THE ADMINISTRATIVE AGENT.
EXCEPT FOR SUCH COMPLIANCE CERTIFICATES, 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.
THE BORROWER HEREBY ACKNOWLEDGES THAT (A) THE ADMINISTRATIVE AGENT AND/OR THE
ARRANGERS WILL MAKE AVAILABLE TO THE LENDERS AND THE ISSUING BANK MATERIALS
AND/OR INFORMATION PROVIDED BY OR ON BEHALF OF THE BORROWER HEREUNDER
(COLLECTIVELY, "BORROWER MATERIALS") BY POSTING THE BORROWER MATERIALS ON
INTRALINKS OR ANOTHER SIMILAR ELECTRONIC SYSTEM (THE "PLATFORM") AND (B) CERTAIN
OF THE LENDERS MAY BE "PUBLIC-SIDE" LENDERS (I.E., LENDERS THAT DO NOT WISH TO
RECEIVE MATERIAL NON-PUBLIC INFORMATION WITH RESPECT TO THE BORROWER OR ITS
SECURITIES) (EACH, A "PUBLIC LENDER"). THE BORROWER HEREBY AGREES THAT (W) ALL
BORROWER MATERIALS THAT ARE TO BE MADE AVAILABLE TO PUBLIC LENDERS SHALL BE
CLEARLY AND CONSPICUOUSLY MARKED "PUBLIC" WHICH, AT A MINIMUM, SHALL MEAN THAT
THE WORD "PUBLIC" SHALL APPEAR PROMINENTLY ON THE FIRST PAGE THEREOF; (X) BY
MARKING BORROWER MATERIALS "PUBLIC," THE BORROWER SHALL BE DEEMED TO HAVE
AUTHORIZED THE ADMINISTRATIVE AGENT, THE ARRANGERS, THE ISSUING BANK AND THE
LENDERS TO TREAT SUCH BORROWER MATERIALS AS EITHER PUBLICLY AVAILABLE
INFORMATION OR NOT MATERIAL INFORMATION (ALTHOUGH IT MAY BE SENSITIVE AND
PROPRIETARY) WITH RESPECT TO THE BORROWER OR ITS SECURITIES FOR PURPOSES OF
UNITED STATES FEDERAL AND STATE SECURITIES LAWS; (Y) ALL BORROWER MATERIALS
MARKED "PUBLIC" ARE PERMITTED TO BE MADE AVAILABLE THROUGH A PORTION OF THE
PLATFORM DESIGNATED "PUBLIC INVESTOR;" AND (Z) THE ADMINISTRATIVE AGENT AND THE
ARRANGERS SHALL BE ENTITLED TO TREAT BORROWER'S MATERIALS THAT ARE NOT MARKED
"PUBLIC" AS BEING SUITABLE ONLY FOR POSTING ON A PORTION OF THE PLATFORM NOT
DESIGNATED "PUBLIC INVESTOR."
SECTION 6.02.
NOTICES OF MATERIAL EVENTS. THE BORROWER WILL FURNISH TO
THE ADMINISTRATIVE AGENT AND EACH LENDER PROMPT WRITTEN NOTICE OF THE FOLLOWING:
59
(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 ANY CREDIT
PARTY OR ANY AFFILIATE THEREOF THAT, IF ADVERSELY DETERMINED, 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 AND THE RESTRICTED SUBSIDIARIES IN AN AGGREGATE AMOUNT
EXCEEDING $5,000,000;
(D)
ANY WRITTEN NOTICE OR WRITTEN CLAIM TO THE EFFECT THAT ANY CREDIT
PARTY IS OR MAY BE LIABLE TO ANY PERSON AS A RESULT OF THE RELEASE BY ANY CREDIT
PARTY, OR ANY OTHER PERSON OF ANY HAZARDOUS MATERIALS INTO THE ENVIRONMENT,
WHICH COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT;
(E)
ANY WRITTEN NOTICE ALLEGING ANY VIOLATION OF ANY ENVIRONMENTAL LAW
BY ANY CREDIT PARTY,