AVAILABLE, BUT IN ANY EVENT AT LEAST 15
DAYS AFTER THE END OF EACH FISCAL YEAR OF THE LEAD BORROWER, FORECASTS PREPARED
BY MANAGEMENT OF THE LEAD BORROWER, IN FORM SATISFACTORY TO THE ADMINISTRATIVE
AGENT, OF CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF INCOME OR OPERATIONS AND
CASH FLOWS OF THE LEAD BORROWER AND ITS SUBSIDIARIES ON A MONTHLY BASIS FOR THE
IMMEDIATELY FOLLOWING FISCAL YEAR (INCLUDING THE FISCAL YEAR IN WHICH THE
MATURITY DATE OCCURS), AND AS SOON AS AVAILABLE, ANY SIGNIFICANT REVISIONS TO
SUCH FORECAST WITH RESPECT TO SUCH FISCAL YEAR.
6.02
Certificates; Other
Information.
Deliver to the Administrative Agent and each Lender, in form and
detail satisfactory to the Administrative Agent and the Required Lenders:
(A)
CONCURRENTLY WITH THE DELIVERY OF THE FINANCIAL
STATEMENTS REFERRED TO IN SECTIONS 6.01(A), (B) AND (C), A DULY COMPLETED
COMPLIANCE CERTIFICATE SIGNED BY A RESPONSIBLE OFFICER OF THE LEAD BORROWER
WHICH (AMONG OTHER THINGS) INCLUDES (I) A DETAILED CALCULATION OF THE
CONSOLIDATED FIXED CHARGE COVERAGE RATIO, PROVIDED THAT, UNLESS (X) A COVENANT
COMPLIANCE EVENT HAS OCCURRED OR (Y) AVAILABILITY (CALCULATED, FOR PURPOSES OF
THIS CLAUSE (I), WITHOUT GIVING EFFECT TO THE AVAILABILITY BLOCK) IS GREATER
THAN OR EQUAL TO TWENTY PERCENT (20%) OF THE LESSER OF (1) THE AGGREGATE
COMMITMENTS AND (2) THE BORROWING BASE, SUCH CALCULATION SHALL BE REQUIRED ONLY
WITH THE DELIVERY OF THE FINANCIAL STATEMENTS REFERRED TO IN SECTIONS
6.01(A) AND (B), (II) AN EXPLANATION OF ANY CHANGE IN GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES USED IN THE PREPARATION OF SUCH FINANCIAL STATEMENTS AND
(III) A CERTIFICATION THAT NO DEFAULT OR EVENT OF DEFAULT EXISTS OR, IF ANY SUCH
DEFAULT OR EVENT OF DEFAULT SHALL EXIST, STATING THE NATURE AND STATUS OF SUCH
EVENT;
(B)
ON THE 15TH DAY OF EACH FISCAL MONTH (OR, IF SUCH
DAY IS NOT A BUSINESS DAY, ON THE NEXT SUCCEEDING BUSINESS DAY), A CERTIFICATE
IN THE FORM OF EXHIBIT F (A "BORROWING BASE CERTIFICATE") SHOWING THE BORROWING
BASE AS OF THE CLOSE OF BUSINESS AS OF THE LAST DAY OF THE IMMEDIATELY PRECEDING
FISCAL MONTH, EACH BORROWING BASE CERTIFICATE TO BE CERTIFIED AS COMPLETE AND
CORRECT BY A RESPONSIBLE OFFICER OF THE LEAD BORROWER; PROVIDED THAT AT ANY TIME
THAT AN ACCELERATED BORROWING BASE DELIVERY EVENT HAS OCCURRED AND IS
CONTINUING, SUCH BORROWING BASE CERTIFICATE SHALL BE DELIVERED NO LATER THAN THE
THIRD BUSINESS DAY OF EACH WEEK;
(C)
PROMPTLY AFTER THE SAME ARE AVAILABLE, COPIES OF
EACH PROXY OR OTHER COMMUNICATION SENT TO THE STOCKHOLDERS OF THE LOAN PARTIES,
AND COPIES OF ALL REPORTS AND REGISTRATION STATEMENTS, WHICH ANY LOAN PARTY MAY
FILE OR BE REQUIRED TO FILE WITH THE SEC UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934, AND IN ANY CASE NOT OTHERWISE REQUIRED TO BE
DELIVERED TO THE ADMINISTRATIVE AGENT PURSUANT HERETO;
(D)
THE FINANCIAL AND COLLATERAL REPORTS DESCRIBED ON
SCHEDULE 6.02 HERETO, AT THE TIMES SET FORTH IN SUCH SCHEDULE;
(E)
PROMPTLY AFTER THE FURNISHING THEREOF, COPIES OF
ANY STATEMENT OR REPORT FURNISHED TO ANY