Common use of Notices and Information Clause in Contracts

Notices and Information. (a) Promptly notify Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify Agent in writing, of any of the following that affects any Consolidated Party: (i) the written threat or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have a Material Adverse Effect; (ii) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify Agent of the occurrence of any ERISA Event. (d) Promptly notify Agent of any material change in accounting policies or financial reporting practices by any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respect, the Obligors will furnish or cause to be furnished to Agent, at the Obligors’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a), deliver to Agent a report signed by a Senior Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day of the immediately preceding Fiscal Year and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (a) shall describe with particularity any and all provisions of this Agreement and any other Credit Document giving rise to such Default or Event of Default.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default Default, the failure of any Approved Property to maintain its status as such or Event of Default and any existing circumstances or conditions known to it which could be reasonably expected to cause an Approved Property to cease to qualify as such within the nature thereofimmediately following calendar quarter. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of any Credit Party; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between any Credit Party and any Governmental Authority; or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting any Credit Party, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by any Consolidated Credit Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respectAdministrative Agent, the Obligors Credit Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsCredit Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Approved Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Credit Party with Environmental Laws at such Real Approved Properties. . If the Credit Parties fail to deliver such an environmental report within sixty (f60) At days after receipt of such written request then such Approved Properties shall be immediately ineligible to be qualified as Approved Properties hereunder and shall remain ineligible until such date as the time Administrative Agent receives an environmental assessment with respect to such Approved Properties in accordance with the first sentence of delivery of the financial statements and reports provided for in this Section 10.1.1(a7.03(e), deliver . Each notice pursuant to Agent a report signed clauses (a) through (e) above shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Credit Parties have taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory propose to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Document giving rise to such Default or Event of Defaultthat have been breached (if applicable).

Notices and Information. (a) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect; Effect (ii) any pending or threatened (in writing) material labor disputeincluding, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if without limitation and to the extent that they are covered by insurance and any of the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution following could reasonably be expected to have result in a Material Adverse Effect; , any (vii) any violation breach or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAnon-performance of, or any default under, any Material Contractual Obligations of the Borrower or any Subsidiary; (ii) dispute, litigation, investigation, proceeding or suspension between the Borrower or any Subsidiary and any Governmental Authority; or (iii) commencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent of the occurrence of any ERISA Event. (d) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent of any material change in accounting policies or financial reporting practices by the Borrower or any other Consolidated Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Loan Party with Environmental Laws at such Real Properties. . If the Loan Parties fail to deliver such an environmental report within seventy-five (f75) At days after receipt of such written request then the time Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of delivery of any assessment arranged for by the financial statements Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and reports provided for in added to the obligations secured by the Collateral Documents. Each notice pursuant to this Section 10.1.1(a), deliver to Agent a report signed 7.03 shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise known to such Default or Event of Defaulthave been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of (i) the occurrence of any Default Default, (ii) any material change in the terms of any Eligible Lease or Event of Default and any lease which qualified as such immediately prior to such change, (iii) any other circumstances or conditions causing any lease which previously qualified as an Eligible Lease to cease to qualify as such or (iv) any existing circumstances or conditions known to it which could be reasonably expected to cause an Eligible Lease to cease to qualify as such within the nature thereofimmediately following twelve (12) month period. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any change in the chief executive officer, chief operating officer or chief financial officer of any Loan Party or Parent or any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials of Environmental Concern on any Real Properties impacted or affected by the breach of the representation or warranty, (as defined in Section 6.09) and as to the compliance by any Consolidated Loan Party with Environmental Laws at such Real Properties. . If the Loan Parties fail to deliver such an environmental report within seventy-five (f75) At days after receipt of such written request (or, to the time extent the Loan Parties are unable to procure such report within such period but diligently commenced procurement of delivery such an environmental report promptly upon receipt of the financial statements Administrative Agent's request therefor and reports provided continued at all times thereafter to diligently pursue procurement thereof, one hundred twenty (120) days) then the Administrative Agent may arrange for in same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. Each notice pursuant to this Section 10.1.1(a), deliver to Agent a report signed 7.03(a) through (e) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event known to any Responsible Officer of Default the Borrower and the nature thereof. