DATE, SUBSTANTIALLY IN THE FORM OF EXHIBIT E.
(I)
MATADOR DUE DILIGENCE.
THE ADMINISTRATIVE AGENT SHALL BE
SATISFIED, IN ITS REASONABLE DISCRETION, WITH ITS DUE DILIGENCE IN CONNECTION
WITH THE ASSETS OF MATADOR.
(J)
GAS MARKETING POLICY.
THE ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED A COPY OF THE BORROWER'S GAS MARKETING POLICY ("GAS MARKETING POLICY"),
IN FORM AND SUBSTANCE SATISFACTORY TO THE ADMINISTRATIVE AGENT, IN ITS
REASONABLE DISCRETION.
(K)
PROJECTIONS.
THE LENDERS SHALL HAVE RECEIVED SATISFACTORY
PROJECTIONS OF THE BORROWER THROUGH THE 2005 FISCAL YEAR.
(L)
REPRESENTATIONS AND WARRANTIES.
EACH OF THE REPRESENTATIONS AND
WARRANTIES MADE IN OR PURSUANT TO SECTION 3 OR THAT ARE CONTAINED IN ANY OTHER
LOAN DOCUMENT SHALL BE TRUE AND CORRECT IN ALL MATERIAL RESPECTS ON AND AS OF
THE DATE OF THE BORROWING OF THE INITIAL LOANS AS IF MADE ON AND AS OF SUCH
DATE.
(M)
NO DEFAULT.
NO DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING ON
THE CLOSING DATE OR AFTER GIVING EFFECT TO THE INITIAL LOANS TO BE MADE ON THE
CLOSING DATE.
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The making of the Initial Loans by the Lenders hereunder shall conclusively be
deemed to constitute an acknowledgement by the Administrative Agent and each
Lender that each of the conditions precedent set forth in this Section 4 shall
have been satisfied in accordance with its respective terms or shall have been
irrevocably waived by such Person.
SECTION 5
AFFIRMATIVE COVENANTS
The Borrower hereby agrees that, so long as the Commitments remain in effect,
any Loan or Loan Note remains outstanding and unpaid, or any other amount is
owing to any Lender or the Administrative Agent hereunder or under any of the
other Loan Documents:
5.1
Reporting Requirements.
The Borrower shall deliver, or shall
cause to be delivered, to the Administrative Agent and each Lender:
(A)
ANNUAL FINANCIAL STATEMENTS.
AS SOON AS AVAILABLE AND IN ANY
EVENT WITHIN 90 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE BORROWER, THE
AUDITED CONSOLIDATED STATEMENTS OF INCOME, STOCKHOLDERS' EQUITY, CHANGES IN
FINANCIAL POSITION AND CASH FLOWS OF THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES FOR SUCH FISCAL YEAR, AND THE RELATED CONSOLIDATED BALANCE SHEETS
OF THE BORROWER AND ITS CONSOLIDATED SUBSIDIARIES AS AT THE END OF SUCH FISCAL
YEAR, AND SETTING FORTH IN EACH CASE IN COMPARATIVE FORM THE CORRESPONDING
FIGURES FOR THE PRECEDING FISCAL YEAR, AND ACCOMPANIED BY THE RELATED OPINION OF
INDEPENDENT PUBLIC ACCOUNTANTS OF RECOGNIZED NATIONAL STANDING REASONABLY
ACCEPTABLE TO THE ADMINISTRATIVE AGENT WHICH OPINION SHALL STATE THAT SAID
FINANCIAL STATEMENTS FAIRLY PRESENT, IN ALL MATERIAL RESPECTS, THE CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF THE BORROWER AND ITS
CONSOLIDATED SUBSIDIARIES AS AT THE END OF, AND FOR, SUCH FISCAL YEAR AND THAT
SUCH FINANCIAL STATEMENTS HAVE BEEN PREPARED IN ACCORDANCE WITH GAAP, EXCEPT FOR
SUCH CHANGES IN SUCH PRINCIPLES WITH WHICH THE INDEPENDENT PUBLIC ACCOUNTANTS
SHALL HAVE CONCURRED AND SUCH OPINION SHALL NOT CONTAIN A "GOING CONCERN" OR
LIKE QUALIFICATION OR EXCEPTION.
(B)
QUARTERLY FINANCIAL STATEMENTS.
AS SOON AS AVAILABLE AND IN ANY
EVENT WITHIN