IF THE SAME WOULD RESULT IN A CHANGE IN
CONTROL.
(I)
NO BORROWER WILL, WITHOUT BANK'S PRIOR
WRITTEN CONSENT, AMEND OR MODIFY IN ANY MATERIAL RESPECT ANY OF ITS
ORGANIZATIONAL DOCUMENTS.
(J)
NO BORROWER WILL DIRECTLY OR INDIRECTLY
APPLY ANY PART OF THE PROCEEDS OF ANY LOAN TO THE PURCHASING OR CARRYING OF ANY
"MARGIN STOCK" WITHIN THE MEANING OF REGULATION T, REGULATION U OR REGULATION X,
OR ANY REGULATIONS, INTERPRETATIONS OR RULINGS THEREUNDER.
(K)
NO BORROWER WILL TREAT, STORE, HANDLE,
DISCHARGE, OR DISPOSE OF ANY HAZARDOUS MATERIALS, PETROLEUM PRODUCTS, OR SOLID
WASTES EXCEPT IN MATERIAL COMPLIANCE WITH ALL ENVIRONMENTAL LAWS OR WHERE ANY
SUCH FAILURE IN COMPLIANCE COULD NOT REASONABLY BE EXPECTED TO RESULT IN A
MATERIAL ADVERSE EFFECT.
(L)
NO BORROWER WILL (I) CONDUCT ANY BUSINESS OR
ENGAGE IN ANY TRANSACTION OR DEALING WITH ANY BLOCKED PERSON, INCLUDING THE
MAKING OR RECEIVING ANY CONTRIBUTION OF FUNDS, GOODS OR SERVICES TO OR FOR THE
BENEFIT OF ANY BLOCKED PERSON; (II) DEAL IN, OR OTHERWISE ENGAGE IN ANY
TRANSACTION RELATING TO, ANY PROPERTY OR INTERESTS IN PROPERTY BLOCKED PURSUANT
TO EXECUTIVE ORDER NO. 13224; OR (III) ENGAGE IN ON CONSPIRE TO ENGAGE IN ANY
TRANSACTION THAT EVADES OR AVOIDS, OR HAS THE PURPOSE OF EVADING OR AVOIDING, OR
ATTEMPTS TO VIOLATE, ANY OF THE PROHIBITIONS SET FORTH IN EXECUTIVE ORDER NO.
13224 OR THE USA PATRIOT ACT.
BORROWER SHALL DELIVER TO BANK ANY CERTIFICATION
OR OTHER EVIDENCE REQUESTED FROM TIME TO TIME BY BANK, IN ITS DISCRETION,
CONFIRMING BORROWER'S COMPLIANCE WITH THIS SECTION 9.2(L).
(M)
NO BORROWER WILL MAKE OR PERMIT ANY MATERIAL
CHANGES IN ITS ACCOUNTING POLICIES OR REPORTING PRACTICES, EXCEPT AS MAY BE
PERMITTED OR REQUIRED BY LAW OR GENERALLY ACCEPTED ACCOUNTING PRINCIPLES.
(N)
EXCEPT WITH BANK'S PRIOR WRITTEN CONSENT,
BORROWER SHALL NOT ALLOW KMEX TO (I) CEASE OPERATIONS OF THE KMEX PLANT OR SELL,
TRANSFER, LEASE OR OTHERWISE DISPOSE OF THE KMEX PLANT, OR (II) SO LONG AS
KMEX'S ASSETS, LIABILITIES, INCOME AND LOSSES ARE INCLUDED WITHIN THE DEFINITION
OF "CONSOLIDATED BASIS", SELL, TRANSFER, LEASE OR OTHERWISE DISPOSE OF, OR ENTER
INTO ANY AGREEMENT TO SELL, LEASE, TRANSFER, ASSIGN OR OTHERWISE DISPOSE OF, ALL
OR ANY MATERIAL PART OF KMEX'S ASSETS (OTHER THAN THE KMEX PLANT) EXCEPT IN
KMEX'S ORDINARY COURSE OF BUSINESS.
48
9.3
Financial Covenants.
(A)
BORROWERS AND KMEX (ON A CONSOLIDATED BASIS)
WILL MAINTAIN OR CAUSE TO BE MAINTAINED AT ALL TIMES DURING THE TERM OF THIS
AGREEMENT:
(1)
A FIXED CHARGE COVERAGE OF NOT LESS THAN
1.25 TO 1.0; AND
(2)
A RATIO OF (I) FUNDED DEBT TO (II) THE SUM
OF FUNDED DEBT PLUS EQUITY OWNERS' EQUITY OF NOT MORE THAN 45%.
(B)
BORROWERS WILL MAINTAIN OR CAUSE TO BE
MAINTAINED AT ALL TIMES DURING THE TERM OF THIS AGREEMENT A BORROWING BASE SUCH
THAT THE BALANCE OF THE REVOLVING LOAN WILL NOT, AT ANY TIME, EXCEED THE
BORROWING BASE.
(C)
NO BORROWER WILL DECLARE OR PAY ANY DIVIDENDS
IN AN AMOUNT SUCH THAT SUCH DECLARATION OR PAYMENT WOULD GIVE RISE