SAME EXTENT AS THE BORROWER MIGHT HAVE DONE, PROVIDED THAT IF SUCH DEMAND IS
WITHDRAWN OR SUCH EVENT OF DEFAULT IS CURED OR WAIVED (AS EVIDENCED BY A WRITTEN
ACKNOWLEDGMENT TO THAT EFFECT BY THE ADMINISTRATIVE AGENT), THE ADMINISTRATIVE
AGENT SHALL CEASE SO TO NOTIFY NEW ACCOUNT DEBTORS.
SECTION 8.3
DISPUTES, RETURNS AND ADJUSTMENTS.
(A)
IN THE EVENT ANY AMOUNTS DUE AND OWING UNDER ANY RECEIVABLE FOR AN
AMOUNT IN EXCESS OF $500,000 (OR SUCH LOWER AMOUNT AS THE ADMINISTRATIVE AGENT
MAY ESTABLISH FROM TIME TO TIME IN THE EXERCISE OF ITS REASONABLE CREDIT
JUDGMENT) ARE IN MATERIAL DISPUTE IN THE JUDGMENT OF THE BORROWER BETWEEN THE
ACCOUNT DEBTOR AND THE BORROWER, THE BORROWER SHALL PROVIDE THE ADMINISTRATIVE
AGENT WITH PROMPT WRITTEN NOTICE THEREOF.
(B)
THE BORROWER SHALL NOTIFY THE ADMINISTRATIVE AGENT PROMPTLY OF ALL
MATERIAL RETURNS AND CREDITS IN EXCESS OF $250,000 (OR SUCH LOWER AMOUNT AS THE
ADMINISTRATIVE AGENT MAY ESTABLISH FROM TIME TO TIME IN THE EXERCISE OF ITS
REASONABLE CREDIT JUDGMENT) IN RESPECT OF ANY RECEIVABLES, WHICH NOTICE SHALL
SPECIFY THE RECEIVABLES AFFECTED.
(C)
THE BORROWER MAY, IN THE ORDINARY COURSE OF BUSINESS AND PRIOR TO
A DEFAULT OR AN EVENT OF DEFAULT, GRANT ANY EXTENSION OF TIME FOR PAYMENT OF ANY
RECEIVABLE OR COMPROMISE, COMPOUND OR SETTLE THE SAME FOR LESS THAN THE FULL
AMOUNT THEREOF OR RELEASE WHOLLY OR PARTLY ANY PERSON LIABLE FOR THE PAYMENT
THEREOF OR ALLOW ANY CREDIT OR DISCOUNT WHATSOEVER THEREON; PROVIDED THAT (I) NO
SUCH ACTION RESULTS IN THE REDUCTION OF MORE THAN $500,000 (OR SUCH LOWER AMOUNT
AS THE ADMINISTRATIVE AGENT MAY ESTABLISH FROM TIME TO TIME IN THE EXERCISE OF
ITS REASONABLE CREDIT JUDGMENT) IN THE AMOUNT PAYABLE WITH RESPECT TO ALL
RECEIVABLES IN ANY FISCAL MONTH OF THE BORROWER, AND (II) THE ADMINISTRATIVE
AGENT IS PROMPTLY NOTIFIED OF THE AMOUNT OF SUCH ADJUSTMENTS AND THE
RECEIVABLE(S) AFFECTED THEREBY.
SECTION 8.4
INVOICES.
UPON THE REQUEST OF THE ADMINISTRATIVE AGENT,
THE BORROWER SHALL DELIVER TO THE ADMINISTRATIVE AGENT, AT THE BORROWER'S
EXPENSE, COPIES OF CUSTOMERS' INVOICES OR THE EQUIVALENT, ORIGINAL SHIPPING AND
DELIVERY RECEIPTS OR OTHER PROOF OF DELIVERY, CUSTOMERS' STATEMENTS, THE
PHOTOCOPY OF ALL DOCUMENTS, INCLUDING, WITHOUT LIMITATION, REPAYMENT HISTORIES
AND PRESENT STATUS REPORTS, RELATING TO RECEIVABLES AND SUCH OTHER DOCUMENTS AND
INFORMATION RELATING TO THE RECEIVABLES AS THE ADMINISTRATIVE AGENT SHALL
SPECIFY.
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SECTION 8.5
DELIVERY OF INSTRUMENTS.
IN THE EVENT ANY RECEIVABLE IN
AN AMOUNT IN EXCESS OF $100,000 IS, OR RECEIVABLES IN EXCESS OF $500,000 IN THE
AGGREGATE ARE, AT ANY TIME EVIDENCED BY A PROMISSORY NOTE OR NOTES, TRADE
ACCEPTANCE OR ANY OTHER INSTRUMENT FOR THE PAYMENT OF MONEY, THE BORROWER WILL
IMMEDIATELY UPON DEMAND BY THE ADMINISTRATIVE AGENT, DELIVER SUCH INSTRUMENTS TO
THE ADMINISTRATIVE AGENT, APPROPRIATELY ENDORSED TO THE ADMINISTRATIVE AGENT.
SECTION 8.6
SALES OF INVENTORY.
ALL SALES OF INVENTORY WILL BE MADE
IN COMPLIANCE WITH ALL REQUIREMENTS OF APPLICABLE LAW.
SECTION 8.7
RETURNED GOODS.
THE SECURITY INTEREST IN THE INVENTORY
SHALL, WITHOUT FURTHER ACT, ATTACH TO THE CASH AND NON-CASH