PERSONS ENGAGED IN THE SAME OR SIMILAR BUSINESS, OF SUCH TYPES AND IN
SUCH AMOUNTS AS ARE CUSTOMARILY CARRIED UNDER SIMILAR CIRCUMSTANCES BY SUCH
OTHER PERSONS.
6.08
COMPLIANCE WITH LAWS.
COMPLY IN ALL MATERIAL
RESPECTS WITH THE REQUIREMENTS OF ALL LAWS AND ALL ORDERS, WRITS, INJUNCTIONS
AND DECREES APPLICABLE TO IT OR TO ITS BUSINESS OR PROPERTY, EXCEPT IN SUCH
INSTANCES IN WHICH (A) SUCH REQUIREMENT OF LAW OR ORDER, WRIT, INJUNCTION OR
DECREE IS BEING CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS DILIGENTLY
CONDUCTED; OR (B) THE FAILURE TO COMPLY THEREWITH COULD NOT REASONABLY BE
EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
6.09
BOOKS AND RECORDS.
(A)
MAINTAIN PROPER BOOKS OF
RECORD AND ACCOUNT, IN WHICH FULL, TRUE AND CORRECT ENTRIES IN CONFORMITY WITH
GAAP CONSISTENTLY APPLIED SHALL BE MADE OF ALL MATERIAL FINANCIAL TRANSACTIONS
AND MATTERS INVOLVING THE ASSETS AND BUSINESS OF THE COMPANY OR SUCH SUBSIDIARY,
AS THE CASE MAY BE; AND (B) MAINTAIN SUCH BOOKS OF RECORD AND ACCOUNT IN
MATERIAL CONFORMITY WITH ALL APPLICABLE REQUIREMENTS OF ANY GOVERNMENTAL
AUTHORITY HAVING REGULATORY JURISDICTION OVER THE COMPANY OR SUCH SUBSIDIARY, AS
THE CASE MAY BE.
6.10
INSPECTION RIGHTS.
PERMIT REPRESENTATIVES AND
INDEPENDENT CONTRACTORS OF THE ADMINISTRATIVE AGENT (OR, IF THERE EXISTS AT SUCH
TIME NO ADMINISTRATIVE AGENT HEREUNDER, OF THE LENDERS) TO VISIT AND INSPECT ANY
OF ITS PROPERTIES, TO EXAMINE ITS CORPORATE, FINANCIAL AND OPERATING RECORDS,
AND MAKE COPIES THEREOF OR ABSTRACTS THEREFROM, AND TO DISCUSS ITS AFFAIRS,
FINANCES AND ACCOUNTS WITH ITS DIRECTORS, OFFICERS, AND INDEPENDENT PUBLIC
ACCOUNTANTS, ALL AT SUCH REASONABLE TIMES DURING NORMAL BUSINESS HOURS AND AS
OFTEN AS MAY BE REASONABLY DEEMED NECESSARY TO CARRY OUT THE PURPOSES OF THIS
AGREEMENT, UPON REASONABLE ADVANCE NOTICE TO THE COMPANY; PROVIDED, HOWEVER,
THAT WHEN AN EVENT OF DEFAULT EXISTS THE ADMINISTRATIVE AGENT OR ANY LENDER (OR
ANY OF THEIR RESPECTIVE REPRESENTATIVES OR INDEPENDENT CONTRACTORS) MAY DO ANY
OF
64
THE FOREGOING AT THE EXPENSE OF THE COMPANY AT ANY TIME DURING NORMAL BUSINESS
HOURS AND WITHOUT ADVANCE NOTICE.
6.11
USE OF PROCEEDS.
USE THE PROCEEDS OF THE CREDIT
EXTENSIONS FOR GENERAL CORPORATE PURPOSES NOT IN CONTRAVENTION OF ANY LAW OR OF
ANY LOAN DOCUMENT.
6.12
APPROVALS AND AUTHORIZATIONS.
MAINTAIN ALL
AUTHORIZATIONS, CONSENTS, APPROVALS AND LICENSES FROM, EXEMPTIONS OF, AND
FILINGS AND REGISTRATIONS WITH, EACH GOVERNMENTAL AUTHORITY OF THE JURISDICTION
IN WHICH EACH FOREIGN OBLIGOR IS ORGANIZED AND EXISTING, AND ALL APPROVALS AND
CONSENTS OF EACH OTHER PERSON IN SUCH JURISDICTION, IN EACH CASE THAT ARE
REQUIRED IN CONNECTION WITH THE LOAN DOCUMENTS.
6.13
ADDITIONAL GUARANTORS.
NOTIFY THE ADMINISTRATIVE
AGENT AT THE TIME THAT ANY PERSON BECOMES A MATERIAL DOMESTIC SUBSIDIARY, AND
PROMPTLY THEREAFTER (AND IN ANY EVENT WITHIN 30 DAYS), CAUSE SUCH PERSON TO
(A) BECOME A SUBSIDIARY GUARANTOR BY EXECUTING AND DELIVERING TO THE
ADMINISTRATIVE AGENT A COUNTERPART OF THE SUBSIDIARY GUARANTY OR SUCH OTHER
DOCUMENT AS THE ADMINISTRATIVE AGENT SHALL DEEM APPROPRIATE FOR SUCH PURPOSE,
AND (B) DELIVER TO THE ADMINISTRATIVE AGENT DOCUMENTS OF THE TYPES REFERRED TO
IN CLAUSES (III)