ANY TIME DURING ANY OF THE
PERIODS SET FORTH BELOW TO EXCEED THE RATIO SET FORTH OPPOSITE SUCH PERIOD:
Period
Ratio
Through October 2, 2004
3.75:1.00
October 3, 2004 through October 1, 2005.
3.50:1.00
October 2, 2005 and thereafter
3.00:1.00
SECTION 7.14.
INTEREST EXPENSE
COVERAGE RATIO.
THE BORROWER SHALL NOT PERMIT THE RATIO OF (I) CONSOLIDATED
EBITDA TO (II) CONSOLIDATED INTEREST EXPENSE, IN EACH CASE FOR THE PERIOD OF
FOUR CONSECUTIVE FISCAL QUARTERS ENDING DURING ANY PERIOD SET FORTH BELOW TO BE
LESS THAN THE RATIO SET FORTH OPPOSITE SUCH PERIOD:
Period
Ratio
Through June 26, 2004
3.25:1.00
June 27, 2004 and thereafter
3.50:1.00
ARTICLE VIII
EVENTS OF DEFAULT
SECTION 8.01.
EVENTS OF
DEFAULT.
THE TERM "EVENT OF DEFAULT" MEANS ANY OF THE EVENTS SET FORTH IN THIS
SECTION 8.01.
(A)
NON‐PAYMENT.
THE
BORROWER SHALL (I) FAIL TO PAY WHEN AND AS REQUIRED TO BE PAID HEREIN, ANY
AMOUNT OF PRINCIPAL OF ANY LOAN OR ANY REIMBURSEMENT WITH RESPECT TO ANY L/C
DISBURSEMENT; OR (II) FAIL TO PAY WITHIN THREE BUSINESS DAYS AFTER THE SAME
SHALL BECOME DUE AND PAYABLE, ANY AMOUNT OF INTEREST ON ANY LOAN OR ANY L/C
DISBURSEMENT OR ANY FEE OR OTHER AMOUNT PAYABLE HEREUNDER OR UNDER ANY OTHER
LOAN DOCUMENT OR ANY OTHER OBLIGATION;
(B)
REPRESENTATIONS AND
WARRANTIES.
ANY REPRESENTATION OR WARRANTY MADE BY THE BORROWER IN THIS
AGREEMENT OR IN ANY OTHER LOAN DOCUMENT, OR WHICH IS CONTAINED IN ANY
CERTIFICATE, DOCUMENT OR FINANCIAL OR OTHER STATEMENT DELIVERED AT ANY TIME
UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT SHALL
PROVE TO HAVE BEEN INCORRECT OR UNTRUE IN ANY MATERIAL RESPECT WHEN MADE OR
DEEMED MADE;
110
(C)
SPECIFIC DEFAULTS.
THE BORROWER SHALL FAIL TO PERFORM OR OBSERVE ANY TERM, COVENANT OR AGREEMENT
CONTAINED IN ARTICLE VII OR SECTION 6.02, 6.05 (WITH RESPECT TO THE BORROWER'S
EXISTENCE), OR 6.10(B);
(D)
OTHER DEFAULTS.
THE
BORROWER SHALL FAIL TO PERFORM OR OBSERVE ANY OTHER TERM OR COVENANT CONTAINED
IN THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, AND SUCH DEFAULT SHALL CONTINUE
UNREMEDIED FOR A PERIOD OF 30 DAYS AFTER THE DATE UPON WHICH WRITTEN NOTICE
THEREOF SHALL HAVE BEEN GIVEN TO THE BORROWER BY THE ADMINISTRATIVE AGENT;
(E)
DEFAULT UNDER OTHER
AGREEMENTS.
ANY DEFAULT SHALL OCCUR UNDER THE EXISTING FIVE-YEAR CREDIT
AGREEMENT, THE RECEIVABLES FACILITY OR UNDER ANY OTHER INDEBTEDNESS OF THE
BORROWER (OTHER THAN ANY DEFAULT UNDER ANY AGREEMENT TO WHICH THE BORROWER AND
ONE OR MORE LENDERS ARE PARTY TO THE EXTENT SUCH DEFAULT RESULTS FROM THE
TRANSFER OR PLEDGE OF EXCESS MARGIN STOCK) OR ANY OF ITS SUBSIDIARIES HAVING AN
AGGREGATE OUTSTANDING PRINCIPAL AMOUNT OF $50,000,000 OR MORE OR UNDER ONE OR
MORE HEDGING AGREEMENTS OF THE BORROWER OR ANY OF ITS SUBSIDIARIES RESULTING IN
AGGREGATE NET OBLIGATIONS OF $50,000,000 OR MORE AND SUCH DEFAULT SHALL:
(I) CONSIST OF THE
FAILURE TO PAY ANY INDEBTEDNESS WHEN DUE (WHETHER AT SCHEDULED MATURITY,
BY REQUIRED PREPAYMENT, ACCELERATION, DEMAND OR OTHERWISE)
AFTER GIVING EFFECT TO ANY APPLICABLE GRACE OR
NOTICE PERIOD;