ACCOUNTS) OF THE GUARANTY AND COLLATERAL AGREEMENT SINCE THE
INITIAL BORROWING DATE OR, IF LATER, SINCE THE DATE OF THE MOST RECENT
CERTIFICATE DELIVERED PURSUANT TO THIS SECTION 10.01(C), OR IF THERE HAVE BEEN
ANY SUCH CHANGES, A LIST IN REASONABLE DETAIL OF SUCH CHANGES (BUT, IN EACH CASE
WITH RESPECT TO THIS CLAUSE (III), ONLY TO THE EXTENT THAT SUCH CHANGES IN
INFORMATION ARE REQUIRED TO BE REPORTED TO THE COLLATERAL AGENT PURSUANT TO THE
TERMS OF SUCH SECURITY DOCUMENTS) AND WHETHER HOLDINGS AND THE OTHER CREDIT
PARTIES HAVE OTHERWISE TAKEN ALL ACTIONS REQUIRED TO BE TAKEN BY THEM PURSUANT
TO SUCH SECURITY DOCUMENTS IN CONNECTIONS WITH ANY SUCH CHANGES;
(D)
CONCURRENTLY WITH ANY DELIVERY OF FINANCIAL
STATEMENTS UNDER CLAUSE (A) ABOVE, A CERTIFICATE OR OTHER WRITTEN STATEMENT OF
THE ACCOUNTING FIRM THAT REPORTED ON SUCH FINANCIAL STATEMENTS STATING WHETHER
THEY OBTAINED KNOWLEDGE DURING THE COURSE OF THEIR EXAMINATION OF SUCH FINANCIAL
STATEMENTS OF ANY DEFAULT OR EVENT OF DEFAULT (WHICH CERTIFICATE MAY BE LIMITED
TO THE EXTENT REQUIRED BY ACCOUNTING RULES OR GUIDELINES);
(E)
AS SOON AS AVAILABLE, BUT IN ANY EVENT NOT
MORE THAN NINETY (90) DAYS AFTER THE END OF EACH FISCAL YEAR OF HOLDINGS, A COPY
OF THE PLAN AND FORECAST (INCLUDING A PROJECTED CONSOLIDATED BALANCE SHEET,
INCOME STATEMENT AND CASH FLOW STATEMENT) OF HOLDINGS AND ITS SUBSIDIARIES FOR
EACH MONTH OF SUCH FISCAL YEAR (THE "PROJECTIONS"), TOGETHER WITH A SUMMARY OF
ASSUMPTIONS UNDERLYING SUCH FORECAST, IN FORM REASONABLY SATISFACTORY TO THE
ADMINISTRATIVE AGENT;
(F)
PROMPTLY AFTER THE SAME BECOME PUBLICLY
AVAILABLE, COPIES OF ALL PERIODIC AND OTHER REPORTS, PROXY STATEMENTS AND OTHER
MATERIALS FILED BY THE BORROWER OR ANY SUBSIDIARY WITH THE SECURITIES AND
EXCHANGE COMMISSION, OR ANY GOVERNMENTAL AUTHORITY SUCCEEDING TO ANY OR ALL OF
THE FUNCTIONS OF SAID COMMISSION, OR WITH ANY NATIONAL SECURITIES EXCHANGE, OR
DISTRIBUTED BY HOLDINGS TO ITS PUBLIC SECURITIES HOLDERS GENERALLY, AS THE CASE
MAY BE;
(G)
PROMPTLY FOLLOWING ANY REQUEST THEREFOR,
SUCH OTHER INFORMATION REGARDING THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL
CONDITION OF ANY CREDIT PARTY OR ANY SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF
THIS AGREEMENT, AS THE ADMINISTRATIVE AGENT MAY REASONABLY REQUEST; AND
(H)
PROMPTLY FOLLOWING THE REASONABLE REQUEST
FROM THE ADMINISTRATIVE AGENT, ANY DOCUMENTATION AND OTHER INFORMATION REQUIRED
TO BE DELIVERED PURSUANT TO THE REQUIREMENTS OF SECTION 6.08.
Documents required to be delivered pursuant to Section 10.01 and Section 10.02
may be delivered electronically and if so delivered, shall be deemed to have
been delivered on the date on which such documents are posted on the Borrower's
behalf on
97
IntraLinks/IntraAgency or another website identified in the notice provided
pursuant to the next succeeding paragraph of this Section 10.01, if any, to
which each Lender and the Administrative Agent have been granted access (whether
a commercial, third-party website or whether sponsored by the Administrative
Agent); provided that (x) upon written request by the Administrative Agent or
any Lender, the Borrower shall deliver paper copies of such information to the
Administrative Agent or such