DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, DESCRIBING
THE NATURE THEREOF AND ALL EFFORTS UNDERTAKEN TO CURE SUCH DEFAULT OR EVENT OF
DEFAULT.
D-2
(E)
MANAGEMENT LETTERS.
TO THE ADMINISTRATIVE
AGENT AND LENDERS, WITHIN FORTY-FIVE (45) BUSINESS DAYS AFTER RECEIPT THEREOF BY
ANY BORROWER, COPIES OF ALL MANAGEMENT LETTERS, EXCEPTION REPORTS OR SIMILAR
LETTERS OR REPORTS RECEIVED BY SUCH BORROWER FROM ITS INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS.
(F)
DEFAULT NOTICES.
TO THE ADMINISTRATIVE
AGENT AND LENDERS, AS SOON AS PRACTICABLE, AND IN ANY EVENT WITHIN FIVE
(5) BUSINESS DAYS AFTER AN EXECUTIVE OFFICER OF ANY BORROWER HAS ACTUAL
KNOWLEDGE OF THE EXISTENCE OF ANY DEFAULT, EVENT OF DEFAULT OR OTHER EVENT THAT
HAS HAD A MATERIAL ADVERSE EFFECT, TELEPHONIC OR TELECOPIED NOTICE SPECIFYING
THE NATURE OF SUCH DEFAULT OR EVENT OF DEFAULT OR OTHER EVENT, INCLUDING THE
ANTICIPATED EFFECT THEREOF, WHICH NOTICE, IF GIVEN TELEPHONICALLY, SHALL BE
PROMPTLY CONFIRMED IN WRITING ON THE NEXT BUSINESS DAY.
(G)
SEC FILINGS AND PRESS RELEASES.
TO THE
ADMINISTRATIVE AGENT AND LENDERS, PROMPTLY UPON THEIR BECOMING AVAILABLE, AND AT
A MINIMUM ON A QUARTERLY BASIS, COPIES OF: (I) ALL FINANCIAL STATEMENTS,
REPORTS, NOTICES AND PROXY STATEMENTS MADE PUBLICLY AVAILABLE BY ANY BORROWER TO
ITS SECURITY HOLDERS; (II) ALL REGULAR AND PERIODIC REPORTS AND ALL REGISTRATION
STATEMENTS AND PROSPECTUSES, IF ANY, FILED BY ANY BORROWER WITH ANY SECURITIES
EXCHANGE OR WITH THE COMMISSION OR ANY GOVERNMENTAL OR PRIVATE REGULATORY
AUTHORITY; AND (III) ALL PRESS RELEASES AND OTHER STATEMENTS MADE AVAILABLE BY
ANY BORROWER TO THE PUBLIC CONCERNING MATERIAL CHANGES OR DEVELOPMENTS IN THE
BUSINESS OF ANY SUCH PERSON.
(H)
LITIGATION.
TO THE ADMINISTRATIVE AGENT AND
LENDERS IN WRITING, PROMPTLY UPON LEARNING THEREOF, NOTICE OF ANY UNSTAYED
POSTPETITION LITIGATION COMMENCED OR THREATENED AGAINST ANY BORROWER THAT IS
NOT, IN SUCH BORROWER'S REASONABLE JUDGMENT, COVERED BY INSURANCE AND THAT
(I) SEEKS DAMAGES IN EXCESS OF $1,000,000, (II) SEEKS INJUNCTIVE RELIEF THAT
COULD REASONABLY BE EXPECTED TO RESULT IN COSTS AND/OR LIABILITIES OR LOSS OF
REVENUES TO BORROWERS IN EXCESS OF $1,000,000, (III) IS ASSERTED OR INSTITUTED
AGAINST ANY PLAN, ITS FIDUCIARIES OR ITS ASSETS OR AGAINST ANY BORROWER OR ERISA
AFFILIATE IN CONNECTION WITH ANY PLAN, (IV) ALLEGES CRIMINAL MISCONDUCT BY ANY
BORROWER, OR (V) ALLEGES THE VIOLATION OF ANY LAW REGARDING, OR SEEKS REMEDIES
IN CONNECTION WITH, ANY ENVIRONMENTAL LIABILITIES IF SUCH LITIGATION IS
REASONABLY LIKELY TO RESULT IN ANY BORROWER INCURRING ENVIRONMENTAL LIABILITIES
IN EXCESS OF $250,000 INDIVIDUALLY.
(I)
DOCUMENTS FILED WITH BANKRUPTCY COURT.
TO THE ADMINISTRATIVE AGENT AND THE LENDERS, COPIES OF ALL PLEADINGS, MOTIONS,
APPLICATIONS, JUDICIAL INFORMATION, FINANCIAL INFORMATION AND OTHER DOCUMENTS
FILED BY OR ON BEHALF OF THE DEBTORS WITH THE BANKRUPTCY COURT OR THE U.S.
TRUSTEE IN ANY CASE THAT ARE NOT OTHERWISE MADE PUBLICLY AVAILABLE BY FILINGS ON
THE ELECTRONIC CASE FILING SYSTEM FOR SUCH CASE (THE "COURT DOCUMENTS");
PROVIDED, HOWEVER, THAT ANY SUCH COURT DOCUMENTS FILED UNDER SEAL AND/OR SUBJECT
TO CONFIDENTIALITY AND OTHER RESTRICTIONS PROHIBITING DISCLOSURE TO THE
ADMINISTRATIVE AGENT SHALL NOT BE PROVIDED TO