THE PATRIOT ACT OR ANY OTHER "KNOW YOUR CUSTOMER" OR SIMILAR LAWS OR
REGULATIONS) AS THE AGENT OR ANY LENDER MAY FROM TIME TO TIME REASONABLY
REQUEST.
The financial statements required to be delivered by the Borrower pursuant to
Section 5.04(a) and (b) and the reports and statements required to be delivered
by the Borrower pursuant to Section 5.04(e) and (f) shall be deemed to have been
delivered (i) when reports containing such financial statements or other
materials are posted on the Borrower's website on the internet at
(or any successor page identified in a notice given to the
Agent and the Lenders) or on the SEC's website on the internet at
and the Borrower has notified the Agent (who in turn shall notify the Lenders)
that such reports have been so posted or (ii) when such financial statements,
reports or statements are delivered in accordance with Section 9.17(a).
SECTION 5.05.
OTHER NOTICES.
PROMPTLY AND IN ANY EVENT WITHIN FIVE BUSINESS
DAYS AFTER A RESPONSIBLE OFFICER OF THE BORROWER BECOMES AWARE THEREOF, THE
BORROWER WILL, AND WILL CAUSE EACH SUBSIDIARY TO, GIVE NOTICE IN WRITING TO THE
LENDERS OF THE OCCURRENCE OF ANY DEFAULT OR EVENT OF DEFAULT AND OF ANY OTHER
DEVELOPMENT, FINANCIAL OR OTHERWISE, WHICH COULD REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT.
SECTION 5.06.
BOOKS AND RECORDS; ACCESS TO PROPERTIES AND INSPECTIONS.
THE
BORROWER WILL, AND WILL CAUSE EACH SUBSIDIARY TO, KEEP PROPER BOOKS AND ACCOUNT
IN WHICH FULL, TRUE AND CORRECT ENTRIES ARE MADE OF ALL DEALINGS AND
TRANSACTIONS IN RELATION TO ITS BUSINESS AND ACTIVITIES.
THE BORROWER WILL, AND
WILL CAUSE EACH SUBSIDIARY TO, PERMIT THE AGENT AND THE LENDERS TO MAKE
REASONABLE INSPECTIONS DURING REGULAR BUSINESS HOURS OF THE PROPERTIES,
CORPORATE BOOKS AND FINANCIAL RECORDS OF THE BORROWER AND EACH SUBSIDIARY, TO
MAKE REASONABLE EXAMINATIONS AND COPIES OF THE BOOKS OF ACCOUNTS AND OTHER
FINANCIAL RECORDS OF THE BORROWER AND EACH SUBSIDIARY, AND TO DISCUSS THE
AFFAIRS, FINANCES AND ACCOUNTS OF THE BORROWER AND EACH SUBSIDIARY WITH, AND TO
BE ADVISED AS TO THE SAME BY, THEIR RESPECTIVE OFFICERS AT SUCH REASONABLE TIMES
AND INTERVALS AS THE LENDERS MAY DESIGNATE; PROVIDED THAT (A) ANY INSPECTION BY
ANY LENDER SHALL BE AT SUCH LENDER'S OWN EXPENSE, (B) UNLESS A DEFAULT OR EVENT
OF DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING, THERE SHALL BE NO MORE THAN
TWO SUCH INSPECTIONS DURING
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ANY FISCAL YEAR AND (C) THE LENDERS SHALL COORDINATE THE TIMING OF THEIR
INSPECTIONS THROUGH THE AGENT AND PROVIDE REASONABLE NOTICE THEREOF.
SECTION 5.07.
USE OF PROCEEDS.
THE BORROWER WILL USE THE PROCEEDS OF THE LOANS
FOR THE PURPOSES SET FORTH IN THE RECITALS TO THIS AGREEMENT.
ARTICLE VI
NEGATIVE COVENANTS
The Borrower covenants and agrees with each Lender with respect to itself and
the Subsidiaries that, until the Commitments have expired or been terminated and
the principal of or interest on each Loan, all Fees or all other expenses or
amounts payable under any Loan Document shall