MONITOR COMPLIANCE BY THE BORROWER WITH
ANY SUCH REQUEST FOR DELIVERY, AND EACH LENDER SHALL BE SOLELY RESPONSIBLE FOR
REQUESTING DELIVERY TO IT OR MAINTAINING ITS COPIES OF SUCH DOCUMENTS; AND
(G)
PROMPTLY FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION
REGARDING THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF THE
PARENT, THE BORROWER OR ANY SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN
DOCUMENT, AS THE ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST IN
CONNECTION WITH THE LOAN DOCUMENTS.
SECTION 5.02
NOTICES OF MATERIAL EVENTS.
THE PARENT AND THE BORROWER WILL
FURNISH TO THE ADMINISTRATIVE AGENT AND EACH LENDER PROMPT WRITTEN NOTICE OF THE
FOLLOWING:
(A)
THE OCCURRENCE OF ANY DEFAULT;
(B)
THE FILING OR COMMENCEMENT OF ANY ACTION, SUIT OR PROCEEDING BY OR
BEFORE ANY ARBITRATOR OR GOVERNMENTAL AUTHORITY AGAINST OR AFFECTING THE PARENT,
THE BORROWER OR ANY AFFILIATE THEREOF THAT COULD REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT;
(C)
THE OCCURRENCE OF ANY ERISA EVENT THAT, ALONE OR TOGETHER WITH ANY
OTHER ERISA EVENTS THAT HAVE OCCURRED, COULD REASONABLY BE EXPECTED TO RESULT IN
LIABILITY OF THE BORROWER OR ANY ERISA AFFILIATE IN AN AGGREGATE AMOUNT
EXCEEDING $3,000,000;
(D)
THE COMMENCEMENT OF ANY PROCEEDING BY OR BEFORE ANY GOVERNMENTAL
AUTHORITY SEEKING THE CANCELLATION, TERMINATION (INCLUDING BY MEANS OF
NON-RENEWAL), LIMITATION,
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ADVERSE MODIFICATION OR ADVERSE CONDITIONING OF ANY AUTHORIZATION OR OPERATING
LICENSE THAT COULD REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE
EFFECT; AND
(E)
ANY OTHER DEVELOPMENT THAT RESULTS IN, OR COULD REASONABLY BE
EXPECTED TO RESULT IN, A MATERIAL ADVERSE EFFECT.
Each notice delivered under this Section shall be accompanied by a statement of
a Financial Officer or other executive officer of the Borrower setting forth the
details of the event or development requiring such notice and any action taken
or proposed to be taken with respect thereto.
SECTION 5.03
INFORMATION REGARDING COLLATERAL.
(A)
CHANGE OF NAME OR LOCATION, ETC.
THE BORROWER WILL FURNISH TO THE
ADMINISTRATIVE AGENT PROMPT WRITTEN NOTICE OF ANY CHANGE (I) IN ANY LOAN PARTY'S
CORPORATE NAME, (II) IN THE LOCATION OF ANY LOAN PARTY'S JURISDICTION OF
ORGANIZATION, ANY OFFICE IN WHICH IT MAINTAINS MATERIAL BOOKS OR RECORDS
RELATING TO COLLATERAL OWNED BY IT