THE OCCURRENCE OF ANY DEFAULT, A WRITTEN NOTICE SETTING FORTH THE DETAILS OF
SUCH DEFAULT AND THE ACTION THAT F.Y.I. OR SUCH SUBSIDIARY HAS TAKEN AND
PROPOSES TO TAKE WITH RESPECT THERETO, AND F.Y.I. WILL ALSO AT THAT TIME PROVIDE
NOTICE OF SUCH DEFAULT TO EACH HOLDER OF SELLER SUBORDINATED DEBT;
(H)
ERISA REPORTS.
PROMPTLY AFTER THE FILING OR RECEIPT THEREOF,
COPIES OF ALL REPORTS, INCLUDING ANNUAL REPORTS, AND NOTICES WHICH ANY LOAN
PARTY OR ANY OF ITS ERISA AFFILIATES FILES WITH OR RECEIVES FROM THE PBGC OR THE
U.S. DEPARTMENT OF LABOR UNDER ERISA; AND AS SOON AS POSSIBLE AND IN ANY EVENT
WITHIN FIVE DAYS AFTER ANY SUCH PERSON KNOWS OR HAS REASON TO KNOW THAT ANY
PENSION PLAN IS INSOLVENT, OR THAT ANY REPORTABLE EVENT OR PROHIBITED
TRANSACTION HAS OCCURRED WITH RESPECT TO ANY PLAN OR THAT THE PBGC, ANY LOAN
PARTY OR ANY ERISA AFFILIATE HAS INSTITUTED OR WILL INSTITUTE PROCEEDINGS UNDER
ERISA TO TERMINATE OR WITHDRAW FROM OR REORGANIZE ANY PENSION PLAN, A
CERTIFICATE OF A RESPONSIBLE OFFICER OF SUCH LOAN PARTY SETTING FORTH THE
DETAILS AS TO SUCH INSOLVENCY, WITHDRAWAL, REPORTABLE EVENT, PROHIBITED
TRANSACTION, TAX OR PENALTY OR TERMINATION AND THE ACTION THAT SUCH LOAN PARTY
HAS TAKEN AND PROPOSES TO TAKE WITH RESPECT THERETO;
(I)
REPORTS TO OTHER CREDITORS.
PROMPTLY AFTER THE FURNISHING
THEREOF, A COPY OF ANY STATEMENT OR REPORT FURNISHED BY ANY LOAN PARTY TO ANY
OTHER PARTY PURSUANT TO THE TERMS OF ANY INDENTURE, LOAN, STOCK PURCHASE OR
CREDIT OR SIMILAR AGREEMENT AND NOT OTHERWISE REQUIRED TO BE FURNISHED TO THE
ADMINISTRATIVE AGENT AND THE LENDERS PURSUANT TO ANY OTHER SUBSECTION OF THIS
SECTION 8.1;
(J)
NOTICE OF MATERIAL ADVERSE EFFECT.
WITHIN FIVE BUSINESS DAYS
AFTER F.Y.I. OR ANY SUBSIDIARY OF F.Y.I. BECOMES AWARE THEREOF, WRITTEN NOTICE
OF ANY MATTER THAT COULD HAVE A MATERIAL ADVERSE EFFECT;
(K)
PROXY STATEMENTS, ETC.
PROMPTLY UPON ANY REQUEST THEREFOR BY THE
ADMINISTRATIVE AGENT, ONE COPY OF EACH FINANCIAL STATEMENT, REPORT, NOTICE OR
PROXY STATEMENT SENT BY ANY LOAN PARTY TO ITS STOCKHOLDERS GENERALLY AND ONE
COPY OF EACH REGULAR, PERIODIC OR SPECIAL REPORT, REGISTRATION STATEMENT OR
PROSPECTUS FILED BY ANY LOAN PARTY WITH ANY SECURITIES EXCHANGE OR THE
SECURITIES AND EXCHANGE COMMISSION OR ANY SUCCESSOR AGENCY, AND OF ALL PRESS
RELEASES AND OTHER STATEMENTS MADE BY ANY OF THE LOAN PARTIES TO THE PUBLIC
CONTAINING MATERIAL DEVELOPMENTS IN ITS BUSINESS;
(L)
NOTICE OF NEW PROPERTIES AND SUBSIDIARIES.
IF ADDITIONAL
SECURITY HAS BEEN GRANTED (AND NOT RELEASED) IN ACCORDANCE WITH THE TERMS OF
SECTION 5.4, CONCURRENTLY WITH THE DELIVERY OF EACH OF THE FINANCIAL STATEMENTS
REFERRED TO IN SECTIONS 8.1(A) AND 8.1(B), NOTICE OF (I) ANY REAL PROPERTY
ACQUIRED OR ANY LEASE OF REAL PROPERTY WHICH MEETS THE CRITERIA SET FORTH IN
SECTION 5.4 ENTERED INTO BY F.Y.I. OR ANY OF ITS SUBSIDIARIES AS LESSEE,
(II) ANY ADDITIONAL PATENTS, COPYRIGHTS AND TRADEMARKS, AND ANY OTHER
INTELLECTUAL PROPERTY OF WHICH THE ADMINISTRATIVE AGENT SHOULD BE AWARE IN ORDER
TO ENSURE ITS LIEN THEREON, ACQUIRED BY