CHANGE IN THE TOTAL LEVERAGE RATIO THAT WOULD CHANGE THE THEN
EXISTING APPLICABLE MARGIN.
(C)
AUDITOR'S REPORTS.
AT THE TIME OF DELIVERY OF THE FINANCIAL
STATEMENTS PROVIDED FOR IN SECTION 6.01(A) ABOVE, MANAGEMENT LETTERS OR
RECOMMENDATIONS SUBMITTED TO THE BOARD OF DIRECTORS (OR THE AUDIT COMMITTEE OF
THE BOARD OF DIRECTORS) OF ANY GROUP COMPANY BY INDEPENDENT ACCOUNTANTS IN
CONNECTION WITH THE ACCOUNTS OR BOOKS OF ANY GROUP COMPANY, OR ANY AUDIT OF ANY
OF THEM WITH RESPECT TO THE PRIOR FISCAL YEAR.
(D)
SEC REPORTS.
PROMPTLY AFTER THE SAME ARE AVAILABLE, COPIES OF
EACH ANNUAL REPORT, PROXY OR FINANCIAL STATEMENT OR OTHER REPORT OR
COMMUNICATION SENT TO THE STOCKHOLDERS OF PARENT HOLDINGS GENERALLY, AND COPIES
OF ALL ANNUAL, REGULAR, PERIODIC AND SPECIAL REPORTS AND REGISTRATION STATEMENTS
WHICH ANY GROUP COMPANY MAY FILE OR BE REQUIRED TO FILE WITH THE SEC UNDER
SECTION 13 OR 15(D) OF THE EXCHANGE ACT, AND NOT OTHERWISE REQUIRED TO BE
DELIVERED TO THE ADMINISTRATIVE AGENT PURSUANT HERETO.
(E)
ANNUAL BUSINESS PLAN AND BUDGETS AT THE TIME OF DELIVERY OF THE
FINANCIAL STATEMENTS PROVIDED FOR IN SECTION 6.01(A), BEGINNING WITH THE FISCAL
YEAR ENDING OCTOBER 31, 2007, AN
90
ANNUAL BUSINESS PLAN AND BUDGET OF PARENT HOLDINGS AND ITS CONSOLIDATED
SUBSIDIARIES CONTAINING, AMONG OTHER THINGS, PROJECTED FINANCIAL STATEMENTS FOR
THE NEXT FISCAL YEAR.
(F)
EXCESS CASH FLOW.
WITHIN 100 DAYS AFTER THE END OF EACH FISCAL
YEAR OF HOLDINGS, COMMENCING WITH THE FISCAL YEAR ENDING OCTOBER 31, 2007, A
CERTIFICATE OF THE CHIEF FINANCIAL OFFICER OF HOLDINGS CONTAINING INFORMATION
REGARDING THE CALCULATION OF EXCESS CASH FLOW FOR SUCH FISCAL YEAR.
(G)
EMPLOYEE BENEFIT REPORTS.
AT THE TIME OF DELIVERY OF THE
FINANCIAL STATEMENTS PROVIDED FOR IN SECTION 6.01(A), THE MOST RECENTLY PREPARED
ACTUARIAL REPORTS IN RELATION TO THE PLANS AND EMPLOYEE BENEFIT ARRANGEMENTS FOR
THE TIME BEING OPERATED BY GROUP COMPANIES, AND WITHIN 30 DAYS OF THE SAME
BECOMING AVAILABLE, THE MOST RECENTLY PREPARED ACTUARIAL REPORTS IN RELATION TO
THE FOREIGN PENSION PLANS, WHICH ARE PREPARED IN ORDER TO COMPLY WITH THE THEN
CURRENT STATUTORY OR AUDITING REQUIREMENTS WITHIN THE RELEVANT JURISDICTION
OTHER THAN WITH RESPECT TO FOREIGN PENSION PLANS WHERE THE AGGREGATE UNFUNDED
LIABILITIES OF SUCH FOREIGN PENSION PLANS ARE LESS THAN $750,000.
IF REQUESTED
BY THE ADMINISTRATIVE AGENT, THE BORROWER WILL PROMPTLY INSTRUCT AN ACTUARY TO
PREPARE SUCH ACTUARIAL REPORTS AND DELIVER THOSE TO THE ADMINISTRATIVE AGENT, IF
THE ADMINISTRATIVE AGENT HAS REASONABLE GROUNDS FOR BELIEVING THAT ANY RELEVANT
STATUTORY OR AUDITING REQUIREMENT WITHIN THE RELEVANT JURISDICTION IS NOT BEING
COMPLIED WITH.
PROMPTLY UPON REQUEST, THE BORROWER SHALL ALSO FURNISH THE
ADMINISTRATIVE AGENT AND THE LENDERS WITH SUCH ADDITIONAL INFORMATION CONCERNING
ANY PLAN, FOREIGN PENSION PLAN OR EMPLOYEE BENEFIT ARRANGEMENT AS MAY BE
REASONABLY REQUESTED, INCLUDING, BUT NOT LIMITED TO, WITH RESPECT TO ANY PLANS,
COPIES OF EACH ANNUAL REPORT/RETURN (FORM 5500 SERIES), AS WELL AS ALL SCHEDULES
AND ATTACHMENTS THERETO REQUIRED TO BE FILED WITH THE DEPARTMENT OF LABOR
PURSUANT TO ERISA AND THE CODE, RESPECTIVELY, FOR EACH "PLAN YEAR" (WITHIN