CONSOLIDATED FUNDED DEBT TO EBITDA OF NOT MORE THAN 2.75 TO
1.00 FOR EACH PERIOD OF FOUR CONSECUTIVE FISCAL QUARTERS, COMMENCING WITH THE
FOUR FISCAL QUARTERS ENDED APRIL 30, 2002.
SECTION 7.09.
ACCOUNTING CHANGES.
MAKE ANY SIGNIFICANT CHANGE IN ACCOUNTING
TREATMENT OR REPORTING PRACTICES, EXCEPT AS REQUIRED OR PERMITTED BY GAAP, OR
CHANGE THE FISCAL YEAR OF THE COMPANY OR OF ANY OF ITS SIGNIFICANT SUBSIDIARIES.
SECTION 7.10.
CHANGE IN NATURE OF BUSINESS.
MAKE ANY MATERIAL CHANGE IN THE
NATURE OF THE BUSINESS OF THE COMPANY AND ITS SUBSIDIARIES, TAKEN AS A WHOLE.
SECTION 7.11.
HEDGING AGREEMENTS.
ENTER INTO ANY HEDGING AGREEMENT, OTHER THAN
HEDGING AGREEMENTS ENTERED INTO TO HEDGE OR MITIGATE RISKS TO WHICH THE COMPANY
OR ANY OF ITS SUBSIDIARIES IS EXPOSED IN THE CONDUCT OF ITS BUSINESS OR
MANAGEMENT OF ITS ASSETS OR LIABILITIES.
ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES UPON EVENT OF DEFAULT
SECTION 8.01.
EVENTS OF DEFAULT.
THE EXISTENCE OR OCCURRENCE OF ANY ONE OR
MORE OF THE FOLLOWING EVENTS, WHATEVER THE REASON THEREFOR AND UNDER ANY
CIRCUMSTANCES WHATSOEVER, SHALL CONSTITUTE AN EVENT OF DEFAULT:
(A)
NON-PAYMENT.
ANY CREDIT PARTY FAILS TO PAY, (I) WITHIN ONE DAY
AFTER THE SAME SHALL BECOME DUE ANY AMOUNT OF PRINCIPAL OF ANY LOAN, OR
(II) WITHIN FIVE DAYS AFTER THE SAME SHALL BECOME DUE, ANY INTEREST ON ANY LOAN,
FEE OR ANY OTHER AMOUNT PAYABLE HEREUNDER OR PURSUANT TO ANY OTHER LOAN
DOCUMENT; OR
(B)
REPRESENTATION OR WARRANTY.
ANY MATERIAL REPRESENTATION OR
WARRANTY BY ANY CREDIT PARTY MADE OR DEEMED MADE HEREIN, IN ANY LOAN DOCUMENT,
OR WHICH IS CONTAINED IN ANY CERTIFICATE, DOCUMENT OR FINANCIAL OR OTHER
STATEMENT BY ANY CREDIT PARTY, ANY OF ITS SUBSIDIARIES, OR THEIR RESPECTIVE
RESPONSIBLE OFFICERS, FURNISHED AT
64
ANY TIME UNDER THIS AGREEMENT, OR IN OR UNDER ANY LOAN DOCUMENT, SHALL PROVE TO
HAVE BEEN INCORRECT IN ANY MATERIAL RESPECT ON OR AS OF THE DATE MADE OR DEEMED
MADE; OR
(C)
SPECIFIC DEFAULTS.
ANY CREDIT PARTY FAILS TO PERFORM OR OBSERVE
ANY TERM, COVENANT OR AGREEMENT CONTAINED IN SECTION 6.04, OR THE COMPANY FAILS
TO PERFORM OR OBSERVE ANY TERM, COVENANT OR AGREEMENT CONTAINED IN SECTION 7.03,
7.07 OR 7.08; OR
(D)
OTHER DEFAULTS.
ANY CREDIT PARTY FAILS TO PERFORM ANY OTHER TERM,
COVENANT OR AGREEMENT CONTAINED IN ANY LOAN DOCUMENT NOT SPECIFICALLY MENTIONED
IN THIS SECTION 8.01 AND, SUCH DEFAULT SHALL CONTINUE UNREMEDIED FOR A PERIOD OF
30 DAYS AFTER NOTICE BY THE ADMINISTRATIVE AGENT THEREOF; OR
(E)
CROSS DEFAULT.
ANY OF THE COMPANY, ITS SUBSIDIARIES OR ANY OTHER
CREDIT PARTY (I) FAIL TO MAKE ANY PAYMENT IN RESPECT OF ANY INDEBTEDNESS (OTHER
THAN NON-RECOURSE INDEBTEDNESS) OWING TO ANY PERSON (OTHER THAN THE OBLIGATIONS
HEREUNDER) WHEN DUE (WHETHER BY SCHEDULED MATURITY, REQUIRED PREPAYMENT,
ACCELERATION, DEMAND, OR OTHERWISE) HAVING AN AGGREGATE PRINCIPAL AMOUNT
(INCLUDING AMOUNTS OWING TO ALL CREDITORS UNDER ANY COMBINED OR SYNDICATED
CREDIT ARRANGEMENT) OF MORE THAN $35,000,000; OR (II) FAIL TO PERFORM OR OBSERVE
ANY OTHER CONDITION OR COVENANT, OR ANY OTHER EVENT SHALL OCCUR