UPDATES.
(I)
AT THE BORROWERS' EXPENSE, PRIOR TO THE
FIRST DISBURSEMENT AND WITHIN NINETY (90) DAYS FOLLOWING THE END OF EACH
FINANCIAL YEAR, AND FROM TIME TO TIME AS REQUESTED BY ANY FACILITY AGENT, BUT NO
MORE THAN TWO (2) TIMES PER FINANCIAL YEAR, DELIVER TO THE FACILITY AGENTS AN
UPDATED RESERVE CERTIFICATION, IN FORM AND SUBSTANCE SATISFACTORY TO THE
FACILITY AGENTS.
(II)
AT THE BORROWERS' EXPENSE, (A) NO LATER
THAN FIFTEEN (15) DAYS PRIOR TO EACH DISBURSEMENT APPLICATION (OTHER THAN A
ROLLOVER REQUEST), (B) NO EARLIER THAN NINETY (90) DAYS, AND NO LATER THAN SIXTY
(60) DAYS, PRIOR TO EACH CALCULATION DATE, AND (C) ON ANY OTHER DATE, AT THE
REQUEST OF EITHER FACILITY AGENT OR, ONCE DURING ANY CALENDAR YEAR, THE
BORROWERS, DELIVER TO THE FACILITY AGENTS AN UPDATED BASE CASE UTILIZING THE
UPDATED BASE CASE ASSUMPTIONS, INCLUDING CALCULATIONS OF THE LOF, LOL, INTEREST
COVER AND DEBT TO EQUITY RATIO AS OF SUCH CALCULATION DATE, ALL IN FORM AND
SUBSTANCE SATISFACTORY TO THE FACILITY AGENTS.
(F)
ANNUAL MONITORING REPORT.
WITHIN NINETY
(90) DAYS AFTER THE END OF EACH FINANCIAL YEAR, DELIVER TO THE FACILITY AGENTS
THE CORRESPONDING ANNUAL MONITORING REPORT CONFIRMING COMPLIANCE WITH THE ACTION
PLAN, THE SOCIAL AND ENVIRONMENTAL COVENANTS SET FORTH IN SECTIONS 6 AND 7 AND
APPLICABLE S&E LAW, OR, AS THE CASE MAY BE, IDENTIFYING ANY NON-COMPLIANCE OR
FAILURE, AND THE ACTIONS BEING TAKEN TO REMEDY IT;
(G)
NOTICE OF ACCIDENTS, ETC.
WITHIN THREE
(3) DAYS AFTER SUCH BORROWER BECOMES AWARE OF ITS OCCURRENCE, NOTIFY THE
FACILITY AGENTS OF ANY SOCIAL, LABOR, HEALTH AND SAFETY, SECURITY OR
ENVIRONMENTAL INCIDENT, ACCIDENT OR CIRCUMSTANCE HAVING, OR WHICH COULD
REASONABLY BE EXPECTED TO HAVE, A MATERIAL ADVERSE EFFECT OR MATERIAL ADVERSE
IMPACT ON THE IMPLEMENTATION OR OPERATION OF THE PROJECT IN ACCORDANCE WITH THE
PERFORMANCE STANDARDS, SPECIFYING IN EACH CASE THE NATURE OF THE INCIDENT,
ACCIDENT, OR CIRCUMSTANCE AND ANY EFFECT RESULTING OR LIKELY TO RESULT
THEREFROM, AND THE MEASURES THE BORROWER IS TAKING OR PLANS TO TAKE TO ADDRESS
THEM AND TO PREVENT ANY FUTURE SIMILAR EVENT; AND KEEP THE FACILITY AGENTS
INFORMED OF THE ON-GOING IMPLEMENTATION OF THOSE MEASURES AND PLANS;
(H)
PARTNER MATTERS.
AS SOON AS REASONABLY
AVAILABLE, DELIVER TO THE FACILITY AGENTS TWO (2) COPIES OF: (I) ALL NOTICES,
REPORTS AND OTHER COMMUNICATIONS OF SUCH BORROWER TO ITS PARTNERS (OTHER THAN
NOTIFICATIONS TO ITS PARTNERS OF ANY MEETING OF ITS PARTNERS), WHETHER ANY SUCH
COMMUNICATION HAS BEEN MADE ON AN INDIVIDUAL
51
BASIS OR BY WAY OF PUBLICATION IN A NEWSPAPER OR OTHER COMMUNICATION MEDIUM; AND
(II) THE MINUTES OF ALL PARTNERS' MEETINGS.
(I)
CHANGES TO PROJECT; MATERIAL ADVERSE
EFFECT.
WITHIN FIVE (5) BUSINESS DAYS OF (X) DECIDING ON ANY PROPOSED CHANGE IN
THE NATURE OR SCOPE OF THE PROJECT OR THE BUSINESS OR OPERATIONS OF THE BORROWER
AND (Y) BECOMING AWARE OF THE OCCURRENCE OF ANY EVENT OR CONDITION THAT HAS OR
MAY REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT, NOTIFY THE
FACILITY AGENTS THEREOF;
(J)
LITIGATION, ETC.
WITHIN