Common use of Promptly upon Clause in Contracts

Promptly upon. the Borrower obtaining knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries, which action, suit, proceeding, governmental investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the Borrower's reasonable judgment, the Borrower or any of its Subsidiaries to liability in an amount aggregating $100,000 or more (exclusive of claims covered by insurance policies of the Borrower or any of its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims), the Borrower shall give written notice thereof to the Lender and provide such other information as may be reasonably available to enable the Lender and its counsel to evaluate such matters; (b) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (not previously reported) against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries not previously disclosed by the Borrower to the Lender, and shall provide such other information at such time as may be reasonably available to enable the Lender and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration); and (c) in addition to the requirements set forth in CLAUSES (a) and (b) of this SECTION 6.04, the Borrower upon request of the Lender shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation or arbitration covered by a report delivered pursuant to CLAUSE (a) or (b) above and provide such other information as may be reasonably available to it to enable the Lender and its counsel to evaluate such matters.

Promptly upon. the Borrower obtaining knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its SubsidiariesSubsidiaries not previously disclosed pursuant to SECTION 5.01(o), which action, suit, proceeding, governmental investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the Borrower's reasonable judgment, the Borrower or any of its Subsidiaries to liability in an amount aggregating $100,000 or more (exclusive of claims covered by insurance policies of the Borrower or any of its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims), the Borrower shall give written notice thereof to the Lender and provide such other information as may be reasonably available to enable the Lender and its counsel to evaluate such matters; (b) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (not previously reported) against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries not previously disclosed by the Borrower to the Lender, and shall provide such other information at such time as may be reasonably available to enable the Lender and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration); and (c) in addition to the requirements set forth in CLAUSES (a) and (b) of this SECTION 6.046.05, the Borrower upon request of the Lender shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation or arbitration covered by a report delivered pursuant to CLAUSE (a) or (b) above and provide such other information as may be reasonably available to it to enable the Lender and its counsel to evaluate such matters.

Promptly upon. the Borrower Borrower's obtaining -------- knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiariesnot previously disclosed pursuant to Section 7.1(i), which action, suit, proceeding, governmental -------------- investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the Borrower's reasonable judgment, the Borrower or any of its Subsidiaries to liability in an amount aggregating $100,000 1,000,000 or more (exclusive of claims and is not covered by insurance policies of the Borrower Borrower's or any of its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims)Subsidiary's insurance, the Borrower shall give written notice thereof to the Lender Administrative Agent (with copies for each of the Lenders) and provide such other information as may be reasonably available to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters; (bii) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender Administrative Agent and the Lenders covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (in an amount equal to or in excess of $50,000,000 to the extent not previously reported) against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries not previously disclosed by the Borrower to the LenderAdministrative Agent and the Lenders, and shall provide such other information at such time as may be reasonably available to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration)matters; and (ciii) in addition to the requirements set forth in CLAUSES clauses (ai) and (bii) of this SECTION 6.04Section 8.4, the Borrower upon request of ----------- the Lender Administrative Agent or the Requisite Lenders shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation or arbitration covered by a report delivered pursuant to CLAUSE clause (ai) or (bii) above and provide such other information as may be reasonably requested and available to it to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters. Notwithstanding the foregoing, the Borrower shall not be required to disclose any information which is subject to the attorney-client privilege.

Promptly upon. the Borrower obtaining knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting the Borrower or any of its Subsidiaries Parent or any Property of the Borrower or any of its SubsidiariesParent not previously disclosed pursuant to SECTION 5.01(n), which action, suit, proceeding, governmental investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the Borrower's reasonable judgment, the Borrower or any of its Subsidiaries Parent to liability in an amount aggregating $100,000 or more (exclusive of claims covered by insurance policies of the Borrower or any of its Subsidiaries Parent unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims), the Borrower shall give written notice thereof to the Lender and provide such other information as may be reasonably available to enable the Lender and its counsel to evaluate such matters; (b) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (not previously reported) against or affecting the Borrower or any of its Subsidiaries Parent or any Property of the Borrower or any of its Subsidiaries Parent not previously disclosed by the Borrower to the Lender, and shall provide such other information at such time as may be reasonably available to enable the Lender and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration); and (c) in addition to the requirements set forth in CLAUSES (a) and (b) of this SECTION 6.046.05, the Borrower upon request of the Lender shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation or arbitration covered by a report delivered pursuant to CLAUSE (a) or (b) above and provide such other information as may be reasonably available to it to enable the Lender and its counsel to evaluate such matters.

