ALL TIMES; PROVIDED,
HOWEVER, THAT NOTHING IN THIS SECTION SHALL PREVENT ANY BORROWER OR NON-BORROWER
SUBSIDIARY FROM DISCONTINUING THE OPERATION AND MAINTENANCE OF ANY OF ITS
PROPERTIES IF SUCH DISCONTINUANCE IS, IN THE JUDGMENT OF
65
SUCH BORROWER OR NON-BORROWER SUBSIDIARY, DESIRABLE IN THE CONDUCT OF ITS OR
THEIR BUSINESS AND WHICH DOES NOT IN THE AGGREGATE HAVE A MATERIAL ADVERSE
EFFECT.
6.07
MAINTENANCE OF INSURANCE.
THE BORROWERS AND THE
NON-BORROWER SUBSIDIARIES WILL MAINTAIN WITH FINANCIALLY SOUND AND REPUTABLE
INSURANCE COMPANIES, FUNDS OR UNDERWRITERS' INSURANCE, INCLUDING SELF-INSURANCE,
OF THE KINDS, COVERING THE RISKS AND IN THE RELATIVE PROPORTIONATE AMOUNTS
USUALLY CARRIED BY REASONABLE AND PRUDENT COMPANIES CONDUCTING BUSINESSES
SIMILAR TO THAT OF THE BORROWERS AND NON-BORROWER SUBSIDIARIES.
IN ADDITION,
THE BORROWERS AND THE NON-BORROWER SUBSIDIARIES WILL FURNISH FROM TIME TO TIME,
UPON THE ADMINISTRATIVE AGENT'S REQUEST, A SUMMARY OF THE INSURANCE COVERAGE OF
EACH OF THE BORROWERS AND NON-BORROWER SUBSIDIARIES, WHICH SUMMARY SHALL BE IN
FORM AND SUBSTANCE SATISFACTORY TO THE ADMINISTRATIVE AGENT AND, IF REQUESTED BY
THE ADMINISTRATIVE AGENT, WILL FURNISH TO THE ADMINISTRATIVE AGENT COPIES OF THE
APPLICABLE POLICIES OF THE BORROWERS NAMING THE ADMINISTRATIVE AGENT AS A LOSS
PAYEE THEREUNDER.
6.08
TAXES.
THE BORROWERS AND THE NON-BORROWER
SUBSIDIARIES WILL EACH DULY PAY AND DISCHARGE, OR CAUSE TO BE PAID AND
DISCHARGED, BEFORE THE SAME SHALL BECOME OVERDUE, ALL MATERIAL TAXES,
ASSESSMENTS AND OTHER GOVERNMENTAL CHARGES (OTHER THAN TAXES, ASSESSMENTS AND
OTHER GOVERNMENTAL CHARGES IMPOSED BY JURISDICTIONS OTHER THAN THE UNITED STATES
OR CANADA OR A POLITICAL DIVISION THEREOF WHICH IN THE AGGREGATE ARE NOT
MATERIAL TO THE BUSINESS OR ASSETS OF ANY BORROWER OR NON-BORROWER SUBSIDIARY ON
AN INDIVIDUAL BASIS OR OF THE BORROWERS AND NON-BORROWER SUBSIDIARIES TAKEN AS A
WHOLE) IMPOSED UPON IT AND ITS REAL PROPERTIES, SALES AND ACTIVITIES, OR ANY
PART THEREOF, OR UPON THE INCOME OR PROFITS THEREFROM, AS WELL AS ALL CLAIMS FOR
LABOR, MATERIALS, OR SUPPLIES, WHICH IF UNPAID MIGHT BY LAW BECOME A LIEN OR
CHARGE UPON ANY OF ITS PROPERTY; PROVIDED, HOWEVER, THAT ANY SUCH TAX,
ASSESSMENT, CHARGE, LEVY OR CLAIM NEED NOT BE PAID IF THE VALIDITY OR AMOUNT
THEREOF SHALL CURRENTLY BE CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS
AND IF SUCH BORROWER OR NON-BORROWER SUBSIDIARY SHALL HAVE SET ASIDE ON ITS
BOOKS ADEQUATE RESERVES WITH RESPECT THERETO; AND PROVIDED, FURTHER, THAT SUCH
BORROWER AND NON-BORROWER SUBSIDIARY WILL PAY ALL SUCH TAXES, ASSESSMENTS,
CHARGES, LEVIES OR CLAIMS FORTHWITH UPON THE COMMENCEMENT OF PROCEEDINGS TO
FORECLOSE ANY LIEN WHICH MAY HAVE ATTACHED AS SECURITY THEREFOR.
6.09
INSPECTION OF PROPERTIES, BOOKS AND CONTRACTS.
THE
BORROWERS SHALL PERMIT THE LENDERS, THE ADMINISTRATIVE AGENT OR ANY OF THEIR
DESIGNATED REPRESENTATIVES, UPON REASONABLE NOTICE, TO VISIT AND INSPECT ANY OF
THE PROPERTIES OF THE BORROWERS, TO EXAMINE THE BOOKS OF ACCOUNT OF THE
BORROWERS (INCLUDING THE MAKING OF PERIODIC ACCOUNTS RECEIVABLE REVIEWS), OR
CONTRACTS (AND TO MAKE COPIES THEREOF AND EXTRACTS THEREFROM), AND TO DISCUSS
THE AFFAIRS, FINANCES AND ACCOUNTS OF THE BORROWERS WITH, AND TO BE ADVISED AS
TO THE