USE OF PROCEEDS
The Borrower shall use the proceeds from the Advances under the Revolving
Facility solely for the following purposes at the election of Borrower: (i) for
the purchase or generation from time to time of receivables and inventory and
for payments of amounts owing from time to time to Agent and Lenders under the
Loan Documents, and (ii) for permitted corporate purposes in compliance with
applicable law and not in violation of this Agreement .
The Borrower shall not
use the proceeds from the Advances under the Revolving Facility for the
acquisitions of companies, businesses or undertakings or for repayment or
prepayment of the Term Loan or the obligations under the Subordinated Loan
Documents or to make any loans or payments to any Credit Party organized in the
United States other than (x) any dividend payment as permitted by section 7.5 or
for the avoidance of doubt not for any purpose which would result in a breach of
Sections 151 to 158 of the Act.
6.7
FURTHER ASSURANCES; POST CLOSING DELIVERIES
(A)
EXCEPT AS AUTHORIZED BY AGENT IN ITS PERMITTED DISCRETION, EACH
CREDIT PARTY SHALL, AND SHALL CAUSE EACH CREDIT PARTY TO, WITHIN FIVE
(5) BUSINESS DAYS AFTER DEMAND BY AGENT OR REQUISITE LENDERS, TAKE SUCH FURTHER
ACTIONS, OBTAIN SUCH CONSENTS AND APPROVALS AND DULY EXECUTE AND DELIVER SUCH
FURTHER AGREEMENTS, ASSIGNMENTS, INSTRUCTIONS OR DOCUMENTS AS MAY BE REQUESTED
IN THEIR PERMITTED DISCRETION IN FORM AND SUBSTANCE SATISFACTORY TO THE AGENT IN
ITS PERMITTED DISCRETION IN ORDER TO CARRY OUT THE PURPOSES, TERMS AND
CONDITIONS OF THE LOAN DOCUMENTS AND THE TRANSACTIONS CONTEMPLATED THEREBY,
WHETHER BEFORE, AT OR AFTER THE PERFORMANCE AND/OR CONSUMMATION OF THE
TRANSACTIONS CONTEMPLATED HEREBY OR THE OCCURRENCE OF ANY DEFAULT OR EVENT OF
DEFAULT.
(B)
WITHOUT LIMITING ANY OTHER PROVISION OF ANY LOAN DOCUMENT, EACH
CREDIT PARTY SHALL, AND SHALL CAUSE EACH OF ITS SUBSIDIARIES TO, EXECUTE AND
DELIVER, OR CAUSE TO BE EXECUTED AND DELIVERED, TO AGENT ALL AGREEMENTS,
INSTRUMENTS, DOCUMENTS AND OTHER DELIVERIES, AND TAKE OR CAUSE TO BE TAKEN ALL
ACTIONS, AND OTHERWISE PERFORM, OBSERVE AND COMPLY WITH ALL OBLIGATIONS AND
COVENANTS, SET FORTH ON SCHEDULE 6.7 HERETO WITHIN THE APPLICABLE TIME PERIODS
SET FORTH THEREON.
(C)
EACH CREDIT PARTY SHALL, AND SHALL CAUSE ITS SUBSIDIARIES TO,
(I) EXECUTE, DELIVER AND/OR RECORD ANY AND ALL FINANCING STATEMENTS,
CONTINUATION STATEMENTS, STOCK POWERS, TRANSFERS, INSTRUMENTS AND OTHER
DOCUMENTS, OR CAUSE THE EXECUTION, DELIVERY AND/OR RECORDING OF ANY AND ALL OF
THE FOREGOING, THAT ARE NECESSARY OR REQUIRED UNDER LAW OR OTHERWISE REQUESTED
BY AGENT IN ITS PERMITTED DISCRETION TO CREATE, PERFECT OR PRESERVE THE PLEDGE
OF THE COLLATERAL TO AGENT AND THE LIEN ON THE COLLATERAL IN FAVOR OF AGENT, FOR
THE BENEFIT OF THE LENDER PARTIES UNDER THE LOAN DOCUMENTS (AND EACH CREDIT
PARTY IRREVOCABLY GRANTS AGENT THE RIGHT, AT AGENT'S OPTION, TO FILE ANY OR ALL
OF THE FOREGOING), AND (II) DEFEND THE COLLATERAL AND THE LIEN IN FAVOR OF
AGENT, FOR THE BENEFIT OF THE LENDER PARTIES UNDER THE LOAN