OfficeMax 2013 Annual Report Download - page 266

(j) as soon as available, but in any event within 15 Business Days of the end of each calendar month, a certificate setting forth the calculation of
the Fixed Charge Coverage Ratio as of the last day of such calendar month, together with supporting information in connection therewith.
SECTION 5.02 Notices of Material Events. The Borrowers will furnish to the Administrative Agent and each Lender prompt written notice of the
following:
(a) the occurrence of any Default or Event of Default;
(b) any actual knowledge of the Loan Parties of, or any receipt of any notice of, any governmental investigation or any litigation, arbitration or
administrative proceeding (each, an “Action”) commenced or, to the knowledge of any Loan Party, threatened against any Loan Party or any of its
Subsidiaries that (i) seeks damages in excess of $25,000,000 ( provided that there is a reasonable likelihood that damages in excess of $25,000,000 shall
be awarded in connection with such Action), (ii) seeks injunctive relief (provided that there is a reasonable likelihood that such injunctive relief shall be
granted and, if so granted, such injunctive relief would be reasonably likely to have a Material Adverse Effect on the Borrowers’ ability to perform their
obligations under the Loan Documents or would have a Material Adverse Effect on the Collateral), (iii) is asserted or instituted against any Plan, its
fiduciaries or its assets (provided that such Action has a reasonable likelihood of success and seeks damages, or would result in liabilities, in excess of
$25,000,000), (iv) alleges criminal misconduct by any Loan Party or any of its Subsidiaries ( provided that such criminal misconduct would be
reasonably likely to result in a Material Adverse Effect), (v) alleges the violation of any law regarding, or seeks remedies in connection with, any
Environmental Laws (provided that such Action has a reasonable likelihood of success and seeks damages, or would result in liabilities, in excess of
$25,000,000), (vi) contests any tax, fee, assessment, or other governmental charge in excess of $25,000,000, or (vii) involves any material product
recall;
(c) any Lien (other than Permitted Encumbrances) or claim made or asserted against any of the Collateral; provided that such claim or assertion
has a reasonable likelihood of success;
(d) any loss, damage, or destruction to the Collateral in the amount of $25,000,000 or more per occurrence or related occurrences, whether or not
covered by insurance;
(e) any and all default notices received under or with respect to any leased location or public warehouse where Collateral with a fair market value
in excess of $25,000,000 is located (which shall be delivered within 10 Business Days after receipt thereof);
(f) the occurrence of any ERISA Event or breach of the representations and warranties in Section 3.10 that, alone or together with any other ERISA
Events or breaches of such representations and warranties that have occurred, could reasonably be expected to result in liability of the Loan Parties and
their Subsidiaries, whether directly or by virtue of their affiliate with any ERISA Affiliate, in an aggregate amount exceeding $25,000,000;
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