EFFECT ON BORROWER'S BUSINESS OR OPERATIONS.
BORROWER SHALL COMPLY, AND
HAVE EACH SUBSIDIARY COMPLY, WITH ALL LAWS, ORDINANCES AND REGULATIONS TO WHICH
IT IS SUBJECT, THE NONCOMPLIANCE WITH WHICH COULD REASONABLY BE EXPECTED TO HAVE
A MATERIAL ADVERSE EFFECT ON BORROWER'S BUSINESS.
12
(B)
OBTAIN ALL OF THE GOVERNMENTAL APPROVALS NECESSARY FOR THE
PERFORMANCE BY BORROWER OF ITS OBLIGATIONS UNDER THE LOAN DOCUMENTS TO WHICH IT
IS A PARTY AND THE GRANT OF A SECURITY INTEREST TO BANK IN ALL OF THE
COLLATERAL.
BORROWER SHALL PROMPTLY PROVIDE COPIES OF ANY SUCH OBTAINED
GOVERNMENTAL APPROVALS TO BANK.
6.2
FINANCIAL STATEMENTS, REPORTS, CERTIFICATES.
(A)
DELIVER TO BANK:
(I) AS SOON AS AVAILABLE, BUT NO LATER THAN
FORTY-FIVE (45) DAYS AFTER THE LAST DAY OF EACH QUARTER, A COMPANY PREPARED
CONSOLIDATED AND CONSOLIDATING BALANCE SHEET AND INCOME STATEMENT COVERING
BORROWER'S CONSOLIDATED AND CONSOLIDATING OPERATIONS DURING THE PERIOD CERTIFIED
BY A RESPONSIBLE OFFICER ON FORM 10-Q AS FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION; (II) AS SOON AS AVAILABLE, BUT NO LATER THAN NINETY (90) DAYS AFTER
THE LAST DAY OF BORROWER'S FISCAL YEAR, AUDITED CONSOLIDATED FINANCIAL
STATEMENTS PREPARED UNDER GAAP ON FORM 10-K, CONSISTENTLY APPLIED, TOGETHER WITH
AN UNQUALIFIED OPINION ON THE FINANCIAL STATEMENTS FROM AN INDEPENDENT CERTIFIED
PUBLIC ACCOUNTING FIRM OF NATIONAL REPUTATION OR OTHERWISE REASONABLY ACCEPTABLE
TO BANK IN ITS REASONABLE DISCRETION; (III) WITHIN FIVE (5) DAYS OF DELIVERY,
COPIES OF ALL STATEMENTS, REPORTS AND NOTICES MADE AVAILABLE TO BORROWER'S
SECURITY HOLDERS OR TO ANY HOLDERS OF SUBORDINATED DEBT; (IV) WITHIN FIVE
(5) DAYS AFTER FILING, ALL REPORTS ON FORM 8-K, 10-K AND 10-Q FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION; (V) A PROMPT REPORT OF ANY LEGAL ACTIONS
PENDING OR THREATENED IN WRITING AGAINST BORROWER OR ANY OF ITS SUBSIDIARIES
THAT, IF ADVERSELY DETERMINED, COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT ON BORROWER'S BUSINESS; (VI) AS SOON AS AVAILABLE, BUT NO LATER
THAN SIXTY (60) DAYS AFTER THE LAST DAY OF BORROWER'S FISCAL YEARS, AND
CONTEMPORANEOUSLY WITH ANY UPDATES THERETO, BORROWER'S BOARD-APPROVED
PROJECTIONS FOR THE SUBSEQUENT FISCAL YEAR; AND (VII) BUDGETS, SALES
PROJECTIONS, OPERATING PLANS AND OTHER FINANCIAL INFORMATION OF BORROWER
REASONABLY REQUESTED BY BANK.
BORROWER'S 10-K, 10-Q, AND 8-K REPORTS REQUIRED TO BE DELIVERED PURSUANT TO THIS
SECTION 6.2(A) SHALL BE DEEMED TO HAVE BEEN DELIVERED ON THE DATE ON WHICH
BORROWER POSTS SUCH REPORT OR PROVIDES A LINK THERETO ON BORROWER'S OR ANOTHER
WEBSITE ON THE INTERNET.
(B)
WITHIN FORTY-FIVE (45) DAYS AFTER THE LAST DAY OF EACH MONTH,
DELIVER TO BANK WITH THE MONTHLY FINANCIAL STATEMENTS, A DULY COMPLETED
COMPLIANCE CERTIFICATE SIGNED BY A RESPONSIBLE OFFICER SETTING FORTH
CALCULATIONS SHOWING COMPLIANCE WITH THE FINANCIAL COVENANTS SET FORTH IN
SECTION 6.7.
(C)
UPON BANK'S REQUEST (WHICH, PRIOR TO THE OCCURRENCE AND
CONTINUANCE OF AN EVENT OF DEFAULT SHALL NOT OCCUR MORE THAN ONE (1) TIME PER
MONTH), DELIVER TO BANK AGED LISTINGS OF ACCOUNTS RECEIVABLE AND ACCOUNTS
PAYABLE (BY INVOICE DATE) AND A STATEMENT OF BORROWER'S CASH BALANCES FOR ALL OF
ITS ACCOUNTS THAT