AND BUDGET.
AS SOON AS
AVAILABLE AND IN ANY EVENT WITHIN SIXTY (60) DAYS AFTER THE END OF EACH FISCAL
YEAR, FORECASTS PREPARED BY MANAGEMENT OF THE BORROWER, IN FORM REASONABLY
SATISFACTORY TO THE ADMINISTRATIVE AGENT, OF BALANCE SHEETS, INCOME STATEMENTS
AND CASH FLOW STATEMENTS ON A MONTHLY BASIS FOR THE FISCAL YEAR FOLLOWING SUCH
FISCAL YEAR AND ON AN ANNUAL BASIS FOR EACH FISCAL YEAR THEREAFTER UNTIL THE
MATURITY DATE TOGETHER WITH A BUDGET FOR EACH FISCAL QUARTER OF THE FISCAL YEAR
FOLLOWING SUCH FISCAL YEAR, IN FORM REASONABLY SATISFACTORY TO THE
ADMINISTRATIVE AGENT.
(F)
MANAGEMENT DISCUSSION AND ANALYSIS
REPORTS.
SIMULTANEOUSLY WITH THE DELIVERY OF EACH SET OF CONSOLIDATED FINANCIAL
STATEMENTS REFERRED TO IN SECTION 6.01(A), (B) AND THE REPORT REFERRED TO IN
SECTION 6.01(E), A REPORT SETTING FORTH MANAGEMENT'S ANALYSIS AND DISCUSSION OF
THE CONDITION (FINANCIAL AND OTHERWISE) OPERATIONS, PROSPECTS AND FORECASTS IN
RESPECT OF THE BUSINESS OF THE BORROWER AND ITS SUBSIDIARIES.
THE BORROWER
SHALL, NOT LATER THAN 20 DAYS FOLLOWING THE LENDERS' REQUEST, SCHEDULE ONE
TELEPHONIC CONFERENCE PER APPLICABLE PERIOD WITH MANAGEMENT OF THE BORROWER TO
DISCUSS THE CONTENTS OF THE RELEVANT REPORTS.
Section 6.02
Certificates; Reports; Other
Information.
Deliver to the Administrative Agent for prompt further
distribution to each Lender:
(A)
UPON DELIVERY OF THE FINANCIAL STATEMENTS
REFERRED TO IN SECTION 6.01(A) AND (B) AND A DULY COMPLETED COMPLIANCE
CERTIFICATE SIGNED BY A RESPONSIBLE OFFICER OF THE PARENT;
(B)
PROMPTLY AFTER THE SAME ARE PUBLICLY
AVAILABLE, COPIES OF ALL ANNUAL, REGULAR, PERIODIC AND SPECIAL REPORTS AND
REGISTRATION STATEMENTS WHICH THE PARENT FILES WITH THE SEC OR WITH ANY
GOVERNMENTAL AUTHORITY THAT MAY BE SUBSTITUTED THEREFOR (OTHER THAN AMENDMENTS
TO ANY REGISTRATION STATEMENT (TO THE EXTENT SUCH REGISTRATION STATEMENT, IN THE
FORM IT BECAME EFFECTIVE, IS DELIVERED), EXHIBITS TO ANY REGISTRATION STATEMENT
AND, IF APPLICABLE, ANY REGISTRATION STATEMENT ON FORM S-8) AND IN ANY CASE NOT
OTHERWISE REQUIRED TO BE DELIVERED TO THE ADMINISTRATIVE AGENT PURSUANT HERETO;
(C)
PROMPTLY AFTER THE FURNISHING THEREOF,
COPIES OF ANY MATERIAL REQUESTS OR MATERIAL NOTICES RECEIVED BY ANY LOAN PARTY
OR ANY OF ITS SUBSIDIARIES (OTHER THAN IN THE ORDINARY COURSE OF BUSINESS);
(D)
TOGETHER WITH THE DELIVERY OF THE FINANCIAL
STATEMENTS PURSUANT TO SECTION 6.01(A) AND EACH COMPLIANCE CERTIFICATE PURSUANT
TO SECTION 6.02(A), (I) A DESCRIPTION OF EACH EVENT, CONDITION OR CIRCUMSTANCE
DURING THE LAST FISCAL QUARTER COVERED BY SUCH COMPLIANCE CERTIFICATE REQUIRING
A PREPAYMENT UNDER SECTION 2.05(B), (II) A LIST OF SUBSIDIARIES THAT IDENTIFIES
EACH SUBSIDIARY AS A MATERIAL SUBSIDIARY OR AN IMMATERIAL SUBSIDIARY AS OF THE
DATE OF DELIVERY OF SUCH COMPLIANCE CERTIFICATE OR A CONFIRMATION THAT THERE IS
NO CHANGE IN SUCH INFORMATION SINCE THE LATER OF THE CLOSING DATE OR THE DATE OF
THE LAST SUCH LIST AND (III) SUCH OTHER INFORMATION REQUIRED BY THE COMPLIANCE
CERTIFICATE; AND
(E)
PROMPTLY, SUCH ADDITIONAL INFORMATION
REGARDING THE BUSINESS, LEGAL, FINANCIAL OR CORPORATE AFFAIRS OF ANY LOAN PARTY
OR ANY MATERIAL SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF THE LOAN DOCUMENTS,
AS THE ADMINISTRATIVE AGENT OR ANY LENDER