Coach 2006 Annual Report Download - page 118

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12.3 Proceedings and Documents. All proceedings in connection with the transactions contemplated by this Credit Agreement, the other
Loan Documents and all other documents incident thereto shall be satisfactory in substance and in form to the Lenders and to the Administrative
Agent and the Administrative Agent's Special Counsel, and the Lenders, the Administrative Agent and such counsel shall have received all
information and such counterpart originals or certified or other copies of such documents as the Administrative Agent may reasonably request.
13. EVENTS OF DEFAULT; ACCELERATION; ETC.
13.1 Events of Default and Acceleration. If any of the following events (“Events of Default” or, if the giving of notice or the lapse of time
or both is required, then, prior to such notice or lapse of time, “Defaults”) shall occur:
(a) the Borrower shall fail to pay any principal of the Loans or any Reimbursement Obligation when the same shall become due and
payable (including, without limitation, under and pursuant to Section 3.2(a) and (b)) within five (5) Business Days after the same shall become due
and payable, whether at the stated date of maturity or any accelerated date of maturity or at any other date fixed for payment;
(b) the Borrower or any of its Subsidiaries shall fail to pay any interest on the Loans, within five (5) Business Days after the same shall
become due and payable, whether at the stated date of maturity or any accelerated date of maturity or at any other date fixed for payment;
(c) the Borrower or any of its Subsidiaries shall fail to pay any fees or other sums due hereunder or under any of the other Loan
Documents, within five (5) Business Days after the same shall become due and payable, whether at the stated date of maturity or any accelerated
date of maturity or at any other date fixed for payment; provided, that with respect to any fees or other sums due hereunder or under any of the other
Loan Documents for which an invoice has been provided by the Administrative Agent but has not been received by the Borrower, the Borrower or
any of its Subsidiaries shall fail to pay such fees or other sums within five (5) Business Days after notice of such failure has been given to the
Borrower by the Administrative Agent;
(d) the Borrower shall fail to comply with any of its covenants contained in Section 8.1, the first sentence of Section 8.4.1, the first
sentence of Section 8.5, Sections 9.1 through 9.6 or Section 10;
(e) the Borrower or any of its Subsidiaries shall fail to perform any term, covenant or agreement contained herein or in any of the other Loan
Documents (other than those specified elsewhere in this Section 13.1) for thirty (30) days after written notice of such failure has been given to the
Borrower by the Administrative Agent;
(f) any representation or warranty of the Borrower or any of its Subsidiaries (whether in this Credit Agreement or any of the other Loan
Documents or in any other document or instrument delivered pursuant to or in connection with this Credit Agreement) shall prove to have been false
in any material respect upon the date when made or deemed to have been made or repeated;
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