SUMMARY FORM, IN EACH CASE, OF
HOLDINGS, BORROWERS AND THEIR RESPECTIVE SUBSIDIARIES, WITH APPROPRIATE
PRESENTATION AND DISCUSSION OF THE PRINCIPAL ASSUMPTIONS UPON WHICH SUCH BUDGETS
ARE BASED, ACCOMPANIED BY THE STATEMENT OF A FINANCIAL OFFICER OF BORROWER TO
THE EFFECT THAT THE BUDGET OF HOLDINGS IS A REASONABLE ESTIMATE FOR THE PERIODS
COVERED THEREBY AND, PROMPTLY WHEN AVAILABLE, ANY MATERIAL REVISIONS OF SUCH
BUDGET;
(I)
ORGANIZATION.
CONCURRENTLY WITH ANY DELIVERY OF FINANCIAL
STATEMENTS UNDER SECTION 5.01(A), AN ACCURATE ORGANIZATIONAL CHART AS REQUIRED
BY SECTION 3.07(C), OR CONFIRMATION THAT THERE ARE NO CHANGES TO SCHEDULE 10(A)
TO THE PERFECTION CERTIFICATE;
(J)
ORGANIZATIONAL DOCUMENTS.
PROMPTLY PROVIDE COPIES OF ANY
ORGANIZATIONAL DOCUMENTS THAT HAVE BEEN AMENDED OR MODIFIED IN ACCORDANCE WITH
THE TERMS HEREOF AND DELIVER A COPY OF ANY NOTICE OF DEFAULT GIVEN OR RECEIVED
BY ANY COMPANY UNDER ANY ORGANIZATIONAL DOCUMENT WITHIN 15 DAYS AFTER SUCH
COMPANY GIVES OR RECEIVES SUCH NOTICE; AND
(K)
OTHER INFORMATION.
PROMPTLY, FROM TIME TO TIME, SUCH OTHER
INFORMATION REGARDING THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION
OF ANY COMPANY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT OR MATTERS
REGARDING THE COLLATERAL (BEYOND THE REQUIREMENTS CONTAINED IN SECTION 9.04) AS
THE ADMINISTRATIVE AGENTS OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 5.02.
Litigation and Other Notices.
Furnish to the Administrative
Agents and each Lender written notice of the following promptly (and, in any
event, within three Business Days of the occurrence thereof):
(A)
ANY DEFAULT, SPECIFYING THE NATURE AND EXTENT THEREOF AND THE
CORRECTIVE ACTION (IF ANY) TAKEN OR PROPOSED TO BE TAKEN WITH RESPECT THERETO;
(B)
THE FILING OR COMMENCEMENT OF, OR ANY THREAT OR NOTICE OF
INTENTION OF ANY PERSON TO FILE OR COMMENCE, ANY ACTION, SUIT, LITIGATION OR
PROCEEDING, WHETHER AT LAW OR IN EQUITY BY OR BEFORE ANY GOVERNMENTAL AUTHORITY,
(I) AGAINST ANY COMPANY OR ANY AFFILIATE THEREOF THAT COULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT OR (II) WITH RESPECT TO ANY LOAN
DOCUMENT;
(C)
ANY DEVELOPMENT THAT HAS RESULTED IN, OR COULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT;
(D)
THE OCCURRENCE OF A CASUALTY EVENT; AND
(E)
(I) THE INCURRENCE OF ANY MATERIAL LIEN (OTHER THAN PERMITTED
LIENS) ON, OR CLAIM ASSERTED AGAINST ANY OF THE COLLATERAL OR (II) THE
OCCURRENCE OF ANY OTHER EVENT WHICH COULD MATERIALLY AFFECT THE VALUE OF THE
COLLATERAL.
123
SECTION 5.03.
Existence; Businesses and Properties.
(A)
DO OR CAUSE TO BE DONE ALL THINGS NECESSARY TO PRESERVE, RENEW AND
MAINTAIN IN FULL FORCE AND EFFECT ITS LEGAL EXISTENCE, EXCEPT AS OTHERWISE
EXPRESSLY PERMITTED UNDER SECTION 6.05 OR SECTION 6.06 OR, IN THE CASE OF ANY
SUBSIDIARY, WHERE THE FAILURE TO PERFORM SUCH OBLIGATIONS, INDIVIDUALLY OR IN
THE AGGREGATE, COULD NOT REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE
EFFECT.
(B)
DO OR CAUSE TO BE DONE ALL THINGS NECESSARY TO OBTAIN, PRESERVE,
RENEW, EXTEND AND KEEP IN FULL FORCE AND EFFECT THE RIGHTS, LICENSES, PERMITS,
PRIVILEGES, FRANCHISES, AUTHORIZATIONS, PATENTS, COPYRIGHTS, TRADEMARKS AND
TRADE NAMES