BUSINESS, AND (C) PROMPTLY UPON ANY
BORROWER'S LEARNING THEREOF, NOTICE OF ANY LABOR DISPUTE TO WHICH ANY BORROWER
IS LIKELY TO BECOME A PARTY, ANY STRIKES OR WALKOUTS RELATING TO ANY OF ITS
PLANTS OR OTHER FACILITIES, AND THE EXPIRATION OF ANY LABOR CONTRACT TO WHICH
ANY BORROWER IS A PARTY OR BY WHICH ANY BORROWER IS BOUND.
9.12.
PROJECTED OPERATING BUDGET.
FURNISH AGENT NO LATER
THAN THIRTY (30) DAYS FOLLOWING THE BEGINNING OF EACH BORROWER'S FISCAL YEARS
COMMENCING WITH FISCAL YEAR 2011, A MONTH BY MONTH PROJECTED OPERATING BUDGET
AND CASH FLOW OF BORROWERS ON A CONSOLIDATED AND CONSOLIDATING BASIS FOR SUCH
FISCAL YEAR (INCLUDING AN INCOME STATEMENT FOR EACH MONTH AND A BALANCE SHEET AS
AT THE END OF THE LAST MONTH IN EACH FISCAL QUARTER), SUCH PROJECTIONS TO BE
ACCOMPANIED BY A CERTIFICATE SIGNED BY THE PRESIDENT, CHIEF EXECUTIVE OFFICER OR
CHIEF FINANCIAL OFFICER OF EACH BORROWER TO THE EFFECT THAT SUCH PROJECTIONS
HAVE BEEN PREPARED ON THE BASIS OF SOUND FINANCIAL PLANNING PRACTICE CONSISTENT
WITH PAST BUDGETS AND FINANCIAL STATEMENTS AND THAT SUCH OFFICER HAS NO REASON
TO QUESTION THE REASONABLENESS OF ANY MATERIAL ASSUMPTIONS ON WHICH SUCH
PROJECTIONS WERE PREPARED.
9.13.
VARIANCES FROM OPERATING BUDGET.
FURNISH AGENT,
CONCURRENTLY WITH THE DELIVERY OF THE FINANCIAL STATEMENTS REFERRED TO IN
SECTION 9.7 AND EACH MONTHLY REPORT, A WRITTEN REPORT SUMMARIZING ALL MATERIAL
VARIANCES FROM BUDGETS SUBMITTED BY BORROWERS PURSUANT TO SECTION 9.12 AND A
DISCUSSION AND ANALYSIS BY MANAGEMENT WITH RESPECT TO SUCH VARIANCES.
78
9.14.
NOTICE OF SUITS, ADVERSE EVENTS.
FURNISH AGENT
WITH PROMPT WRITTEN NOTICE OF (I) ANY LAPSE OR OTHER TERMINATION OF ANY CONSENT
ISSUED TO ANY BORROWER BY ANY GOVERNMENTAL BODY OR ANY OTHER PERSON THAT IS
MATERIAL TO THE OPERATION OF ANY BORROWER'S BUSINESS, (II) ANY REFUSAL BY ANY
GOVERNMENTAL BODY OR ANY OTHER PERSON TO RENEW OR EXTEND ANY SUCH CONSENT; AND
(III) COPIES OF ANY PERIODIC OR SPECIAL REPORTS FILED BY ANY BORROWER OR ANY
GUARANTOR WITH ANY GOVERNMENTAL BODY OR PERSON, IF SUCH REPORTS INDICATE ANY
MATERIAL CHANGE IN THE BUSINESS, OPERATIONS, AFFAIRS OR CONDITION OF ANY
BORROWER OR ANY GUARANTOR, OR IF COPIES THEREOF ARE REQUESTED BY LENDER, AND
(IV) COPIES OF ANY MATERIAL NOTICES AND OTHER COMMUNICATIONS FROM ANY
GOVERNMENTAL BODY OR PERSON WHICH SPECIFICALLY RELATE TO ANY BORROWER OR ANY
GUARANTOR.
9.15.
ERISA NOTICES AND REQUESTS.
FURNISH AGENT WITH
PROMPT WRITTEN NOTICE IN THE EVENT THAT (I) ANY BORROWER OR ANY MEMBER OF THE
CONTROLLED GROUP KNOWS OR HAS REASON TO KNOW THAT A TERMINATION EVENT HAS
OCCURRED, TOGETHER WITH A WRITTEN STATEMENT DESCRIBING SUCH TERMINATION EVENT
AND THE ACTION, IF ANY, WHICH SUCH BORROWER OR ANY MEMBER OF THE CONTROLLED
GROUP HAS TAKEN, IS TAKING, OR PROPOSES TO TAKE WITH RESPECT THERETO AND, WHEN
KNOWN, ANY ACTION TAKEN OR THREATENED BY THE INTERNAL REVENUE SERVICE,
DEPARTMENT OF LABOR OR PBGC WITH RESPECT THERETO, (II) ANY BORROWER OR ANY
MEMBER OF THE CONTROLLED GROUP KNOWS OR HAS REASON TO KNOW THAT A PROHIBITED
TRANSACTION (AS