OF ACCOUNT.
AFTER THE END OF EACH MONTH, ADMINISTRATIVE
AGENT SHALL SEND THE FUNDS ADMINISTRATOR A STATEMENT ACCOUNTING FOR THE CHARGES,
LOANS, ADVANCES AND OTHER TRANSACTIONS OCCURRING AMONG AND BETWEEN
ADMINISTRATIVE AGENT, THE LENDERS AND THE BORROWERS DURING THAT MONTH.
THE
MONTHLY STATEMENTS SHALL, ABSENT MANIFEST ERROR, BE FINAL, CONCLUSIVE AND
BINDING ON THE BORROWERS; PROVIDED THAT ANY FAILURE TO SO RECORD ANY TRANSACTION
OR ANY ERROR IN SO RECORDING SHALL NOT LIMIT OR OTHERWISE AFFECT ANY BORROWER'S
DUTY TO PAY THE OBLIGATIONS.
ARTICLE V
CONDITIONS OF CREDIT
5.1
CONDITIONS PRECEDENT TO THE EFFECTIVENESS OF THE AGREEMENT.
THE
OBLIGATION OF THE LENDERS TO MAKE THE LOANS AND THE OBLIGATION OF THE FACING
BANK TO ISSUE AND THE LENDERS TO PARTICIPATE IN LETTERS OF CREDIT UNDER THIS
AGREEMENT SHALL BE SUBJECT TO THE FULFILLMENT, AT OR PRIOR TO THE TIME OF THE
MAKING OF SUCH LOANS, OF EACH OF THE FOLLOWING CONDITIONS:
(A)
LOAN DOCUMENTS.
(I)
CREDIT AGREEMENT AND NOTES.
THE BORROWERS SHALL HAVE DULY
EXECUTED AND DELIVERED TO ADMINISTRATIVE AGENT, WITH A SIGNED COUNTERPART FOR
EACH LENDER, THIS AGREEMENT AND, TO THE EXTENT REQUESTED BY ANY LENDER, THE
NOTES PAYABLE TO THE ORDER OF SUCH REQUESTING LENDER.
(II)
SECURITY DOCUMENTS.
THE COMPANY, HSCC, HSCHC AND EACH RESTRICTED
DOMESTIC SUBSIDIARY OF THE COMPANY (OTHER THAN IRIC) SHALL HAVE DULY
71
AUTHORIZED, EXECUTED AND DELIVERED A SECURITY AGREEMENT IN SUBSTANTIALLY THE
FORM OF EXHIBIT 5.1(A)(II) (AS MODIFIED, SUPPLEMENTED OR AMENDED FROM TIME TO
TIME, THE "SECURITY AGREEMENT") AND SHALL HAVE DELIVERED TO THE COLLATERAL
AGENT, ALL THE PLEDGED SECURITIES AND PLEDGED INTERCOMPANY NOTES REFERRED TO
THEREIN THEN OWNED, IF ANY, BY ANY CREDIT PARTY, (X) ENDORSED IN BLANK IN THE
CASE OF PROMISSORY NOTES CONSTITUTING PLEDGED SECURITIES AND (Y) TOGETHER WITH
EXECUTED AND UNDATED STOCK POWERS, IN THE CASE OF CAPITAL STOCK CONSTITUTING
PLEDGED SECURITIES AND THE OTHER DOCUMENTS AND INSTRUMENTS REQUIRED TO BE
DELIVERED UNDER THE SECURITY AGREEMENT TOGETHER WITH:
(A)
PROPER FINANCING STATEMENTS (FORM UCC-1 OR SUCH OTHER FINANCING
STATEMENTS OR SIMILAR NOTICES AS SHALL BE REQUIRED BY LOCAL LAW) FULLY EXECUTED
FOR FILING UNDER THE UCC OR OTHER APPROPRIATE FILING OFFICES OF EACH
JURISDICTION AS MAY BE NECESSARY OR, IN THE OPINION OF ADMINISTRATIVE AGENT,
DESIRABLE TO PERFECT THE SECURITY INTERESTS PURPORTED TO BE CREATED BY THE
SECURITY AGREEMENT;
(B)
COPIES OF REQUESTS FOR INFORMATION OR COPIES (FORM UCC-1), OR
EQUIVALENT REPORTS, LISTING ALL EFFECTIVE FINANCING STATEMENTS OR SIMILAR
NOTICES THAT NAME A BORROWER OR ITS RESTRICTED DOMESTIC SUBSIDIARIES (BY ITS
ACTUAL NAME OR ANY TRADE NAME, FICTITIOUS NAME OR SIMILAR NAME), OR ANY DIVISION
OR OTHER OPERATING UNIT THEREOF, AS DEBTOR AND THAT ARE FILED IN THE
JURISDICTIONS REFERRED TO IN CLAUSE (A), TOGETHER WITH COPIES OF SUCH OTHER
FINANCING STATEMENTS (NONE OF WHICH SHALL COVER THE COLLATERAL EXCEPT TO THE
EXTENT EVIDENCING PERMITTED LIENS OR FOR WHICH ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED SATISFACTORY EVIDENCE OF RELEASE);
(C)
SUCH AMENDMENTS, MODIFICATIONS OR SUPPLEMENTS TO THE PLEDGED
INTERCOMPANY NOTES AS MAY BE REQUESTED BY ADMINISTRATIVE AGENT, EACH SUCH