COMMISSION OR WITH ANY NATIONAL
SECURITIES EXCHANGE, AS THE CASE MAY BE (IT BEING UNDERSTOOD THAT THE OBLIGATION
TO FURNISH THE FOREGOING TO THE ADMINISTRATIVE AGENT AND THE LENDERS SHALL BE
DEEMED TO BE SATISFIED TO THE EXTENT THE FOREGOING ARE FILED WITH THE
COMMISSION); AND
(G) PROMPTLY FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING
THE OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF HOLDINGS, THE PARENT
BORROWER OR ANY SUBSIDIARY, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT,
AS THE ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 5.02.
NOTICES OF MATERIAL EVENTS.
HOLDINGS AND THE PARENT BORROWER
WILL FURNISH TO THE ADMINISTRATIVE AGENT AND EACH LENDER PROMPT WRITTEN NOTICE
OF THE FOLLOWING:
(A) THE OCCURRENCE OF ANY DEFAULT;
(B) THE FILING OR COMMENCEMENT OF ANY ACTION, SUIT OR PROCEEDING BY OR BEFORE
ANY ARBITRATOR OR GOVERNMENTAL AUTHORITY AGAINST OR AFFECTING HOLDINGS, THE
PARENT BORROWER OR ANY SUBSIDIARY THEREOF THAT, IF ADVERSELY DETERMINED, COULD
REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT;
(C) THE OCCURRENCE OF ANY ERISA EVENT THAT, ALONE OR TOGETHER WITH ANY OTHER
ERISA EVENTS THAT HAVE OCCURRED, COULD REASONABLY BE EXPECTED TO RESULT IN
LIABILITY OF HOLDINGS, THE PARENT BORROWER AND ITS SUBSIDIARIES IN AN AGGREGATE
AMOUNT EXCEEDING $10,000,000; AND
(D) ANY OTHER DEVELOPMENT THAT RESULTS IN, OR COULD REASONABLY BE EXPECTED TO
RESULT IN, A MATERIAL ADVERSE EFFECT.
Each notice delivered under this Section shall be accompanied by a statement of
a Financial Officer or other executive officer of the Parent Borrower setting
forth the details of the event or development requiring such notice and any
action taken or proposed to be taken with respect thereto.
SECTION 5.03.
INFORMATION REGARDING COLLATERAL.
(A) THE PARENT BORROWER WILL
FURNISH TO THE ADMINISTRATIVE AGENT PROMPT WRITTEN NOTICE OF ANY CHANGE (I) IN
ANY LOAN PARTY'S LEGAL NAME OR IN ANY TRADE NAME USED TO IDENTIFY IT IN THE
CONDUCT OF ITS BUSINESS OR IN THE OWNERSHIP OF ITS PROPERTIES, (II) IN THE
LOCATION OF ANY LOAN PARTY'S CHIEF EXECUTIVE OFFICE, ITS PRINCIPAL PLACE OF
BUSINESS, ANY OFFICE IN WHICH IT
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MAINTAINS BOOKS OR RECORDS RELATING TO COLLATERAL OWNED BY IT OR ANY OFFICE OR
FACILITY AT WHICH COLLATERAL OWNED BY IT IS LOCATED (INCLUDING THE ESTABLISHMENT
OF ANY SUCH NEW OFFICE OR FACILITY), (III) IN ANY LOAN PARTY'S IDENTITY OR
STRUCTURE, (IV) IN ANY LOAN PARTY'S JURISDICTION OF ORGANIZATION OR (V) IN ANY
LOAN PARTY'S FEDERAL TAXPAYER IDENTIFICATION NUMBER.
THE PARENT BORROWER AGREES
NOT TO EFFECT OR PERMIT ANY CHANGE REFERRED TO IN THE PRECEDING SENTENCE UNLESS
WRITTEN NOTICE HAS BEEN DELIVERED TO THE COLLATERAL AGENT, TOGETHER WITH ALL
APPLICABLE INFORMATION TO ENABLE THE ADMINISTRATIVE AGENT TO MAKE ALL FILINGS
UNDER THE UNIFORM COMMERCIAL CODE OR OTHERWISE THAT ARE REQUIRED IN ORDER FOR
THE COLLATERAL AGENT (ON BEHALF OF THE SECURED PARTIES) TO CONTINUE AT ALL TIMES
FOLLOWING SUCH CHANGE TO HAVE A VALID, LEGAL AND PERFECTED SECURITY INTEREST IN
ALL THE COLLATERAL.
(B) EACH YEAR, AT THE TIME OF DELIVERY