TO HAVE A MATERIAL ADVERSE EFFECT.
10.1.6
RESERVED.
10.1.7
MANAGEMENT REPORTS.
PROMPTLY UPON RECEIPT THEREOF, COPIES OF ALL
DETAILED FINANCIAL AND MANAGEMENT REPORTS SUBMITTED TO THE COMPANY BY
INDEPENDENT AUDITORS IN CONNECTION WITH EACH ANNUAL OR INTERIM AUDIT MADE BY
SUCH AUDITORS OF THE BOOKS OF THE COMPANY.
10.1.8
PROJECTIONS.
AS SOON AS PRACTICABLE, AND IN ANY EVENT NOT LATER
THAN 30 DAYS AFTER THE COMMENCEMENT OF EACH FISCAL YEAR, FINANCIAL PROJECTIONS
FOR THE LOAN PARTIES FOR SUCH FISCAL YEAR (INCLUDING MONTHLY OPERATING AND CASH
FLOW BUDGETS) PREPARED IN A MANNER CONSISTENT WITH THE PROJECTIONS DELIVERED BY
THE COMPANY TO THE LENDERS PRIOR TO THE CLOSING DATE OR OTHERWISE IN A MANNER
REASONABLY SATISFACTORY TO THE ADMINISTRATIVE AGENT, ACCOMPANIED BY A
CERTIFICATE OF A SENIOR OFFICER OF THE COMPANY ON BEHALF OF THE COMPANY TO THE
EFFECT THAT (A) SUCH PROJECTIONS WERE PREPARED BY THE COMPANY IN GOOD FAITH,
(B) THE COMPANY HAS A REASONABLE BASIS FOR THE ASSUMPTIONS CONTAINED IN SUCH
PROJECTIONS AND (C) SUCH PROJECTIONS HAVE BEEN PREPARED IN ACCORDANCE WITH SUCH
ASSUMPTIONS.
10.1.9
SUBORDINATED DEBT NOTICES.
PROMPTLY FOLLOWING RECEIPT, COPIES OF
ANY NOTICES (INCLUDING NOTICES OF DEFAULT OR ACCELERATION) RECEIVED FROM ANY
HOLDER OR TRUSTEE OF, UNDER OR WITH RESPECT TO ANY SUBORDINATED DEBT.
10.1.10
OTHER INFORMATION.
PROMPTLY FROM TIME TO TIME, SUCH OTHER
INFORMATION CONCERNING THE LOAN PARTIES AS ANY LENDER OR THE ADMINISTRATIVE
AGENT MAY REASONABLY REQUEST.
10.2
BOOKS, RECORDS AND INSPECTIONS.
KEEP, AND CAUSE EACH OTHER LOAN
PARTY TO KEEP, ITS BOOKS AND RECORDS IN ACCORDANCE WITH SOUND BUSINESS PRACTICES
SUFFICIENT TO ALLOW THE PREPARATION OF FINANCIAL STATEMENTS IN ACCORDANCE WITH
GAAP; PERMIT, AND CAUSE EACH OTHER LOAN PARTY TO PERMIT, ANY LENDER OR THE
ADMINISTRATIVE AGENT OR ANY REPRESENTATIVE THEREOF TO INSPECT THE PROPERTIES AND
OPERATIONS OF THE LOAN PARTIES; AND PERMIT, AND CAUSE EACH OTHER LOAN PARTY TO
PERMIT, AT ANY REASONABLE TIME AND WITH REASONABLE NOTICE (OR AT ANY TIME
WITHOUT NOTICE IF AN EVENT OF DEFAULT EXISTS), ANY LENDER OR THE ADMINISTRATIVE
AGENT OR ANY REPRESENTATIVE THEREOF TO VISIT ANY OR ALL OF ITS OFFICES, TO
DISCUSS ITS FINANCIAL MATTERS WITH ITS OFFICERS AND ITS INDEPENDENT AUDITORS
(AND THE COMPANY HEREBY AUTHORIZES SUCH INDEPENDENT AUDITORS TO DISCUSS SUCH
FINANCIAL MATTERS WITH ANY LENDER OR THE ADMINISTRATIVE AGENT OR ANY
REPRESENTATIVE THEREOF), AND TO EXAMINE (AND, AT THE EXPENSE OF THE LOAN
PARTIES, PHOTOCOPY EXTRACTS FROM) ANY OF ITS BOOKS OR OTHER RECORDS; AND PERMIT,
AND CAUSE EACH OTHER LOAN PARTY TO PERMIT, THE ADMINISTRATIVE AGENT
40
and its representatives to inspect the Inventory and other tangible assets of
the Loan Parties, to perform appraisals of the equipment of the Loan Parties,
and to inspect, audit, check and make copies of and extracts from the books,
records, computer data, computer programs, journals, orders, receipts,
correspondence and other data relating to Inventory, Accounts and any other
collateral. All such inspections or audits by the Administrative Agent shall be
at the Loan Parties' expense, provided that so long as no Event of