THE LENDER TO MAKE THE LOANS ARE SUBJECT, AT
THE TIME OF THE MAKING OF EACH SUCH LOAN, TO THE SATISFACTION OF THE FOLLOWING
CONDITIONS:
(A)
BORROWER SHALL HAVE DELIVERED TWO COPIES OF
THIS AGREEMENT DULY EXECUTED BY AN AUTHORIZED OFFICER OF THE BORROWER;
(B)
BORROWER SHALL HAVE DELIVERED THE REVOLVING
NOTE DULY EXECUTED BY AN AUTHORIZED OFFICER OF THE BORROWER;
SECTION 4
AFFIRMATIVE COVENANTS
4.1
PAYMENT.
THE BORROWER WILL DULY AND PUNCTUALLY PAY ALL INTEREST
AND PRINCIPAL BECOMING DUE TO THE LENDER AND WILL DULY AND PUNCTUALLY PERFORM
ALL THINGS ON ITS PART TO BE DONE OR PERFORMED UNDER THIS AGREEMENT, OR PURSUANT
TO ANY INSTRUMENT, DOCUMENT OR AGREEMENT EXECUTED PURSUANT HERETO.
4.2
ADDITIONAL INFORMATION.
THE BORROWER WILL, FROM TIME TO TIME,
FURNISH THE LENDER WITH SUCH INFORMATION AND STATEMENTS CONCERNING THE LOANS AND
THE COLLATERAL AS THE LENDER MAY REASONABLY REQUEST, WHICH INFORMATION, IF
CONFIDENTIAL INFORMATION OF THE BORROWER, WILL BE KEPT CONFIDENTIAL BY THE
LENDER.
FOR THE PURPOSES OF THIS SECTION, THE TERM LENDER SHALL MEAN BAXTER
CAPITAL CORPORATION AND ITS AFFILIATES.
4.3
CORPORATE EXISTENCE.
THE BORROWER WILL MAINTAIN ITS CORPORATE
EXISTENCE IN GOOD STANDING, COMPLY WITH ALL LAWS AND REGULATIONS OF THE UNITED
STATES, OF ANY STATE OR STATES THEREOF, OF ANY POLITICAL SUBDIVISION THEREOF AND
OF ANY GOVERNMENTAL AUTHORITY WHICH MAY BE APPLICABLE TO THE BORROWER OR TO THE
BORROWER'S BUSINESS EXCEPT WHERE FAILURE WOULD NOT REASONABLY BE EXPECTED TO
CAUSE A MATERIAL ADVERSE CHANGE.
4.4
COMPLIANCE WITH LAWS.
BORROWER SHALL COMPLY WITH ALL LAWS,
ORDERS, REGULATIONS AND ORDINANCES OF ANY FEDERAL, FOREIGN, STATE OR LOCAL
GOVERNMENTAL AUTHORITY, EXCEPT WHERE THE FAILURE TO COMPLY WOULD NOT REASONABLY
BE EXPECTED TO CAUSE A MATERIAL ADVERSE CHANGE.
4.5
INSURANCE.
THE BORROWER SHALL MAINTAIN, AT ITS EXPENSE, SUCH
PUBLIC LIABILITY AND CASUALTY AND PROPERTY DAMAGE INSURANCE IN SUCH AMOUNTS AS
IS ORDINARILY CARRIED BY OTHER BUSINESSES SIMILAR TO BORROWER.
4.6
EXPENSES.
THE BORROWER WILL PAY OR REIMBURSE THE LENDER, ON
DEMAND, FOR ALL REASONABLE EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE
COUNSEL FEES AND EXPENSES) INCURRED OR PAID BY THE LENDER IN CONNECTION WITH THE
ENFORCEMENT BY THE LENDER OF ITS RIGHTS HEREUNDER; PROTECTION OR REALIZATION ON
ANY COLLATERAL HELD BY THE LENDER AS SECURITY FOR THE LIABILITIES OF THE
BORROWER AND IN THE DEFENSE OF ANY ACTION AGAINST THE LENDER WITH RESPECT TO ITS
RIGHTS OR LIABILITIES HEREUNDER.
4.7
REPORTS TO THE SEC AND TO SHAREHOLDERS.
THE BORROWER WILL FURNISH
TO LENDER PROMPTLY UPON THE FILING OR SENDING THEREOF, COPIES OF ALL REGULAR,
PERIODIC OR SPECIAL REPORTS OF BORROWER FILED WITH THE SEC; COPIES OF ALL
REGISTRATION STATEMENTS OF THE BORROWER FILED WITH THE
5
SEC (OTHER THAN ON FORM S-8); AND COPIES OF ALL PROXY STATEMENTS OR OTHER
COMMUNICATIONS MADE TO SECURITY HOLDERS GENERALLY.
4.8
NOTICE OF DEFAULT.
BORROWER SHALL PROVIDE WRITTEN NOTICE TO
LENDER PROMPTLY UPON BECOMING AWARE OF ANY EVENT OF DEFAULT OR ANY EVENT WHICH,
IF LEFT UNCURED, WITH THE PASSING OF TIME OR NOTICE OR BOTH WOULD CONSTITUTE AN
EVENT OF DEFAULT DESCRIBING