GENERAL44265

• Permit No: M1977376
• IBM Index Class Name: General Documents
• Doc Name: COVENANT SUPPLEMETN TO ACCOUNTS FINANCING AGREEMENT SECURITY AGREEMENT
• Media Type: D
• Archive: No

4.14 there shall be a material adverse change in tl~e
business, assets or condition (financial or otherwise) of Borrower
from the date hereof; or
4.15 at any time, Congress shall, in its discretion,
consider •the Obligations insecure or all or any part of the
Collateral unsafe, insecure or insufficient and Borrower shall not
on Congress' demand furnish other Collateral or make payment on
account, :reasonably satisfactory to Congress; or
4.16 the occurrence of an event of default under any of the
other Financing Agreements or any other agreement, document or
instrument at any time executed and/or delivered to, with or in
favor of Congress or any of its Affiliates by Borrower, any of its
Subsidiaries or Affiliates or any other person liable on the
Obligations.
Section 5. MISCELLANEOUS
5.1 Indemnification. Borrower hereby agrees to indemnify
Congress, to the extent permitted by law, from and against any and
all liabilities, obligations, losses, damages, penalties, actions,
judgments, suits, costs, expenses or disbursements of any kind or
nature whatsoever (including, without limitation, fees and
disbursements of counsel) which may be imposed on, incurred by, or
asserted against Congress in any litigation, proceeding or
investigation instituted or conducted by any governmental agency
or instrumentality or any other Person with respect to any aspect
of or any transaction contemplated by, or referred to in, or any
matter related to, the Financing Agreements, whether or not
Congress is a party thereto, except for Congress' own gross
negligence or wilfull misconduct. With respect to the Financing
Agreements, it is the express intention of the parties hereto that
the indemnity provided for in this Section is an indemnity by
Borrower to indemnify and protect Congress Prom the con€equences
of Congress' own negligence (but not for Congress' own gross
negligence or wilfull misconduct), whether that negligence is the
sole or concurring cause of any claim, loss, damage, cause of
action, suit or liabilities of any other kind.
5.2 Facility Fee. Borrower shall pay to Congress a
facility fee as follows: (a) on the date any interim Financing
Order. is entered by the Bankruptcy Court in the Chapter 11 Case,
an amount equal to: (i) one (1$) percent of the Maximum Credit as
of such date less (ii) the amount of the facility fee, :if any,
previously received and retained by Congress in connection with
any interim Financing Order previously entered; and (b) on the
date any permanent Financing Order is entered by the Bankruptcy
Court in the Chapter 11 Case, an amount equal to: (i) one (lY)
percent of the Maximum Credit as of such date less (ii) the amount
of the facility fee or fees, if any, previously received and
retained by Congress in connection with any interim Financing
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