NORTH, PLYMOUTH,
MINNESOTA HAS NOT AND HAS NEVER BEEN LISTED ON THE NATIONAL PRIORITIES LIST, THE
COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY INFORMATION
SYSTEM OR ANY SIMILAR FEDERAL, STATE OR LOCAL LIST, SCHEDULE, LOG, INVENTORY OR
DATABASE.
(F)
THE BORROWER HAS DELIVERED TO THE LENDER ALL ENVIRONMENTAL
ASSESSMENTS, AUDITS, REPORTS, PERMITS, LICENSES AND OTHER DOCUMENTS DESCRIBING
OR RELATING IN ANY WAY TO THE BORROWER'S HEADQUARTERS AT 2400 XENIUM LANE NORTH,
PLYMOUTH, MINNESOTA OR THE BORROWER'S BUSINESSES.
SECTION 5.15
SUBMISSIONS TO LENDER.
ALL FINANCIAL AND OTHER INFORMATION
PROVIDED TO THE LENDER BY OR ON BEHALF OF THE BORROWER IN CONNECTION WITH THE
BORROWER'S REQUEST FOR THE CREDIT FACILITIES CONTEMPLATED HEREBY (I) IS TRUE AND
CORRECT IN ALL MATERIAL RESPECTS, (II) DOES NOT OMIT ANY MATERIAL FACT NECESSARY
TO MAKE SUCH INFORMATION NOT MISLEADING AND, (III) AS TO PROJECTIONS, VALUATIONS
OR PROFORMA FINANCIAL STATEMENTS, PRESENTS A GOOD FAITH OPINION AS TO SUCH
PROJECTIONS, VALUATIONS AND PROFORMA CONDITION AND RESULTS.
Section 5.16
Financing Statements.
The Borrower has authorized the
filing of financing statements sufficient when filed to perfect the Security
Interest and the other security interests created by the Security Documents.
When such financing statements are filed in the offices noted therein, the
Lender will have a valid and perfected security interest in all Collateral that
is capable of being perfected by filing financing statements.
None of the
Collateral is or will become a fixture on real estate, unless a sufficient
fixture filing is in effect with respect thereto.
SECTION 5.17
RIGHTS TO PAYMENT.
EACH RIGHT TO PAYMENT AND EACH
INSTRUMENT, DOCUMENT, CHATTEL PAPER AND OTHER AGREEMENT CONSTITUTING OR
EVIDENCING COLLATERAL IS (OR, IN THE CASE OF ALL FUTURE COLLATERAL, WILL BE WHEN
ARISING OR ISSUED) THE VALID, GENUINE AND LEGALLY ENFORCEABLE OBLIGATION,
SUBJECT TO NO DEFENSE, SETOFF OR COUNTERCLAIM, OF THE ACCOUNT DEBTOR OR OTHER
OBLIGOR NAMED THEREIN OR IN THE BORROWER'S RECORDS PERTAINING THERETO AS BEING
OBLIGATED TO PAY SUCH OBLIGATION.
25
ARTICLE VI
COVENANTS
So long as the Obligations shall remain unpaid, or the Credit Facility shall
remain outstanding, the Borrower will comply with the following requirements,
unless the Lender shall otherwise consent in writing:
SECTION 6.1
REPORTING REQUIREMENTS.
THE BORROWER WILL DELIVER, OR
CAUSE TO BE DELIVERED, TO THE LENDER EACH OF THE FOLLOWING, WHICH SHALL BE IN
FORM AND DETAIL ACCEPTABLE TO THE LENDER, PROVIDED THAT ALL FINANCIAL STATEMENTS
REQUIRED TO BE SUBMITTED BY THE BORROWER SHALL BE SUBMITTED ON AN UNCONSOLIDATED
BASIS AS WELL AS ON A CONSOLIDATED BASIS INCLUDING BORROWER AND GUARANTOR:
(A)
ANNUAL FINANCIAL STATEMENTS.
AS SOON AS AVAILABLE, AND IN ANY
EVENT WITHIN 120 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE BORROWER, THE
BORROWER'S AUDITED FINANCIAL STATEMENTS WITH THE UNQUALIFIED OPINION OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS SELECTED BY THE BORROWER AND ACCEPTABLE
TO THE LENDER, WHICH ANNUAL FINANCIAL STATEMENTS SHALL INCLUDE THE BORROWER'S
BALANCE SHEET AS AT THE END OF SUCH FISCAL YEAR AND THE RELATED STATEMENTS OF
THE BORROWER'S INCOME, RETAINED EARNINGS AND CASH FLOWS FOR THE FISCAL YEAR