of Default or Unmatured Default shall exist or shall have
occurred and be continuing.
SECTION 6.10.
NATURE OF BUSINESS.
MAKE ANY SUBSTANTIAL CHANGE IN THE NATURE OF
ITS BUSINESS FROM THAT ENGAGED IN ON THE DATE OF THIS AGREEMENT OR ENGAGE IN ANY
OTHER BUSINESSES
OTHER THAN THOSE IN WHICH IT IS ENGAGED ON THE DATE OF THIS
AGREEMENT.
SECTION 6.11.
INCONSISTENT AGREEMENTS.
ENTER INTO ANY AGREEMENT CONTAINING ANY
PROVISION WHICH WOULD BE VIOLATED OR BREACHED BY THIS AGREEMENT OR ANY OF THE
TRANSACTIONS CONTEMPLATED HEREBY OR BY PERFORMANCE BY THE BORROWER OR ANY OF ITS
SUBSIDIARIES OF ITS OBLIGATIONS IN CONNECTION THEREWITH.
SECTION 6.12.
ACCOUNTING CHANGES.
THE COMPANY SHALL NOT CHANGE ITS FISCAL YEAR
OR MAKE ANY SIGNIFICANT CHANGES (I) IN ACCOUNTING TREATMENT AND REPORTING
PRACTICES EXCEPT AS PERMITTED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND
DISCLOSED TO THE LENDERS, OR (II) IN TAX REPORTING TREATMENT EXCEPT AS PERMITTED
BY LAW AND DISCLOSED TO THE LENDERS.
SECTION 6.13.
FINANCIAL COVENANTS. THE BORROWER WILL NOT:
(A)
LEVERAGE RATIO.
PERMIT OR SUFFER THE LEVERAGE RATIO TO
EXCEED (I) COMMENCING WITH THE FISCAL QUARTER ENDING DECEMBER 31, 2009 AND
CONTINUING THROUGH THE FISCAL QUARTER ENDING DECEMBER 31, 2010, 2.75 TO 1.00 AND
(II) COMMENCING WITH THE FISCAL QUARTER ENDING MARCH 31, 2011 AND THEREAFTER,
2.50 TO 1.0 AT ANY TIME.
(B)
INTEREST COVERAGE RATIO.
PERMIT OR SUFFER THE INTEREST
COVERAGE RATIO TO BE LESS THAN 3.0 TO 1.0.
(C)
TANGIBLE NET WORTH.
PERMIT OR SUFFER THE CONSOLIDATED TANGIBLE NET
WORTH AT ANY TIME TO BE LESS THAN (I) $75,000,000, PLUS (II) 50% OF CONSOLIDATED
NET INCOME OF THE COMPANY AND ITS SUBSIDIARIES FOR EACH FISCAL YEAR, COMMENCING
WITH THE FISCAL YEAR ENDING DECEMBER 31, 2009 PROVIDED THAT IF SUCH NET INCOME
IS NEGATIVE IN ANY SUCH FISCAL YEAR, THE AMOUNT ADDED FOR SUCH FISCAL YEAR SHALL
BE ZERO AND SUCH AMOUNT SHALL NOT REDUCE THE AMOUNT ADDED PURSUANT TO ANY OTHER
FISCAL YEAR.
ARTICLE VII.
EVENTS OF DEFAULT
If any of the following events ("Events of Default") shall occur:
(A)
ANY BORROWER SHALL FAIL TO PAY ANY PRINCIPAL OF ANY LOAN OR
ANY REIMBURSEMENT OBLIGATION IN RESPECT OF ANY LC DISBURSEMENT WHEN AND AS THE
SAME SHALL BECOME DUE AND PAYABLE, WHETHER AT THE DUE DATE THEREOF OR AT A DATE
FIXED FOR PREPAY­MENT THEREOF OR OTHERWISE;
(B)
ANY BORROWER SHALL FAIL TO PAY ANY INTEREST ON ANY LOAN OR ANY
FEE OR ANY OTHER AMOUNT (OTHER THAN AN AMOUNT REFERRED TO IN CLAUSE (A) OF THIS
ARTICLE) PAYABLE UNDER THIS AGREEMENT, WHEN AND AS THE SAME SHALL BECOME DUE AND
PAYABLE, AND SUCH FAILURE SHALL CONTINUE UNREMEDIED FOR A PERIOD OF FIVE
BUSINESS DAYS;
(C)
ANY REPRESENTATION OR WARRANTY MADE OR DEEMED MADE BY OR ON
BEHALF OF ANY BORROWER OR ANY SUBSIDIARY IN OR IN CONNECTION WITH THIS AGREEMENT
OR ANY OTHER LOAN DOCUMENT OR ANY AMENDMENT OR MODIFICATION HEREOF OR WAIVER
HEREUNDER OR THEREUNDER, OR IN ANY REPORT, CERTIFICATE,
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financial statement or other document furnished pursuant to or