THE BASIS FOR SUCH EXCLUSION;
(IV)
A RECONCILIATION OF THE BORROWER'S ACCOUNTS AND INVENTORY BETWEEN
THE AMOUNTS SHOWN IN THE BORROWER'S GENERAL LEDGER AND FINANCIAL STATEMENTS AND
THE REPORTS DELIVERED PURSUANT TO CLAUSES (I) AND (II) ABOVE; AND
(V)
A RECONCILIATION OF THE LOAN BALANCE PER THE BORROWER'S GENERAL
LEDGER TO THE LOAN BALANCE UNDER THIS AGREEMENT;
(I) AS SOON AS AVAILABLE BUT IN ANY EVENT WITHIN FIFTEEN (15) BUSINESS DAYS OF
THE END OF EACH CALENDAR MONTH AND AT SUCH OTHER TIMES AS MAY BE REASONABLY
REQUESTED BY THE ADMINISTRATIVE AGENT, AS OF THE MONTH THEN ENDED, A SCHEDULE
AND AGING OF THE BORROWER'S ACCOUNTS PAYABLE, DELIVERED ELECTRONICALLY IN A TEXT
FORMATTED FILE (NOT IN AN ADOBE *.PDF FILE);
(J) PROMPTLY UPON THE ADMINISTRATIVE AGENT'S REQUEST, WHICH ITEMS WILL BE
FURNISHED TO THE ADMINISTRATIVE AGENT IN THE BORROWER'S OFFICE DURING NORMAL
BUSINESS HOURS:
(I)
COPIES OF INVOICES IN CONNECTION WITH THE INVOICES ISSUED BY THE
BORROWER IN CONNECTION WITH ANY ACCOUNTS, CREDIT MEMOS, SHIPPING AND DELIVERY
DOCUMENTS, AND OTHER INFORMATION RELATED THERETO;
(II)
COPIES OF PURCHASE ORDERS, INVOICES, AND SHIPPING AND DELIVERY
DOCUMENTS IN CONNECTION WITH ANY INVENTORY OR EQUIPMENT PURCHASED BY ANY LOAN
PARTY; AND
(III)
THE BORROWER'S SALES DETAIL, CASH RECEIPTS DETAIL (IDENTIFYING
TRADE AND NON-TRADE CASH RECEIPTS) AND DEBIT MEMO/CREDIT MEMO DETAIL;
(IV)
COPIES OF THOSE PORTIONS OF ALL TAX RETURNS FILED BY ANY LOAN
PARTY WITH THE U.S. INTERNAL REVENUE SERVICE WHICH SET FORTH THE NAMES OF ALL
ENTITIES INCLUDED WITHIN SUCH FILING;
63
(V)
A CERTIFICATE OF GOOD STANDING FOR EACH LOAN PARTY FROM THE
APPROPRIATE GOVERNMENTAL OFFICER IN ITS JURISDICTION OF INCORPORATION,
FORMATION, OR ORGANIZATION;
(K) NOT LATER THAN OCTOBER 31 OF EACH YEAR, AN UPDATED CUSTOMER LIST FOR THE
BORROWER AND ITS SUBSIDIARIES, WHICH LIST SHALL STATE THE CUSTOMER'S NAME,
MAILING ADDRESS AND PHONE NUMBER AND SHALL BE CERTIFIED AS TRUE AND CORRECT BY
AN FINANCIAL OFFICER OF THE BORROWER;
(L) PROMPTLY AFTER THE SAME BECOME PUBLICLY AVAILABLE, COPIES OF ALL PERIODIC
AND OTHER REPORTS, PROXY STATEMENTS AND OTHER MATERIALS FILED BY THE BORROWER OR
ANY SUBSIDIARY WITH THE SECURITIES AND EXCHANGE COMMISSION, OR ANY GOVERNMENTAL
AUTHORITY SUCCEEDING TO ANY OR ALL OF THE FUNCTIONS OF SAID COMMISSION, OR WITH
ANY NATIONAL SECURITIES EXCHANGE, OR DISTRIBUTED BY THE PARENT TO ITS PUBLIC
SECURITIES HOLDERS GENERALLY, AS THE CASE MAY BE; AND
(M) PROMPTLY FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING
THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF ANY LOAN PARTY OR
ANY SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF THIS AGREEMENT, AS THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUEST.
Section 5.02
Notices of Material Events.
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 WRITTEN ASSERTION OF WHICH A RESPONSIBLE OFFICER OF THE BORROWER HAS
KNOWLEDGE BY THE HOLDER OF ANY EQUITY INTERESTS OF ANY LOAN PARTY OR THE HOLDER
OF ANY INDEBTEDNESS OF ANY LOAN PARTY IN EXCESS OF $10,000,000 THAT ANY DEFAULT