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including those resulting from (i) breach or non-performance of, or any default under, a Contractual Obligation of any Consolidated Party; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between any Consolidated Party and any Governmental Authority; or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting any Consolidated Party, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent of the occurrence of any ERISA EventEvent that could reasonably be expected to result in liability of the Borrower and its Subsidiaries in an aggregate amount exceeding the Threshold Amount. (d) Promptly notify the Administrative Agent of any material change in internal accounting policies or internal financial reporting practices by any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Party that will have a material effect on financial statement results. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respect, the Obligors will furnish or cause to be furnished to Agent, at the Obligors’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all material patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all material patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (d) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer, notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer of the Borrower or Subsidiary, as the case may be, notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: has resulted or could reasonably be expected to result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the written threat Borrower or commencement of any Subsidiary; (ii) any dispute, litigation, investigation, proceeding or investigationsuspension between the Borrower or any Subsidiary and any Governmental Authority; or (iii) the commencement of, whether or not covered by insuranceany material development in, if an adverse determination any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws, in each case to the extent the same could reasonably be expected to have a Material Adverse Effect; (ii) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 SECTION 6.09 to be untrue in any material respect, the Obligors Borrower will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Borrower's expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Borrower fails to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Borrower on demand. (f) At No later than five (5) days after a Responsible Officer obtains knowledge of any such issuance of change, give notice to the time Administrative Agent (by telephone, followed promptly by written notice transmitted by facsimile with a hand copy sent promptly thereafter) of delivery any issuance of change (either expressly or pursuant to a letter from S&P or Moody's stating an "implied" rating), ▇▇ ▇▇ting by S&P or Moody's in respect of the financial statements and reports provided for in Section 10.1.1(a), deliver to Agent a report signed by a Senior Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day of the immediately preceding Fiscal Year and (ii) a list of all patent applications, trademark applications, service Borrower's ▇▇▇▇ applications-▇▇▇dit enhanced senior long-term debt (secured or unsecured), trade name applications and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party together with details thereof, to the extent required to be filed and of any announcement by Company pursuant to Company’s obligations S&P or Moody's that its rating in respect of su▇▇ ▇▇▇-credit enhanced senior long-term debt (secured or unsecured) is "under the Securities Exchange Act of 1934, as amended, copies of (ireview" or that any such debt rating has been placed on a "Credit Watch List"(R) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under "watch list" or pursuant to that any material instrument, indenture, loan similar action has been taken by S&P or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably requestMoody's. (a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereofDefault. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including any of the following events with such effect: (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Restricted Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respectuntrue, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials of Environmental Concern on any Real Mortgaged Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Mortgaged Properties. If the Loan Parties fail to deliver such an environmental report within 120 days after receipt of such written request then the Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Mortgaged Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a) and 7.01(b), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal quarter and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal quarter and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly Upon knowledge obtained by a Responsible Officer of any Loan Party, promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereofDefault. (b) Promptly notify Agent in writing, Upon knowledge obtained by a Responsible Officer of any of Loan Party, promptly notify the following that affects any Consolidated Party: (i) the written threat or commencement Administrative Agent and each Lender of any proceeding matter that has resulted or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Restricted Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedRestricted Subsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Restricted Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Restricted Subsidiary. (e) Upon the reasonable written request of Agent following Following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respectrespect and upon the request of the Administrative Agent, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a)7.01, deliver to the Administrative Agent a report signed on behalf of the Borrower by a Senior Responsible Officer of the Borrower Agent or its general partner on behalf of the Borrower setting forth (i) to the extent necessary or used in connection with the Specified Facilities, a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ mark applications, trade name applications and copyright applications submitted ▇▇▇mitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower on behalf of 1934, as amended, copies the Borrower setting forth details of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect (including, without limitation, any of the following (to the extent reasonably expected to result in a Material Adverse Effect): (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year calendar year and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year