Audiovox 2012 Annual Report Download - page 255

(e) Additional Conditions to Letters of Credit. If the issuance of a Letter of Credit is requested, (i) all conditions set
forth in Section 2.3 shall have been satisfied and (ii) there shall exist no Lender that is a Defaulting Lender unless the Issuing
Lender has entered into satisfactory arrangements with the Borrowers or such Defaulting Lender to eliminate the Issuing
Lender's risk with respect to such Defaulting Lender's LOC Obligations.
(f) Additional Conditions to Swingline Loans. If a Swingline Loan is requested, (i) all conditions set forth in Section 2.4
shall have been satisfied and (ii) there shall exist no Lender that is a Defaulting Lender unless the Swingline Lender has entered
into satisfactory arrangements with the Borrowers or such Defaulting Lender to eliminate the Swingline Lender's risk with
respect to such Defaulting Lender's in respect of its Swingline Commitment.
Each request for an Extension of Credit and each acceptance by the Borrowers of any such Extension of Credit shall be deemed
to constitute representations and warranties by the Credit Parties as of the date of such Extension of Credit that the conditions set forth
above in paragraphs (a) through (f), as applicable, have been satisfied.
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Each of the Credit Parties hereby covenants and agrees that on the Closing Date, and thereafter (a) for so long as this Agreement
is in effect, (b) until the Commitments have terminated, and (c) the Credit Party Obligations are paid in full in cash, such Credit Party
shall, and shall cause each of their Subsidiaries, to:
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Furnish to the Administrative Agent and each of the Lenders:
(a) Annual Financial Statements. As soon as available and in any event no later than the earlier of (i) to the extent
applicable, the date the Company is required by the SEC to deliver its Form 10-K for each fiscal year of the Company
(including the fiscal year ending February 29, 2012) and (ii) one hundred (100) days after the end of each fiscal year of the
Company (including the fiscal year ending February 29, 2012), a copy of the Consolidated and consolidatingbalance sheet of the
Company and its Subsidiaries as of the end of such fiscal year (including the fiscal year ending February 29, 2012) and the
related Consolidated and consolidating statements of income and retained earnings and of cash flows of the Company and its
Subsidiaries for such year, which shall be audited by a firm of independent certified public accountants of nationally recognized
standing reasonably acceptable to the Administrative Agent, setting forth in each case in comparative form the figures for the
previous year, reported on without a “going concern” or like qualification or exception, or qualification indicating that the scope
of the audit was inadequate to permit such independent certified public accountants to certify such financial statements without
such qualification;
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