THE ABSENCE OF CERTAIN FOOTNOTES;
(C) CONCURRENTLY WITH ANY DELIVERY OF FINANCIAL STATEMENTS UNDER CLAUSE (A) OR
(B) ABOVE, A COMPLETED COMPLIANCE CERTIFICATE SIGNED BY A FINANCIAL OFFICER OF
THE BORROWER, (I) CERTIFYING AS TO WHETHER A DEFAULT HAS OCCURRED AND, IF A
DEFAULT HAS OCCURRED, SPECIFYING THE DETAILS THEREOF AND ANY ACTION TAKEN OR
PROPOSED TO BE TAKEN WITH RESPECT THERETO, (II) SETTING FORTH REASONABLY
DETAILED CALCULATIONS DEMONSTRATING COMPLIANCE WITH SECTIONS 6.12, 6.13 AND
6.14, (III) STATING WHETHER ANY CHANGE IN GAAP OR IN THE APPLICATION THEREOF HAS
OCCURRED SINCE THE DATE OF THE CONSOLIDATED BALANCE SHEET OF THE BORROWER MOST
RECENTLY THERETOFORE DELIVERED UNDER CLAUSE (A) OR (B) ABOVE (OR, PRIOR TO THE
FIRST SUCH DELIVERY, REFERRED TO IN SECTION 3.04) AND, IF ANY SUCH CHANGE HAS
OCCURRED, SPECIFYING THE EFFECT OF SUCH CHANGE ON THE FINANCIAL STATEMENTS
(INCLUDING THOSE FOR THE PRIOR PERIODS) ACCOMPANYING SUCH CERTIFICATE, AND
(IV) CERTIFYING THAT ALL NOTICES REQUIRED TO BE PROVIDED UNDER SECTIONS 5.03 AND
5.04 HAVE BEEN PROVIDED;
(D) CONCURRENTLY WITH ANY DELIVERY OF FINANCIAL STATEMENTS UNDER
CLAUSE (A) ABOVE, A CERTIFICATE OF THE ACCOUNTING FIRM THAT AUDITED SUCH
FINANCIAL STATEMENTS STATING WHETHER IT OBTAINED KNOWLEDGE DURING THE COURSE OF
ITS EXAMINATION OF SUCH FINANCIAL STATEMENTS OF ANY EVENT OF DEFAULT UNDER
SECTIONS 6.12, 6.13 OR 6.14 (WHICH CERTIFICATE MAY BE LIMITED TO THE EXTENT
REQUIRED BY ACCOUNTING RULES OR GUIDELINES);
(E) WITHIN 90 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE BORROWER, A
CERTIFICATE OF A FINANCIAL OFFICER OR OTHER EXECUTIVE OFFICER OF THE BORROWER
SETTING FORTH ALL EQUITY INTERESTS IN SUBSIDIARIES OWNED BY ANY LOAN PARTY THAT,
IN EACH CASE, (I) IF SO OWNED OR FILED BY A LOAN PARTY AS OF THE EFFECTIVE DATE
WOULD HAVE BEEN REQUIRED TO BE SET FORTH ON THE APPLICABLE SCHEDULE TO THE
GUARANTEE AND COLLATERAL AGREEMENT PURSUANT TO THE TERMS OF SUCH AGREEMENT AND
(II) HAVE NOT BEEN SET FORTH ON A CERTIFICATE PREVIOUSLY DELIVERED PURSUANT TO
THIS CLAUSE;
(F) PROMPTLY AFTER THE SAME BECOME PUBLICLY AVAILABLE, COPIES OF ALL REPORTS ON
FORM 10-K, 10-Q AND 8-K (OR ANY SUCCESSOR OR SUBSTITUTE FORM) FILED BY
THE
BORROWER OR ANY SUBSIDIARY WITH THE SEC; AND
(G) PROMPTLY AFTER ANY REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING THE
BUSINESS, FINANCIAL CONDITION OR OPERATIONS OF THE BORROWER AND ITS
SUBSIDIARIES, TAKEN AS A WHOLE, OR COMPLIANCE WITH THE TERMS OF ANY LOAN
65
DOCUMENT, AS MAY BE REASONABLY REQUESTED BY THE ADMINISTRATIVE AGENT OR BY ANY
LENDER THROUGH THE ADMINISTRATIVE AGENT.
Information required to be delivered pursuant to this Section shall be deemed to
have been delivered if such information, or one or more annual, quarterly or
other periodic reports containing such information, shall have been posted by
the Administrative Agent on an IntraLinks or similar site to which the Lenders
have been granted access or shall be available on the website of the SEC at
.
Information required to be delivered pursuant to this
Section may also be delivered by electronic communications