calendar year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing (who shall notify the other DIP Lenders) of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, (who shall notify the other DIP Lenders) of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could would reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of any Loan Party arising after the Petition Date; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, or the expiration of suspension between any material labor contract not concurrently replacedLoan Party and any Governmental Authority; (iii) the commencement of, or any default under material development in, any material litigation or termination of a Material Contractproceeding (other than in the Bankruptcy Cases) affecting any Loan Party, including pursuant to any applicable Environmental Laws; or (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to breach or non-performance by any of the extent that they are covered by insurance and Loan Parties under the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at Interim Order, the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAFinal Order, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt other order of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such openingBankruptcy Court. (c) Promptly notify the Administrative Agent (who shall notify the other DIP Lenders) of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent (who shall notify the other DIP Lenders) of any material change in accounting policies or financial reporting practices by any Consolidated Loan Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required DIP Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.08 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Loan Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the Obligations. (f) At Promptly notify the time Administrative Agent of delivery any existing, pending or threatened strike, work stoppage, slowdown or other material labor disruption by any of the financial statements and reports provided for in employees of any of the Loan Parties. Each notice pursuant to this Section 10.1.1(a), deliver to Agent a report signed 7.03(a) through (f) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this DIP Loan Agreement and any other Credit DIP Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of (or updated report) an environmental assessment of reasonable scope, form and depth, depth (including, where reasonably appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to Agent the Administrative Agent, as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where reasonably appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery within 15 days of the financial statements and reports provided for in Section 10.1.1(a)end of each calendar month, deliver to Agent a report signed detailing each Letter of Credit outstanding hereunder, including the L/C Issuer, the amount and the beneficiary thereof, such report to be in form and substance satisfactory to the Administrative Agent. Each notice pursuant to this Section 7.03(a) through (d) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereofDefault. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of any Credit Party; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between any Credit Party and any Governmental Authority; or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting any Credit Party, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by any Consolidated Credit Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respectAdministrative Agent, the Obligors Credit Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsCredit Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Borrowing Base Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Credit Party with Environmental Laws at such Real Borrowing Base Properties. . If the Credit Parties fail to deliver such an environmental report within seventy-five (f75) At days after receipt of such written request then such Borrowing Base Properties shall be immediately ineligible to be qualified as Borrowing Base Properties hereunder and shall remain ineligible until such date as the time Administrative Agent receives an environmental assessment with respect to such Borrowing Base Properties in accordance with the first sentence of delivery of the financial statements and reports provided for in this Section 10.1.1(a7.03(e), deliver . Each notice pursuant to Agent a report signed this Section 7.03(a) through (e) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Credit Parties have taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory propose to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect; Effect (ii) any pending or threatened (in writing) material labor disputeincluding, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if without limitation and to the extent that they are covered by insurance and any of the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution following could reasonably be expected to have result in a Material Adverse Effect; , any (vii) any violation breach or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAnon-performance of, or any default under, any Material Contractual Obligations of the Borrower; (ii) dispute, litigation, investigation, proceeding or suspension between the Borrower and any Governmental Authority; or (iii) commencement of, or any material development in, any litigation or proceeding affecting the Borrower, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent of the occurrence of any ERISA Event. (d) Promptly upon any Responsible Officer obtaining knowledge thereof notify the Administrative Agent of any material change in accounting policies or financial reporting practices by any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Borrower. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Borrower will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Borrower’s expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party the Borrower with Environmental Laws at such Real Properties. . If the Borrower fails to deliver such an environmental report within seventy-five (f75) At days after receipt of such written request then the time Administrative Agent may arrange for same, and the Borrower hereby grants to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of delivery any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Borrower on demand and shall constitute a portion of the financial statements and reports provided for in Obligations. Each notice pursuant to this Section 10.1.1(a), deliver to Agent a report signed 7.03 shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise known to such Default or Event of Defaulthave been breached.

