ANY OF ITS SUBSIDIARIES), FINANCIAL AND OPERATING STATEMENTS, BUDGETS, BUSINESS
AND CAPEX PLANS TOGETHER WITH SUCH OTHER INFORMATION, REPORTS AND DOCUMENTS AS
ROYAL MAY REASONABLY REQUEST;
(W)
THAT IT WILL PROVIDE PROMPT NOTICE TO ROYAL OF
ANY CHANGE TO THE FINANCIAL POSITION OR BUSINESS OF THE BORROWER OR ANY OF ITS
SUBSIDIARIES WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON ITS FINANCIAL
POSITION, BUSINESS OR ABILITY TO PERFORM ITS OBLIGATIONS UNDER THE AGREEMENT;
(X)
THAT IT WILL DELIVER TO ROYAL THE
BORROWING BASE CERTIFICATE AS REQUIRED BY SECTION 3.7 AND SECTION 3.14;
6.2
GUARANTOR'S COVENANTS
The Guarantor covenants with Royal as follows:
Positive Covenants of the Guarantor
(A)
THAT IT WILL DULY OBSERVE AND PERFORM OR
CAUSE TO BE OBSERVED AND PERFORMED EACH AND ALL OF THE COVENANTS AND AGREEMENTS
REQUIRED BY IT TO BE PERFORMED AND OBSERVED AS SET FORTH IN THE AGREEMENT AND
THE GUARANTEE;
(B)
THAT IT WILL AT ALL TIMES MAINTAIN SUCH
INSURANCE AS IS USUALLY MAINTAINED BY OTHERS IN THE BUSINESS OF THE SAME NATURE
AS THE BUSINESS OF THE GUARANTOR AND EACH OF ITS SUBSIDIARIES, AS THE CASE MAY
BE, OR MAINTAIN A PROGRAM OF SELF-INSURANCE, WITH RESERVES, IN ACCORDANCE WITH
SOUND BUSINESS PRACTICES;
(C)
THAT IT WILL, MAINTAIN ITS WEB SITE AND
POST IN A TIMELY MANNER COPIES OF ALL PUBLIC DOCUMENTS FILED WITH THE U.S.
SECURITIES AND EXCHANGE COMMISSION (WITH THE EXCEPTION OF FORMS S-8);
(D)
THAT IT WILL GIVE ROYAL AT LEAST 15 DAYS'
NOTICE OF ITS INTENTION TO TRANSFER, MORTGAGE, PLEDGE, CHARGE OR OTHERWISE
ENCUMBER OR GRANT A SECURITY INTEREST IN ANY SHARES OF THE BORROWER IN WHICH IT
HAS A LEGAL OR BENEFICIAL INTEREST;
(E)
THAT IT WILL, FURNISH TO ROYAL:
58
(1)
AS SOON AS AVAILABLE, BUT IN ANY EVENT
WITHIN NINETY (90) DAYS AFTER THE END OF EACH FISCAL YEAR OF THE GUARANTOR, A
COPY OF THE CONSOLIDATED BALANCE SHEET OF THE GUARANTOR AND ITS CONSOLIDATED
SUBSIDIARIES AS AT THE END OF SUCH FISCAL YEAR AND THE RELATED CONSOLIDATED
STATEMENTS OF INCOME, CASH FLOWS AND STOCKHOLDERS' EQUITY OF THE GUARANTOR AND
ITS CONSOLIDATED SUBSIDIARIES FOR SUCH YEAR WHICH SHALL BE AUDITED BY A FIRM OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS OF NATIONALLY RECOGNIZED STANDING
REASONABLY ACCEPTABLE TO ROYAL, SETTING FORTH IN EACH CASE IN COMPARATIVE FORM
THE FIGURES FOR THE PREVIOUS YEAR, REPORTED ON WITHOUT A "GOING CONCERN" OR LIKE
QUALIFICATION, ASSUMPTION OR EXCEPTION, OR QUALIFICATION INDICATING THAT THE
SCOPE OF THE AUDIT WAS INADEQUATE TO PERMIT SUCH INDEPENDENT CERTIFIED PUBLIC
ACCOUNTANTS TO CERTIFY SUCH FINANCIAL STATEMENTS WITHOUT SUCH QUALIFICATION;
(2)
AS SOON AS AVAILABLE AND IN ANY EVENT
WITHIN FORTY-FIVE (45) DAYS AFTER THE END OF EACH OF THE FIRST THREE FISCAL
QUARTERS OF THE GUARANTOR, A COPY OF THE CONSOLIDATED BALANCE SHEET OF THE
GUARANTOR AND ITS CONSOLIDATED SUBSIDIARIES AS AT THE END OF SUCH PERIOD AND
RELATED CONSOLIDATED STATEMENTS OF INCOME AND CASH FLOWS FOR THE GUARANTOR AND
ITS CONSOLIDATED SUBSIDIARIES FOR SUCH QUARTERLY PERIOD AND FOR THE PORTION OF
THE FISCAL YEAR ENDING