Promptly upon. the any Borrower obtaining knowledge -------- of the institution of, or written threat of, any action, suit, proceeding, governmental investigation investigation, any allegation of defective pricing, defective product or services, cost mischarging, or violation of the Cost Accounting Standards (48 C.F.R. (S) 9900 (et. seq.)), any facts which would impair the -- --- ability of a Borrower to continue to perform Government Contracts or to obtain future Government Contracts or arbitration against or affecting the a Borrower or any of its the Borrowers' Subsidiaries or any Property of the such Borrower or any of its Subsidiariessuch Borrowers' Subsidiaries not previously disclosed pursuant to Section 6.01(k), which action, ,suit, proceeding, governmental investigation or ------- ------- arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the such Borrower's reasonable judgment, the such Borrower or any of its such Borrower's Subsidiaries to liability in an amount aggregating $100,000 5,000,000 or more more, or could result in suspension or debarment from government contracting, loss of facility clearances for classified information, or suspension of export licenses or approvals (exclusive of claims covered by insurance policies of the Borrower whether existing or any of its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claimsapplied for), the such Borrower shall give written notice thereof to the Lender Administrative Agent and the Lenders and provide such other information as may be reasonably available to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters; (b) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (not previously reported) against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries not previously disclosed by the Borrower to the Lender, and shall provide such other information at such time as may be reasonably available to enable the Lender and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration); and (cii) in addition to the requirements set forth in CLAUSES clause (a) and (bi) of this SECTION 6.04Section 7.03, the Borrower a Borrower, upon request of the Lender ------------ Administrative Agent or the Requisite Lenders, shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation investigation, any allegation of defective pricing, defective products or services, or violation of the Cost Accounting Standards, or of any facts which would impair the ability of such Borrower to continue to perform Government Contracts or to obtain future Government Contracts or arbitration covered by a report delivered pursuant to CLAUSE clause (a) or (bi) above and provide such other information ---------- as may be reasonably available to it to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters.

Promptly upon. the any Borrower obtaining -------- knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation investigation, any allegation of defective pricing, defective product or services, cost mischarging, or violation of the Cost Accounting Standards (48 C.F.R. (S) 9900 (et. seq.)), any facts which would -- --- impair the ability of a Borrower to continue to perform Government Contracts or to obtain future Government Contracts or arbitration against or affecting the a Borrower or any of its the Borrowers' Subsidiaries or any Property of the such Borrower or any of its Subsidiariessuch Borrowers' Subsidiaries not previously disclosed pursuant to Section 6.01(k), which action, suit, proceeding, governmental investigation or -------------- arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in the such Borrower's reasonable judgment, the such Borrower or any of its such Borrower's Subsidiaries to liability in an amount aggregating $100,000 5,000,000 or more more, or could result in suspension or debarment from government contracting, loss of facility clearances for classified information, or suspension of export licenses or approvals (exclusive of claims covered by insurance policies of the Borrower whether existing or any of its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claimsapplied for), the such Borrower shall give written notice thereof to the Lender Administrative Agent and the Lenders and provide such other information as may be reasonably available to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters; (b) as soon as practicable and in any event within forty-five (45) days after the end of each fiscal quarter of the Borrower, the Borrower shall provide a written quarterly report to the Lender covering the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration (not previously reported) against or affecting the Borrower or any of its Subsidiaries or any Property of the Borrower or any of its Subsidiaries not previously disclosed by the Borrower to the Lender, and shall provide such other information at such time as may be reasonably available to enable the Lender and its counsel to evaluate such matters (but excluding such information at to which the Borrower in good faith has asserted or will assert a legal privilege in objection to disclosure of the information by the Borrower in the action, suit, proceeding, investigation or arbitration); and (cii) in addition to the requirements set forth in CLAUSES clause (a) and (bi) of ---------- this SECTION 6.04Section 7.03, the Borrower a Borrower, upon request of the Lender Administrative Agent or the ------------ Requisite Lenders, shall promptly give written notice of the status of any action, suit, proceeding, governmental investigation investigation, any allegation of defective pricing, defective products or services, or violation of the Cost Accounting Standards, or of any facts which would impair the ability of such Borrower to continue to perform Government Contracts or to obtain future Government Contracts or arbitration covered by a report delivered pursuant to CLAUSE clause (a) or (bi) above and provide such other information as may be reasonably ---------- available to it to enable each Lender and the Lender Administrative Agent and its counsel to evaluate such matters.