Notices and Information. (a) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer, notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer of the Borrower or Subsidiary, as the case may be, notify the Administrative Agent in writing, of any of the following matter that affects any Consolidated Party: has resulted or could reasonably be expected to result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the written threat Borrower or commencement of any Subsidiary; (ii) any dispute, litigation, investigation, proceeding or investigationsuspension between the Borrower or any Subsidiary and any Governmental Authority; or (iii) the commencement of, whether or not covered by insuranceany material development in, if an adverse determination any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws, in each case to the extent the same could reasonably be expected to have a Material Adverse Effect; (ii) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 5.09 to be untrue in any material respect, the Obligors Borrower will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Borrower’s expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Borrower fails to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access (upon reasonable notice and during normal business hours) to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable and invoiced out-of-pocket cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Borrower on demand. (f) At No later than five (5) days after a Responsible Officer obtains knowledge of any such issuance of change, give notice to the time Administrative Agent (by telephone, followed promptly by written notice transmitted by facsimile or electronic (pdf) transmission with a hand copy sent promptly thereafter) of delivery any issuance of change (either expressly or pursuant to a letter from S&P or M▇▇▇▇’▇ stating an “implied” rating), in rating by S&P or M▇▇▇▇’▇ in respect of the financial statements and reports provided for in Section 10.1.1(aBorrower’s non-credit enhanced senior long-term debt (secured or unsecured), deliver together with details thereof, and of any announcement by S&P or M▇▇▇▇’▇ that its rating in respect of such non-credit enhanced senior long-term debt (secured or unsecured) is “under review” or that any such debt rating has been placed on a “Credit Watch List”® or “watch list” or that any similar action has been taken by S&P or M▇▇▇▇’▇. Each notice pursuant to Agent a report signed this Section 6.03(a) through (f) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 6.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing (who shall notify the other Lenders) of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, (who shall notify the other Lenders) of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could would reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of any Loan Party; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between any Loan Party and any Governmental Authority; or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any material litigation or proceeding affecting any Loan Party, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent (who shall notify the other Lenders) of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent (who shall notify the other Lenders) of any material change in accounting policies or financial reporting practices by any Consolidated Loan Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Loan Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify Agent and each Lender in writing, of any of the following that affects any Consolidated Party: (ia) the written threat or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have a Material Adverse Effect; (iib) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replacedcontract; (iiic) any default under or termination of a Material Contract; (ivd) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount)2,500,000; (ve) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vif) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (viig) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viiih) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ixi) any opening of a new office or place of business holding tangible Collateral exceeding $750,000business, at least 10 30 days prior to such opening. (c) Promptly notify Agent and each Lender of (i) the occurrence of any ERISA Event, and (ii) the occurrence of any Internal Control Event. (d) Promptly notify Agent and each Lender of any material change in accounting policies or financial reporting practices by any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respect, the Obligors will furnish or cause to be furnished to Agent, at the Obligors’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Obligors fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then Agent may arrange for same, and the Consolidated Parties hereby grant to Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by Agent pursuant to this provision will be payable by the Obligors on demand and added to the obligations secured by the Security Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a), deliver to Agent a report signed by a Senior Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇m▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party Upon obtaining knowledge thereof, to the extent required to be filed by Company pursuant to Company’s obligations under will promptly provide Agent and the Securities Exchange Act of 1934, as amended, copies of Lenders with (i) all notices written notice of any actual or written requests and other documents (including amendmentsexpected MLP Conversion, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time the circumstances and relevant facts regarding such MLP Conversion (including the information with respect to time upon request pro forma historical income, cash flow and capitalization, each after giving effect to such MLP Conversion), (iii) a certificate signed by a Senior Officer of the Agent, Borrower Agent or its general partner stating that each of the MLP Conversion Conditions has been satisfied and (iv) such additional information and reports documents regarding such material instruments, indentures MLP Conversion as may be reasonably requested by Agent and/or any Lender. Each notice pursuant to this Section 10.1.3(a) through (e) shall be accompanied by a statement of a Senior Officer of the Borrower Agent or its general partner setting forth in reasonable detail the occurrence referred to therein and loan stating what action the Borrowers have taken and credit and similar agreements as the Agent may reasonably request. (apropose to take with respect thereto. Each notice pursuant to Section 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereofDefault. (b) Promptly notify the Administrative Agent in writing, of any of the following that affects any Consolidated Party: matter, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the written threat Borrower or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have a Material Adverse EffectSubsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) the commencement of, or any default under material development in, any litigation or termination proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws, in every case that has resulted or could (if determined adversely in the case of a Material Contract; (ivlitigation or similar proceedings that are being actively pursued beyond the initial complaint stage) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have result in a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent of the occurrence of any material ERISA Event. (d) Promptly notify the Administrative Agent of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respectAdministrative Agent, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any new Real Properties impacted or affected by acquired after the breach of the representation or warranty, Closing Date and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. . If the Loan Parties fail to deliver such an environmental report within seventy-five (f75) At days after receipt of such written request then the time Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of delivery of any assessment arranged for by the financial statements Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and reports provided for in added to the obligations secured by the Collateral Documents. Each notice pursuant to this Section 10.1.1(a), deliver to Agent a report signed 7.03(a) through (d) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Document giving rise to such Default or Event of DefaultDefaults.