BORROWERS TO THE EFFECT THAT SUCH STATEMENTS ARE FAIRLY STATED IN ALL MATERIAL
RESPECTS WHEN CONSIDERED IN RELATION TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
THE COMPANY AND ITS SUBSIDIARIES.
(B)
QUARTERLY FINANCIALS. AS SOON AS AVAILABLE, BUT IN ANY EVENT WITHIN 45
DAYS AFTER THE END OF EACH OF THE FIRST THREE FISCAL QUARTERS OF EACH FISCAL
YEAR OF THE BORROWERS, A CONSOLIDATED BALANCE SHEET OF THE COMPANY AND ITS
SUBSIDIARIES AS AT THE END OF SUCH FISCAL QUARTER, AND THE RELATED CONSOLIDATED
STATEMENTS OF INCOME OR OPERATIONS, SHAREHOLDERS' EQUITY AND CASH FLOWS FOR SUCH
FISCAL QUARTER AND FOR THE PORTION OF THE BORROWERS' FISCAL YEAR THEN ENDED,
SETTING FORTH IN EACH CASE IN COMPARATIVE FORM THE FIGURES FOR THE CORRESPONDING
FISCAL QUARTER OF THE PREVIOUS FISCAL YEAR AND THE CORRESPONDING PORTION OF THE
PREVIOUS FISCAL YEAR, ALL IN REASONABLE DETAIL, CERTIFIED BY THE
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chief executive officer, chief financial officer, treasurer or controller of the
Borrowers as fairly presenting the financial condition, results of operations,
shareholders' equity and cash flows of the Company and its Subsidiaries in
accordance with GAAP, subject only to normal year-end audit adjustments and the
absence of footnotes.
(C)
ANNUAL BUSINESS PLAN AND BUDGET. AS SOON AS AVAILABLE, BUT IN ANY EVENT AT
LEAST 60 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE COMPANY, AN ANNUAL
BUSINESS PLAN AND BUDGET OF THE COMPANY AND ITS SUBSIDIARIES ON A CONSOLIDATED
BASIS, INCLUDING FORECASTS PREPARED BY MANAGEMENT OF THE COMPANY, IN FORM
SATISFACTORY TO THE ADMINISTRATIVE AGENT AND THE REQUIRED LENDERS, OF
CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF INCOME OR OPERATIONS AND CASH
FLOWS OF THE COMPANY AND ITS SUBSIDIARIES ON A QUARTERLY BASIS FOR THE
IMMEDIATELY FOLLOWING FISCAL YEAR (INCLUDING THE FISCAL YEAR IN WHICH THE
MATURITY DATE FOR THE TERM FACILITY OCCURS).
(D)
ADDITIONAL REPORTING.
AS SOON AS AVAILABLE (BUT NO LESS THAN 10 DAYS)
AFTER THE OCCURRENCE OF A COVENANT TRIGGERING EVENT, A COVENANT TRIGGERING EVENT
CERTIFICATE AND PROMPTLY UPON REQUEST AT ANY TIME DURING A COVENANT TRIGGER
PERIOD, SUCH OTHER FINANCIAL REPORTING AS THE ADMINISTRATIVE AGENT OR REQUIRED
LENDERS MAY REASONABLY REQUEST FROM TIME TO TIME.
AS SOON AS AVAILABLE (BUT NO
LESS THAN 10 DAYS) AFTER A CURE OF THE INITIAL COVENANT TRIGGER EVENT, IF ANY, A
CERTIFICATE (IN FORM AND SUBSTANCE REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE
AGENT AND EXECUTED ON BEHALF OF THE BORROWERS BY A RESPONSIBLE OFFICER OF THE
COMPANY) SETTING FORTH A CALCULATION OF THE AGGREGATE BASKET AMOUNT AS OF THE
LAST DAY OF SUCH COVENANT TRIGGER PERIOD.
As to any information contained in materials furnished pursuant to
Section 6.02(c), the Borrowers shall not be separately required to furnish such
information under Section 6.01(a) or (b) above, but the foregoing shall not be
in derogation of the obligation of the Borrowers to furnish the information and
materials described in Sections 6.01(a) and (b) above at the times specified
therein.
6.02
Certificates; Other Information.
Deliver to the Administrative
Agent and each Lender, in form and detail satisfactory