TRANSMITTED TO AGENT PURSUANT TO AN ELECTRONIC TRANSMITTING REPORTING SYSTEM.
BORROWER SHALL CAUSE US BORROWER TO DELIVER TO AGENT COPIES OF ALL DELIVERIES
REQUIRED UNDER PARAGRAPH (F) OF THE REPORTING RIDER TO THE US FACILITY LOAN
AGREEMENT, CONTEMPORANEOUSLY WITH PROVIDING SUCH DELIVERIES TO US FACILITY
AGENT.
(G)
MANAGEMENT REPORT.
TOGETHER WITH EACH DELIVERY OF FINANCIAL
STATEMENTS OF HOLDINGS AND ITS SUBSIDIARIES PURSUANT TO PARAGRAPHS (A) AND
(C) ABOVE, BORROWER WILL DELIVER TO AGENT AND LENDERS A MANAGEMENT REPORT:
(1) DESCRIBING THE OPERATIONS AND FINANCIAL CONDITION OF HOLDINGS AND ITS
SUBSIDIARIES FOR THE MONTH THEN ENDED AND THE PORTION OF THE CURRENT FISCAL YEAR
THEN ELAPSED; (2) SETTING FORTH IN COMPARATIVE FORM THE CORRESPONDING FIGURES
FOR THE CORRESPONDING PERIODS OF THE PREVIOUS FISCAL YEAR AND THE CORRESPONDING
FIGURES FROM THE MOST RECENT PROJECTIONS FOR THE CURRENT FISCAL YEAR DELIVERED
TO LENDERS PURSUANT TO PARAGRAPH (K) BELOW; AND (3) DISCUSSING THE REASONS FOR
ANY SIGNIFICANT VARIATIONS.
THE INFORMATION ABOVE SHALL BE PRESENTED IN
REASONABLE DETAIL AND SHALL BE CERTIFIED ON BEHALF OF BORROWER BY THE CHIEF
FINANCIAL OFFICER OF BORROWER TO THE EFFECT THAT SUCH INFORMATION FAIRLY
PRESENTS IN ALL MATERIAL RESPECTS THE RESULTS OF OPERATIONS AND FINANCIAL
CONDITION OF HOLDINGS AND ITS SUBSIDIARIES AS AT THE DATES AND FOR THE PERIODS
INDICATED.
(H)
APPRAISALS.
FROM TIME TO TIME, UPON THE REQUEST OF AGENT, BORROWER
WILL OBTAIN AND DELIVER TO AGENT, AT BORROWER'S EXPENSE, APPRAISAL REPORTS IN
FORM AND SUBSTANCE AND FROM APPRAISERS SATISFACTORY TO AGENT, STATING THE THEN
CURRENT FAIR MARKET AND ORDERLY LIQUIDATION VALUES OF ALL OR ANY PORTION OF THE
COLLATERAL; PROVIDED, HOWEVER, SO LONG AS NO DEFAULT OR EVENT OF DEFAULT IS
CONTINUING, AGENT SHALL NOT REQUEST AN APPRAISAL AS TO ANY PARTICULAR CATEGORY
OF COLLATERAL TO BE PERFORMED MORE THAN ONCE EVERY LOAN YEAR AT BORROWER'S
EXPENSE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AGENT SHALL REQUEST
AND BORROWER WILL OBTAIN AND DELIVER TO AGENT, AT LEAST ONCE EVERY LOAN YEAR, AN
APPRAISAL REPORT STATING THE THEN CURRENT ORDERLY LIQUIDATION VALUE OF US
OBLIGORS' AND BORROWER'S INVENTORY.
(I)
GOVERNMENT NOTICES.
BORROWER WILL DELIVER TO AGENT AND LENDERS
PROMPTLY AFTER RECEIPT COPIES OF ALL NOTICES, REQUESTS, SUBPOENAS, INQUIRIES OR
OTHER WRITINGS RECEIVED FROM ANY GOVERNMENTAL AGENCY CONCERNING ANY CANADIAN
PENSION PLAN, CANADIAN BENEFIT PLAN OR EMPLOYEE BENEFIT PLAN, THE VIOLATION OR
ALLEGED VIOLATION OF ANY ENVIRONMENTAL LAWS, THE STORAGE, USE OR DISPOSAL OF ANY
HAZARDOUS MATERIAL, THE VIOLATION OR ALLEGED VIOLATION OF THE UNITED STATES FAIR
LABOR STANDARDS ACT OR ANY LOAN PARTY'S PAYMENT OR NON-PAYMENT OF ANY TAXES
INCLUDING ANY TAX AUDIT.
(J)
EVENTS OF DEFAULT, ETC.
PROMPTLY UPON ANY OFFICER OF BORROWER
OBTAINING KNOWLEDGE OF ANY OF THE FOLLOWING EVENTS OR CONDITIONS, BORROWER SHALL
DELIVER TO AGENT COPIES OF ALL NOTICES GIVEN OR RECEIVED BY ANY LOAN PARTY WITH
RESPECT TO ANY SUCH EVENT OR CONDITION AND A CERTIFICATE ON BEHALF OF BORROWER,
SIGNED ON BEHALF OF BORROWER BY BORROWER'S CHIEF EXECUTIVE OFFICER, SPECIFYING
THE NATURE AND PERIOD OF EXISTENCE OF SUCH CONDITION OR EVENT