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing (who shall notify the other Lenders) of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, (who shall notify the other Lenders) of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could would reasonably be expected to have result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of any Loan Party; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between any Loan Party and any Governmental Authority; or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any material litigation or proceeding affecting any Loan Party, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent (who shall notify the other Lenders) of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent (who shall notify the other Lenders) of any material change in accounting policies or financial reporting practices by any Consolidated Loan Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Loan Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇m▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent and each Lender in writing, of any of the following that affects any Consolidated Party: (ia) the written threat or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have a Material Adverse Effect; (iib) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replacedcontract; (iiic) any default under or termination of a Material Contract; (ivd) the existence of any Default or Event of Default; (e) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount)2,500,000; (vf) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vig) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (viih) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viiii) the discharge of or any withdrawal or resignation by any the Borrower’s independent accountants; or (ixj) any opening of a new office or place of business holding tangible Collateral exceeding $750,000business, at least 10 30 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of (i) the occurrence of any ERISA Event, and (ii) the occurrence of any Internal Control Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed on behalf of the Borrower by a Senior an Responsible Officer of the Borrower Agent or its general partner General Partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇m▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party Upon obtaining knowledge thereof, to the extent required to be filed by Company pursuant to Company’s obligations under Borrower will promptly provide the Securities Exchange Act of 1934, as amended, copies of Administrative Agent and the Lenders with (i) all notices written notice of any actual or written requests expected M▇▇ ▇▇▇▇▇▇▇▇▇▇, (▇▇) the circumstances and other documents relevant facts regarding such MLP Conversion (including amendmentsthe information with respect to pro forma historical income, waivers cash flow and other modifications) so received under or pursuant capitalization, each after giving effect to any material instrument, indenture, loan or credit or similar agreementsuch MLP Conversion), and (iiiii) from time to time upon request such additional information and documents regarding such MLP Conversion as may be reasonably requested by the Agent, such information Administrative Agent and/or any Lender. Each notice pursuant to this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the General Partner setting forth in reasonable detail the occurrence referred to therein and reports regarding such material instruments, indentures stating what action the Borrower has taken and loan and credit and similar agreements as the Agent may reasonably request. (aproposes to take with respect thereto. Each notice pursuant to Section 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereofDefault. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect, including any of the following events with such effect: (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Restricted Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respectuntrue, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the Obligors’ Loan Parties' expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Mortgaged Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Mortgaged Properties. If the Loan Parties fail to deliver such an environmental report within 120 days after receipt of such written request then the Administrative Agent may arrange for same, and the Loan Parties hereby grant to the Administrative Agent and its representatives access to the Mortgaged Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and (ii) a list of all patent applications, trademark applications, service ▇m▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year fiscal year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify Agent and each Lender in writing of the occurrence of (i) any Default or Event of Default and the nature thereof, or (ii) any default or event of default under any Senior Notes Indenture or the Senior Secured Notes Indenture. (b) Promptly notify Agent in writing, of any of the following that affects any Consolidated Party: (i) the written threat or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have a Material Adverse Effect; (ii) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law matter (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify Agent of the occurrence of any ERISA Event) that has resulted or could reasonably be expected to result in a Material Adverse Effect. (dc) Promptly notify Agent of any material change in accounting policies or financial reporting practices by any Consolidated PartyObligor or Restricted Subsidiary, including any determination by the Borrowers referred to in Section 3.31.2.2 or Section 3.4(b). (e) Upon the reasonable written request of Agent following the occurrence of any event or the discovery of any condition which Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 to be untrue in any material respect, the Obligors will furnish or cause to be furnished to Agent, at the Obligors’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. (fd) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a9.1.1(a), deliver to Agent a report signed by a Senior Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, marks and trade names and copyrights awarded to any Obligor since the last day of the immediately preceding Fiscal Year and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such applicationYear, all in such form as shall be reasonably satisfactory to Agent, provided, however, that such report shall not be required to be delivered with respect to Intellectual Property which in the aggregate is not material to the business of Obligors taken as a whole. (ge) Not later Promptly notify Agent of any matter that has resulted or could reasonably be expected to result in a material reduction in Value of the Refinery Assets set forth in the Borrowing Base Certificate most recently delivered by Borrower Agent, other than five Business Days after receipt thereof matters (1) reflecting generalized market conditions or (2) that have already been disclosed by the Loan Parties in any Consolidated Party thereof, to the extent required to be document filed by Company pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreementthereby with, and posted on the website of, the SEC. (iif) from time to time upon Promptly following any request therefor, provide information and documentation reasonably requested by the AgentAdministrative Agent or any Lender for purposes of compliance with applicable “know your customer” and anti-money-laundering rules and regulations, such information including, without limitation, the PATRIOT Act and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably requestBeneficial Ownership Regulation. (a) shall describe with particularity any and all provisions of this Agreement and any other Credit Document giving rise to such Default or Event of Default.

