CERTIFICATE") STATING THAT, TO THE BEST OF SUCH OFFICER'S KNOWLEDGE,
(I) SUCH FINANCIAL STATEMENTS PRESENT FAIRLY, IN ACCORDANCE WITH GAAP, THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF THE BORROWER AND ITS
SUBSIDIARIES FOR THE PERIOD REFERRED TO THEREIN (SUBJECT, IN THE CASE OF INTERIM
STATEMENTS, TO NORMAL RECURRING ADJUSTMENTS) AND (II) NO EVENT OF DEFAULT OR
UNMATURED EVENT OF DEFAULT HAS OCCURRED, EXCEPT AS SPECIFIED IN SUCH CERTIFICATE
AND, IF SO SPECIFIED, THE ACTION WHICH THE BORROWER PROPOSES TO TAKE WITH
RESPECT THERETO, WHICH CERTIFICATE SHALL SET FORTH DETAILED COMPUTATIONS TO THE
EXTENT NECESSARY TO ESTABLISH THE BORROWER'S COMPLIANCE WITH THE COVENANTS SET
FORTH IN ARTICLE IX OF THIS AGREEMENT;
(C)
AUDIT REPORTS AND STATEMENTS.
PROMPTLY FOLLOWING THE BORROWER'S
RECEIPT THEREOF, COPIES OF ALL CONSOLIDATED FINANCIAL OR OTHER CONSOLIDATED
REPORTS OR STATEMENTS, IF ANY, SUBMITTED TO THE BORROWER OR ANY OF ITS
SUBSIDIARIES BY INDEPENDENT PUBLIC ACCOUNTANTS RELATING TO ANY ANNUAL OR INTERIM
AUDIT OF THE BOOKS OF THE BORROWER OR ANY OF ITS SUBSIDIARIES;
100
(D)
MANAGEMENT LETTERS.
PROMPTLY AFTER RECEIPT THEREOF, A COPY OF ANY
"MANAGEMENT LETTER" RECEIVED BY HUNTSMAN CORPORATION (TO THE EXTENT SUCH
"MANAGEMENT LETTER" PERTAINS TO THE BORROWER), THE BORROWER OR ANY OF ITS
SUBSIDIARIES FROM ITS CERTIFIED PUBLIC ACCOUNTANTS;
(E)
BUDGETS.
AS SOON AS AVAILABLE AND IN ANY EVENT WITHIN SIXTY (60)
DAYS FOLLOWING THE FIRST DAY OF EACH FISCAL YEAR OF THE BORROWER (I) AN ANNUAL
BUDGET IN FORM SATISFACTORY TO THE ADMINISTRATIVE AGENT (INCLUDING BUDGETED
STATEMENTS OF EARNINGS AND CASH FLOWS BUT NOT INCLUDING SEGMENT DATA) PREPARED
BY THE BORROWER FOR SUCH FISCAL YEAR, WHICH SHALL BE ACCOMPANIED BY THE
STATEMENT OF A RESPONSIBLE FINANCIAL OFFICER OF THE BORROWER TO THE EFFECT THAT,
TO THE BEST OF HIS KNOWLEDGE AT THE TIME MADE, SUCH BUDGET IS A REASONABLE
ESTIMATE FOR THE PERIODS COVERED THEREBY;
(F)
PUBLIC FILINGS.
WITHIN 10 DAYS AFTER THE SAME BECOME PUBLIC,
COPIES OF ALL FINANCIAL STATEMENTS AND REPORTS WHICH HUNTSMAN CORPORATION OR THE
BORROWER MAY MAKE TO, OR FILE WITH THE SEC OR ANY SUCCESSOR OR ANALOGOUS
GOVERNMENTAL AUTHORITY;
(G)
INSURANCE INFORMATION.
THE BORROWER SHALL DELIVER TO THE
ADMINISTRATIVE AGENT INFORMATION CONCERNING INSURANCE AT THE TIMES AND IN THE
MANNER SPECIFIED IN SECTION 7.8;
(H)
USA PATRIOT ACT.
EACH LENDER SUBJECT TO THE PATRIOT ACT HEREBY
NOTIFIES THE BORROWER THAT PURSUANT TO THE REQUIREMENTS OF THE PATRIOT ACT, IT
IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION THAT IDENTIFIES THE
BORROWER, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF THE BORROWER AND
OTHER INFORMATION THAT WILL ALLOW SUCH LENDER TO IDENTIFY THE BORROWER IN
ACCORDANCE WITH THE PATRIOT ACT; AND
(I)
OTHER REQUESTED INFORMATION.
SUCH OTHER INFORMATION RESPECTING
THE RESPECTIVE PROPERTIES, BUSINESS AFFAIRS, FINANCIAL CONDITION AND/OR
OPERATIONS OF THE BORROWER OR ANY OF ITS SUBSIDIARIES AS THE ADMINISTRATIVE
AGENT OR ANY LENDER (THROUGH THE ADMINISTRATIVE AGENT) MAY FROM TIME TO TIME
REASONABLY REQUEST.
7.3
NOTICES
Promptly and in any event within five Business Days in the case of clauses (a),
(d) and (e) below, 30 days