to the Administrative
Agent and the Required Lenders, each of the following:
(A)
COMPLIANCE CERTIFICATE.
CONCURRENTLY WITH THE DELIVERY OF THE FINANCIAL
STATEMENTS REFERRED TO IN SECTIONS 6.01(A) AND (B), A DULY COMPLETED COMPLIANCE
CERTIFICATE SIGNED BY THE CHIEF EXECUTIVE OFFICER, OR ANY OTHER RESPONSIBLE
OFFICER OF THE COMPANY WITH FINANCIAL DUTIES.
(B)
AUDIT REPORTS, MANAGEMENT LETTERS AND RECOMMENDATIONS.
PROMPTLY AFTER ANY
REQUEST BY THE ADMINISTRATIVE AGENT OR ANY LENDER, COPIES OF ANY DETAILED AUDIT
REPORTS, MANAGEMENT LETTERS OR RECOMMENDATIONS SUBMITTED TO THE BOARD OF
DIRECTORS (OR THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS) OF ANY LOAN PARTY
BY INDEPENDENT ACCOUNTANTS IN CONNECTION WITH THE ACCOUNTS OR BOOKS OF THE
COMPANY OR ANY OF ITS SUBSIDIARIES, OR ANY AUDIT OF ANY OF THEM.
69
(C)
SECURITIES FILINGS.
PROMPTLY AFTER THE SAME ARE AVAILABLE, COPIES OF EACH
ANNUAL REPORT, PROXY OR FINANCIAL STATEMENT OR OTHER REPORT OR COMMUNICATION
SENT TO THE STOCKHOLDERS OF THE BORROWERS, AND COPIES OF ALL ANNUAL, REGULAR,
PERIODIC AND SPECIAL REPORTS AND REGISTRATION STATEMENTS WHICH THE COMPANY MAY
FILE OR BE REQUIRED TO FILE WITH THE SEC UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934, OR WITH ANY NATIONAL SECURITIES EXCHANGE, AND
IN ANY CASE NOT OTHERWISE REQUIRED TO BE DELIVERED TO THE ADMINISTRATIVE AGENT
PURSUANT HERETO.
(D)
NOTEHOLDER REPORTS.
PROMPTLY AFTER THE FURNISHING THEREOF, COPIES OF ANY
STATEMENT OR REPORT FURNISHED TO ANY HOLDER OF ANY SENIOR NOTES OR ANY OTHER
DEBT SECURITIES OF THE COMPANY OR OF ANY OF ITS SUBSIDIARIES PURSUANT TO THE
TERMS OF ANY INDENTURE, LOAN OR CREDIT OR SIMILAR AGREEMENT AND NOT OTHERWISE
REQUIRED TO BE FURNISHED TO THE LENDERS PURSUANT TO SECTION 6.01 OR ANY OTHER
CLAUSE OF THIS SECTION 6.02.
(E)
INSURANCE SUMMARY.
AS SOON AS AVAILABLE, BUT IN ANY EVENT WITHIN 90 DAYS
AFTER THE END OF EACH FISCAL YEAR OF THE BORROWERS, A REPORT SUMMARIZING THE
INSURANCE COVERAGE (SPECIFYING TYPE, AMOUNT AND CARRIER) IN EFFECT FOR THE
COMPANY AND ITS SUBSIDIARIES AND CONTAINING SUCH ADDITIONAL INFORMATION AS THE
ADMINISTRATIVE AGENT, OR ANY LENDER THROUGH THE ADMINISTRATIVE AGENT, MAY
REASONABLY SPECIFY.
(F)
SEC CORRESPONDENCE.
PROMPTLY, AND IN ANY EVENT WITHIN TEN DAYS AFTER
RECEIPT THEREOF BY THE COMPANY OR ANY SUBSIDIARY THEREOF, COPIES OF EACH NOTICE
OR OTHER CORRESPONDENCE RECEIVED FROM THE SEC (OR COMPARABLE AGENCY IN ANY
APPLICABLE NON-U.S. JURISDICTION) CONCERNING ANY INVESTIGATION OR POSSIBLE
INVESTIGATION OR OTHER INQUIRY BY SUCH AGENCY REGARDING FINANCIAL OR OTHER
OPERATIONAL RESULTS OF THE COMPANY OR ANY SUBSIDIARY THEREOF (OTHER THAN ROUTINE
COMMENT LETTERS).
(G)
REGULATORY CORRESPONDENCE.
PROMPTLY, AND IN ANY EVENT WITHIN FIVE
BUSINESS DAYS (I) AFTER A RESPONSIBLE OFFICER OF THE COMPANY HAS OR SHOULD HAVE
KNOWLEDGE OF RECEIPT THEREOF BY THE COMPANY OR ANY SUBSIDIARY THEREOF, COPIES OF
EACH (A) WARNING LETTER RELATING TO ANY PROPOSED SUSPENSION, TERMINATION OR
MATERIAL RESTRICTIONS REFERRED TO CLAUSE (C) BELOW, (B) NOTICE OF ANY REQUIRED
PHASE 4 INVESTIGATION DESCRIBED IN SECTION 5.16(A) OR SIMILAR REQUIRED FOREIGN
RESEARCH INVESTIGATION RELATING TO A JURISDICTION WHERE SALES OF THE