Notices and Information. (a) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer, notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly Promptly, and in any event within three Business Days after knowledge thereof by a Responsible Officer of the Borrower or Subsidiary, as the case may be, notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: has resulted or could reasonably be expected to result in a Material Adverse Effect, including (i) breach or non-performance of, or any default under, a Contractual Obligation of the written threat Borrower or commencement of any Subsidiary; (ii) any dispute, litigation, investigation, proceeding or investigationsuspension between the Borrower or any Subsidiary and any Governmental Authority; or (iii) the commencement of, whether or not covered by insuranceany material development in, if an adverse determination any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws, in each case to the extent the same could reasonably be expected to have a Material Adverse Effect; (ii) any pending or threatened (in writing) material labor dispute, strike or walkout, or the expiration of any material labor contract not concurrently replaced; (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSA, or any Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated Party, including any determination by the Borrowers referred to in Section 3.3Subsidiary. (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At No later than five (5) days after a Responsible Officer obtains knowledge of any such issuance of change, give notice to the time Administrative Agent (by telephone, followed promptly by written notice transmitted by facsimile with a hand copy sent promptly thereafter) of delivery any issuance of change (either expressly or pursuant to a letter from S&P or ▇▇▇▇▇’▇ stating an “implied” rating), in rating by S&P or ▇▇▇▇▇’▇ in respect of the financial statements and reports provided for in Section 10.1.1(aBorrower’s non-credit enhanced senior long-term debt (secured or unsecured), deliver together with details thereof, and of any announcement by S&P or ▇▇▇▇▇’▇ that its rating in respect of such non-credit enhanced senior long-term debt (secured or unsecured) is “under review” or that any such debt rating has been placed on a “Credit Watch List”® or “watch list” or that any similar action has been taken by S&P or ▇▇▇▇▇’▇. Each notice pursuant to Agent a report signed this Section 7.03(a) through (f) shall be accompanied by a Senior statement of a Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor since the last day details of the immediately preceding Fiscal Year occurrence referred to therein and (ii) a list of all patent applications, trademark applications, service ▇▇▇▇ applications, trade name applications stating what action the Borrower has taken and copyright applications submitted by any Obligor since the last day of the immediately preceding Fiscal Year and the status of each such application, all in such form as shall be reasonably satisfactory proposes to Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company take with respect thereto. Each notice pursuant to Company’s obligations under the Securities Exchange Act of 1934, as amended, copies of (i) all notices or written requests and other documents (including amendments, waivers and other modifications) so received under or pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.

