LABOR DISPUTE, DROUGHT, STORM, HAIL, EARTHQUAKE,
EMBARGO, ACT OF GOD OR OF THE PUBLIC ENEMY OR OTHER CASUALTY (WHETHER OR NOT
COVERED BY INSURANCE) THAT COULD BE REASONABLY LIKELY TO HAVE A MATERIAL ADVERSE
EFFECT.
68
5.19
SPONSOR CONTROL.
THE BORROWER IS CONTROLLED BY THE SPONSOR.
5.20
VALIDITY, PRIORITY AND PERFECTION OF SECURITY INTERESTS IN THE
COLLATERAL.
THE COLLATERAL DOCUMENTS CREATE IN FAVOR OF THE COLLATERAL AGENT
FOR THE BENEFIT OF THE SECURED PARTIES A VALID SECURITY INTEREST IN THE
COLLATERAL, SECURING THE PAYMENT OF THE SECURED OBLIGATIONS UNDER THE LOAN
DOCUMENTS, AND WHEN (I) FINANCING STATEMENTS AND OTHER FILINGS IN APPROPRIATE
FORM DESCRIBING THE COLLATERAL WITH RESPECT TO WHICH A SECURITY INTEREST MAY BE
PERFECTED BY FILING OR RECORDATION ARE FILED OR RECORDED WITH THE APPROPRIATE
GOVERNMENTAL AUTHORITY AND (II) UPON THE TAKING OF POSSESSION OR CONTROL BY THE
COLLATERAL AGENT OF THE COLLATERAL WITH RESPECT TO WHICH A SECURITY INTEREST MAY
BE PERFECTED ONLY BY POSSESSION OR CONTROL, THE LIENS CREATED BY THE SECURITY
AGREEMENT SHALL CONSTITUTE FULLY PERFECTED LIENS ON, AND SECURITY INTERESTS IN,
ALL RIGHT, TITLE AND INTEREST OF THE GRANTORS IN THE COLLATERAL TO THE EXTENT
SUCH SECURITY INTERESTS CAN BE PERFECTED BY SUCH FILING, RECORDATION, POSSESSION
OR CONTROL WITH THE PRIORITY REQUIRED BY THE LOAN DOCUMENTS
THE LOAN PARTIES
ARE THE LEGAL AND BENEFICIAL OWNERS OF THE COLLATERAL FREE AND CLEAR OF ANY
LIEN, EXCEPT FOR THE LIENS AND SECURITY INTERESTS CREATED OR PERMITTED UNDER THE
LOAN DOCUMENTS.
ARTICLE VI
AFFIRMATIVE COVENANTS
So long as any Lender shall have any Commitment hereunder, any Loan or other
Obligation hereunder which is accrued and payable shall remain unpaid or
unsatisfied, or any Letter of Credit shall remain outstanding, the Borrower
shall, and shall (except in the case of the covenants set forth in Sections
6.01, 6.02, 6.03 and 6.11) cause each Subsidiary to:
6.01
FINANCIAL STATEMENTS.
DELIVER TO THE ADMINISTRATIVE AGENT, WHICH
SHALL DISTRIBUTE TO EACH LENDER, IN FORM AND DETAIL SATISFACTORY TO THE
ADMINISTRATIVE AGENT AND THE REQUIRED LENDERS:
(A)
WITHIN 120 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE BORROWER
(COMMENCING WITH THE FISCAL YEAR ENDED DECEMBER 31, 2006), A CONSOLIDATED
BALANCE SHEET OF THE BORROWER AND ITS SUBSIDIARIES AS AT THE END OF SUCH FISCAL
YEAR, AND THE RELATED CONSOLIDATED STATEMENTS OF INCOME OR OPERATIONS,
SHAREHOLDERS' EQUITY AND CASH FLOWS FOR SUCH FISCAL YEAR, SETTING FORTH IN EACH
CASE IN COMPARATIVE FORM THE FIGURES FOR THE PREVIOUS FISCAL YEAR, ALL IN
REASONABLE DETAIL AND PREPARED IN ACCORDANCE WITH GAAP, AUDITED AND ACCOMPANIED
BY A REPORT AND OPINION OF AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT OF
NATIONALLY RECOGNIZED STANDING REASONABLY ACCEPTABLE TO THE REQUIRED LENDERS,
WHICH REPORT AND OPINION SHALL BE PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED
AUDITING STANDARDS AND SHALL NOT BE SUBJECT TO ANY "GOING CONCERN" OR LIKE
QUALIFICATION OR EXCEPTION OR ANY QUALIFICATION OR EXCEPTION AS TO THE SCOPE OF
SUCH AUDIT;
(B)
WITHIN 45 DAYS AFTER THE END OF EACH OF THE FIRST THREE FISCAL
QUARTERS OF EACH