BY ANY RESTRICTED
PERSON WITH ANY SECURITIES EXCHANGE, THE SECURITIES AND EXCHANGE COMMISSION OR
ANY SIMILAR GOVERNMENTAL AUTHORITY.
(D)
AS SOON AS AVAILABLE, AND IN ANY EVENT
WITHIN TWENTY (20) DAYS AFTER THE END OF EACH CALENDAR MONTH, (I) A BORROWING
BASE CERTIFICATE SUBSTANTIALLY IN THE FORM OF EXHIBIT 2.8, DULY COMPLETED BY AN
AUTHORIZED OFFICER OF BORROWER, WITH INFORMATION REQUIRED THEREIN COMPLETED TO
REFLECT THE BORROWING BASE AS OF THE END OF THE PRECEDING CALENDAR MONTH; AND
(II) AN AGING SCHEDULE OF ALL RECEIVABLES OF BORROWER ON A CONSOLIDATED BASIS IN
SUMMARY FORM, CERTIFIED BY AN AUTHORIZED OFFICER OF BORROWER, WHICH REFLECTS
AGING, ON AN AGGREGATE BASIS, OF RECEIVABLES WHICH ARE CURRENT OR 30, 60, OR 90
DAYS PAST DUE FROM THE DATE OF INVOICE WITH RESPECT THERETO.
SECTION 6.3.
OTHER INFORMATION AND
INSPECTIONS.
EACH RESTRICTED PERSON WILL FURNISH TO EACH LENDER ANY INFORMATION
WHICH AGENT MAY FROM TIME TO TIME REASONABLY REQUEST CONCERNING ANY PROVISION OF
THE LOAN DOCUMENTS, ANY COLLATERAL, OR ANY MATTER IN CONNECTION WITH RESTRICTED
PERSONS' BUSINESSES, PROPERTIES, PROSPECTS, FINANCIAL CONDITION AND OPERATIONS,
INCLUDING ALL EVIDENCE WHICH AGENT FROM TIME TO TIME REASONABLY REQUESTS IN
WRITING AS TO THE ACCURACY AND VALIDITY OF OR COMPLIANCE WITH ALL
REPRESENTATIONS, WARRANTIES AND COVENANTS MADE BY ANY RESTRICTED PERSON IN THE
LOAN DOCUMENTS, THE SATISFACTION OF ALL CONDITIONS CONTAINED THEREIN, AND ALL
OTHER MATTERS PERTAINING THERETO.
EACH RESTRICTED PERSON WILL PERMIT
REPRESENTATIVES APPOINTED BY AGENT (INCLUDING INDEPENDENT ACCOUNTANTS, AUDITORS,
AGENTS, ATTORNEYS, APPRAISERS AND ANY OTHER PERSONS) TO VISIT AND INSPECT DURING
NORMAL BUSINESS HOURS ANY OF SUCH RESTRICTED PERSON'S PROPERTY, INCLUDING ITS
BOOKS OF ACCOUNT, OTHER BOOKS AND RECORDS, AND ANY FACILITIES OR OTHER BUSINESS
ASSETS, AND TO MAKE EXTRA COPIES THEREFROM AND PHOTOCOPIES AND PHOTOGRAPHS
THEREOF, AND TO WRITE DOWN AND RECORD ANY INFORMATION SUCH REPRESENTATIVES
OBTAIN, AND EACH RESTRICTED PERSON SHALL PERMIT AGENT OR ITS REPRESENTATIVES TO
INVESTIGATE AND VERIFY THE ACCURACY OF THE INFORMATION FURNISHED TO AGENT OR ANY
LENDER IN CONNECTION WITH THE LOAN DOCUMENTS AND TO DISCUSS ALL SUCH MATTERS
WITH ITS OFFICERS, EMPLOYEES AND REPRESENTATIVES.
SECTION 6.4.
NOTICE OF MATERIAL EVENTS AND
CHANGE OF ADDRESS.
BORROWER WILL, AFTER IT HAS KNOWLEDGE THEREOF, PROMPTLY
NOTIFY EACH LENDER IN WRITING, STATING THAT SUCH NOTICE IS BEING GIVEN PURSUANT
TO THIS AGREEMENT, OF:
(A)
THE OCCURRENCE OF ANY MATERIAL ADVERSE
CHANGE,
(B)
THE OCCURRENCE OF ANY DEFAULT OR EVENT OF
DEFAULT,
(C)
THE ACCELERATION OF THE MATURITY OF ANY
INDEBTEDNESS OWED BY ANY RESTRICTED PERSON OR OF ANY DEFAULT BY ANY RESTRICTED
PERSON UNDER ANY INDENTURE, MORTGAGE, AGREEMENT, CONTRACT OR OTHER INSTRUMENT TO
WHICH ANY OF THEM IS A PARTY OR BY WHICH ANY OF THEM OR ANY OF THEIR PROPERTIES
IS BOUND, IF SUCH ACCELERATION OR DEFAULT COULD REASONABLY BE EXPECTED TO CAUSE
A MATERIAL ADVERSE CHANGE,
46
(D)
THE OCCURRENCE OF ANY TERMINATION EVENT,
(E)
ANY CLAIM OF $1,000,000 OR MORE, ANY NOTICE
OF POTENTIAL LIABILITY UNDER ANY ENVIRONMENTAL LAWS WHICH MIGHT EXCEED SUCH
AMOUNT, OR ANY OTHER MATERIAL ADVERSE CLAIM ASSERTED