Notices and Information. (a) Promptly notify the Administrative Agent and each Lender in writing of the occurrence of any Default or Event of Default and the nature thereof. (b) Promptly notify the Administrative Agent in writing, and each Lender of any of the following matter that affects any Consolidated Party: (i) the written threat has resulted or commencement of any proceeding or investigation, whether or not covered by insurance, if an adverse determination could reasonably be expected to have result in a Material Adverse Effect (including, without limitation, any of the following (to the extent reasonably expected to result in a Material Adverse Effect): (i) breach or non-performance of, or any default under, a Contractual Obligation of the Borrower or any Subsidiary; (ii) any pending or threatened (in writing) material labor dispute, strike litigation, investigation, proceeding or walkout, suspension between the Borrower or the expiration of any material labor contract not concurrently replacedSubsidiary and any Governmental Authority; or (iii) any default under or termination of a Material Contract; (iv) any judgment in an amount exceeding $10,000,000 (provided that (A) this clause (iv) shall exclude judgments if and to the extent that they are covered by insurance and the insurer has acknowledged such coverage and is able to pay such claim and (B) if Availability exceeds $100,000,000 on a Pro Forma Basis after giving effect to such judgment at the time of such judgment, then notice of a judgment must be given only if the amount of such judgment exceeds the Threshold Amount); (v) the assertion in writing of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vi) any violation or asserted (in writing) violation of any Applicable Law (including ERISA, OSHA, FLSAcommencement of, or any material development in, any litigation or proceeding affecting the Borrower or any Subsidiary, including pursuant to any applicable Environmental Laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (vii) any Environmental Release by a Consolidated Party or on any Property owned, leased or occupied by a Consolidated Party that could reasonably be expected to have a Material Adverse Effect; or receipt of any Environmental Notice regarding a matter or event that could reasonably be expected to have a Material Adverse Effect; (viii) the discharge of or any withdrawal or resignation by any Borrower’s independent accountants; or (ix) any opening of a new office or place of business holding tangible Collateral exceeding $750,000, at least 10 days prior to such opening. (c) Promptly notify the Administrative Agent and each Lender of the occurrence of any ERISA Event. (d) Promptly notify the Administrative Agent and each Lender of any material change in accounting policies or financial reporting practices by the Borrower or any Consolidated PartySubsidiary, including any determination by the Borrowers Borrower referred to in Section 3.32.10(b). (e) Upon the reasonable written request of the Administrative Agent following the occurrence of any event or the discovery of any condition which the Administrative Agent or the Required Lenders reasonably believe has caused (or could be reasonably expected to cause) the representations and warranties set forth in Section 9.1.9 6.09 to be untrue in any material respect, the Obligors Loan Parties will furnish or cause to be furnished to the Administrative Agent, at the ObligorsLoan Parties’ expense, a report of an environmental assessment of reasonable scope, form and depth, (including, where appropriate, invasive soil or groundwater sampling) by a consultant reasonably acceptable to the Administrative Agent as to the nature and extent of the presence of any Hazardous Materials on any Real Properties impacted or affected by the breach of the representation or warranty, and as to the compliance by any Consolidated Party with Environmental Laws at such Real Properties. If the Loan Parties fail to deliver such an environmental report within seventy-five (75) days after receipt of such written request then the Administrative Agent may arrange for same, and the Consolidated Parties hereby grant to the Administrative Agent and its representatives access to the Real Properties to reasonably undertake such an assessment (including, where appropriate, invasive soil or groundwater sampling). The reasonable cost of any assessment arranged for by the Administrative Agent pursuant to this provision will be payable by the Loan Parties on demand and added to the obligations secured by the Collateral Documents. (f) At the time of delivery of the financial statements and reports provided for in Section 10.1.1(a7.01(a), deliver to the Administrative Agent a report signed by a Senior an Responsible Officer of the Borrower Agent or its general partner setting forth (i) a list of registration numbers for all patents, trademarks, service marks, trade names and copyrights awarded to any Obligor Loan Party since the last day of the immediately preceding Fiscal Year calendar year and (ii) a list of all patent applications, trademark applications, service ▇m▇▇▇ applications, trade name applications and copyright applications submitted by any Obligor Loan Party since the last day of the immediately preceding Fiscal Year calendar year and the status of each such application, all in such form as shall be reasonably satisfactory to the Administrative Agent. (g) Not later than five Business Days after receipt thereof by any Consolidated Party thereof, to the extent required to be filed by Company . Each notice pursuant to Company’s obligations under this Section 7.03(a) through (e) shall be accompanied by a statement of a Responsible Officer of the Securities Exchange Act Borrower setting forth details of 1934, as amended, copies of (i) all notices or written requests the occurrence referred to therein and other documents (including amendments, waivers stating what action the Borrower has taken and other modifications) so received under or proposes to take with respect thereto. Each notice pursuant to any material instrument, indenture, loan or credit or similar agreement, and (ii) from time to time upon request by the Agent, such information and reports regarding such material instruments, indentures and loan and credit and similar agreements as the Agent may reasonably request. (aSection 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Credit Loan Document giving rise to such Default or Event of Defaultthat have been breached.