to each Lender:
(A)
SIMULTANEOUSLY WITH THE DELIVERY OF THE FINANCIAL STATEMENTS REFERRED TO IN
SECTION 6.01(A), A CERTIFICATE OF ITS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM CERTIFYING SUCH FINANCIAL STATEMENTS AND STATING THAT IN MAKING THE
EXAMINATION NECESSARY THEREFOR NO KNOWLEDGE WAS OBTAINED OF ANY EVENT OF DEFAULT
UNDER SECTION 7.10 OR, IF ANY SUCH EVENT OF DEFAULT SHALL EXIST, STATING THE
NATURE AND STATUS OF SUCH EVENT (WHICH CERTIFICATE MAY BE LIMITED TO THE EXTENT
REQUIRED BY SUCH FIRM'S GENERAL ACCOUNTING AND AUDITING RULES, POLICIES OR
GUIDELINES);
(B)
SIMULTANEOUSLY WITH THE DELIVERY OF THE FINANCIAL STATEMENTS REFERRED TO IN
SECTION 6.01(A) AND (B), A DULY COMPLETED COMPLIANCE CERTIFICATE SIGNED BY A
RESPONSIBLE OFFICER OF THE COMPANY AND, IF SUCH COMPLIANCE CERTIFICATE
DEMONSTRATES AN EVENT OF DEFAULT OF ANY COVENANT UNDER SECTION 7.10, ANY OF THE
EQUITY INVESTORS MAY DELIVER, TOGETHER WITH SUCH COMPLIANCE CERTIFICATE OR AT
ANY TIME PRIOR TO THE END OF THE APPLICABLE CURE PERIOD, NOTICE OF THEIR INTENT
TO CURE (A "NOTICE OF INTENT TO CURE") SUCH EVENT OF DEFAULT PURSUANT TO
SECTION 8.05; PROVIDED THAT THE DELIVERY OF A NOTICE OF INTENT TO CURE SHALL IN
NO WAY AFFECT OR ALTER THE OCCURRENCE, EXISTENCE OR CONTINUATION OF ANY SUCH
EVENT OF DEFAULT OR THE RIGHTS, BENEFITS, POWERS AND REMEDIES OF THE
ADMINISTRATIVE AGENT AND THE LENDERS UNDER ANY LOAN DOCUMENT;
(C)
PROMPTLY AFTER THE SAME ARE PUBLICLY AVAILABLE, COPIES OF ALL ANNUAL,
QUARTERLY AND CURRENT REPORTS AND REGISTRATION STATEMENTS WHICH THE COMPANY
FILES WITH THE SEC OR WITH ANY GOVERNMENTAL AUTHORITY THAT MAY BE SUBSTITUTED
THEREFOR (OTHER THAN AMENDMENTS TO ANY REGISTRATION STATEMENT (TO THE EXTENT
SUCH REGISTRATION STATEMENT, IN THE FORM IT BECAME EFFECTIVE, IS DELIVERED),
EXHIBITS TO ANY REGISTRATION STATEMENT AND, IF APPLICABLE, ANY REGISTRATION
STATEMENT ON
92
Form S-8) and in any case not otherwise required to be delivered to the
Administrative Agent pursuant hereto;
(D)
PROMPTLY AFTER THE FURNISHING THEREOF, COPIES OF ANY MATERIAL REQUESTS OR
MATERIAL NOTICES RECEIVED BY ANY LOAN PARTY (OTHER THAN IN THE ORDINARY COURSE
OF BUSINESS) OR MATERIAL STATEMENTS OR MATERIAL REPORTS FURNISHED TO ANY HOLDER
OF DEBT SECURITIES OF ANY LOAN PARTY OR OF ANY OF ITS SUBSIDIARIES PURSUANT TO
THE TERMS OF THE SENIOR SUBORDINATED NOTE INDENTURE OR ANY OTHER JUNIOR
FINANCING DOCUMENTATION IN A PRINCIPAL AMOUNT GREATER THAN THE THRESHOLD AMOUNT
OR TO ANY HOLDER OF PREFERRED EQUITY SECURITIES OF ANY LOAN PARTY AND NOT
OTHERWISE REQUIRED TO BE FURNISHED TO THE LENDERS PURSUANT TO ANY OTHER CLAUSE
OF THIS SECTION 6.02;
(E)
TOGETHER WITH THE DELIVERY OF EACH COMPLIANCE CERTIFICATE PURSUANT TO
SECTION 6.02(B) REQUIRED TO BE DELIVERED CONCURRENTLY WITH THE DELIVERY OF
FINANCIAL STATEMENTS REFERRED TO IN SECTION 6.01(A), (I) A CERTIFICATE OF A
RESPONSIBLE OFFICER OF THE COMPANY (X) SETTING FORTH THE INFORMATION REQUIRED
PURSUANT TO THE PERFECTION CERTIFICATE OR CONFIRMING THAT THERE HAS BEEN NO
CHANGE IN SUCH INFORMATION SINCE THE DATE OF THE PERFECTION CERTIFICATE
DELIVERED ON THE CLOSING DATE OR THE DATE OF THE MOST RECENT