Nautilus 2001 Annual Report Download - page 77

AMERICANS WITH DISABILITIES ACT AND WITH ALL MINIMUM FUNDING STANDARDS AND OTHER REQUIREMENTS OF
ERISA AND OTHER LAWS APPLICABLE TO BORROWER'S EMPLOYEE BENEFIT PLANS.
Inspection. PERMIT EMPLOYEES OR AGENTS OF LENDER AT ANY REASONABLE TIME TO INSPECT AY AND ALL
COLLATERAL FOR THE LOAN OR LOANS AND BORROWER'S OTHER PROPERTIES AND TO EXAMINE OR AUDIT
BORROWER'S BOOKS, ACCOUNTS, AND RECORDS AND TO MAKE COPIES AND MEMORANDA OF BORROWER'S BOOKS,
ACCOUNTS, AND RECORDS. IF BORROWER NOW, OR AT ANY TIME HEREAFTER, MAINTAINS ANY RECORDS (INCLUDING
WITHOUT LIMITATION COMPUTER GENERATED RECORDS AND COMPUTER SOFTWARE PROGRAMS FOR THE
GENERATION OF SUCH RECORDS) IN THE POSSESSION OF A THIRD PARTY, BORROWER, UPON REQUEST OF LENDER,
SHALL NOTIFY SUCH PARTY TO PERMIT LENDER FREE ACCESS TO SUCH RECORDS AT ALL REASONABLE TIMES AND TO
PROVIDE LENDER WITH COPIES OF ANY RECORDS IT MAY REQUEST, ALL AT BORROWER'S EXPENSE.
Compliance Certificate. UNLESS WAIVED IN WRITING BY LENDER, PROVIDE
LENDER WITH AT LEAST QUARTERLY, DUE WITHIN SIXTY (60) DAYS OF QUARTER END AND AT THE TIME OF EACH
DISBURSEMENT OF LOAN PROCEEDS WITH A CERTIFICATE EXECUTED BY BORROWER'S CHIEF FINANCIAL OFFICER, OR
OTHER OFFICER OR PERSON ACCEPTABLE TO LENDER, CERTIFYING THAT THE REPRESENTATIONS AND WARRANTIES
SET FORTH IN THIS AGREEMENT ARE TRUE AND CORRECT AS OF THE DATE OF THE CERTIFICATE AND FURTHER
CERTIFYING THAT, AS OF THE DATE OF THE CERTIFICATE, NO EVENT OF DEFAULT EXISTS UNDER THIS AGREEMENT.
Environmental Compliance and Reports. BORROWER SHALL COMPLY IN ALL
RESPECTS WITH ALL ENVIRONMENTAL PROTECTION FEDERAL, STATE AND LOCAL LAWS, STATUES, REGULATIONS AND
ORDINANCES; NOT CAUSE OR PERMIT TO EXIST, AS A RESULT OF AN INTENTIONAL OR UNINTENTIONAL ACTION OR
OMISSION ON ITS PART OR ON THE PART OF ANY THIRD PARTY, ON PROPERTY OWNED AND/OR OCCUPIED BY
BORROWER, ANY ENVIRONMENTAL ACTIVITY WHERE DAMAGE MAY RESULT TO THE ENVIRONMENT, UNLESS SUCH
ENVIRONMENTAL ACTIVITY IS PURSUANT TO AND IN COMPLIANCE WITH THE CONDITIONS OF A PERMIT ISSUED BY
THE APPROPRIATE FEDERAL, STATE OR LOCAL GOVERNMENTAL AUTHORIZES; SHALL FURNISH TO LENDER PROMPTLY
AND IN ANY EVENT WITHIN THIRTY (30) DAYS AFTER RECEIPT THEREOF A COPY OF ANY NOTICE, SUMMONS, LIEN,
CITATION, DIRECTIVE, LETTER OR OTHER COMMUNICATION FROM ANY GOVERNMENTAL AGENCY OR
INSTRUMENTALITY CONCERNING ANY INTENTIONAL OR UNINTENTIONAL ACTION OR OMISSION ON BORROWER'S
PART IN CONNECTION WITH ANY ENVIRONMENTAL ACTIVITY WHETHER OR NOT THERE IS DAMAGE TO THE
ENVIRONMENT AND/OR OTHER NATURAL RESOURCES.
Additional Assurances. MAKE, EXECUTE AND DELIVER TO LENDER SUCH
PROMISSORY NOTES, MORTGAGES, DEEDS OF TRUST, SECURITY AGREEMENTS, FINANCING STATEMENTS,
INSTRUMENTS, DOCUMENTS AND OTHER AGREEMENTS AS LENDER OR ITS ATTORNEYS MAY REASONABLY REQUEST
TO EVIDENCE AND SECURE THE LOANS AND TO PERFECT ALL SECURITY INTERESTS.
NEGATIVE COVENANTS. Borrower covenants and agrees with Lender that while this Agreement is in effect, Borrower shall not, without the
prior written consent of Lender:
CAPITAL EXPENDITURES. Make or contract to make capital expenditures, including leasehold improvements, in any fiscal year in excess of
$20,000,000.00 or incur liability for rentals of property (including both real and personal property) in an amount which, together with capital
expenditures, shall in any fiscal year exceed such sum.
INDEBTEDNESS AND LIENS. Sell with recourse any of Borrower's accounts, except to Lender.
CONTINUITY OF OPERATIONS. (a) Engage in any business activities substantially different than those in which Borrower is presently
engaged, (b) cease all operations, liquidate, transfer, or consolidate with any other entity, change ownership, dissolve or transfer or sell
Collateral out of the ordinary course of business.
LOANS, ACQUISITIONS AND GUARANTIES. (a) Loan, invest in or advance money or assets, (b) purchase, create or acquire any interest in
any other enterprise or entity, or (c) incur any obligation as surety or guarantor other than in the ordinary course of business.
2002. EDGAR Online, Inc.