of Borrower or any other
Person shall affect the right of Administrative Agent to recover under such
policy or policies in case of loss or damage.
6.7
COMPLIANCE WITH LAWS.
(a)
Comply with the requirements of all applicable Laws and orders of
any Governmental Authority, noncompliance with which could reasonably be
expected to have a Material Adverse Effect.
(B)
CONDUCT ITS OPERATIONS AND KEEP AND MAINTAIN ITS PROPERTY IN
MATERIAL COMPLIANCE WITH ALL ENVIRONMENTAL LAWS.
6.8
INSPECTION RIGHTS.
AT ANY TIME DURING REGULAR BUSINESS HOURS AND
AS OFTEN AS REASONABLY REQUESTED UPON REASONABLE NOTICE, PERMIT ADMINISTRATIVE
AGENT OR ANY LENDER, OR ANY EMPLOYEE, AGENT OR REPRESENTATIVE THEREOF, TO
EXAMINE, AUDIT AND MAKE COPIES AND ABSTRACTS FROM BORROWER'S RECORDS AND BOOKS
OF ACCOUNT AND TO VISIT AND INSPECT ITS AND ITS SUBSIDIARIES' PROPERTIES AND TO
DISCUSS ITS AFFAIRS, FINANCES AND ACCOUNTS WITH ANY OF ITS OFFICERS AND KEY
EMPLOYEES, AND, UPON REQUEST, FURNISH PROMPTLY TO ADMINISTRATIVE AGENT OR ANY
LENDER TRUE COPIES OF ALL FINANCIAL INFORMATION AND INTERNAL MANAGEMENT REPORTS
MADE AVAILABLE TO THEIR SENIOR MANAGEMENT.
NOTWITHSTANDING ANY PROVISION OF
THIS AGREEMENT TO THE CONTRARY, SO LONG AS NO DEFAULT OR EVENT OF DEFAULT SHALL
HAVE OCCURRED AND BE CONTINUING, NEITHER BORROWER NOR ANY OF ITS SUBSIDIARIES
SHALL BE REQUIRED TO DISCLOSE, PERMIT THE INSPECTION, EXAMINATION, PHOTOCOPYING
OR MAKING EXTRACTS OF, OR DISCUSS, ANY DOCUMENT, INFORMATION OR OTHER MATTER
THAT (I) CONSTITUTES NON-FINANCIAL TRADE SECRETS OR NON-FINANCIAL PROPRIETARY
INFORMATION, OR (II) THE DISCLOSURE OF WHICH TO ANY LENDER, OR ITS DESIGNATED
REPRESENTATIVE, IS THEN PROHIBITED BY LAW OR ANY AGREEMENT BINDING ON BORROWER
OR ANY OF ITS SUBSIDIARIES THAT WAS NOT ENTERED INTO BY BORROWER OR ANY SUCH
SUBSIDIARY FOR THE PURPOSE OF CONCEALING INFORMATION FROM THE LENDERS.
BORROWER
SHALL, HOWEVER, FURNISH TO ADMINISTRATIVE AGENT SUCH INFORMATION CONCERNING
BORROWER'S INTELLECTUAL PROPERTY (INCLUDING, WITHOUT LIMITATION, APPLICATION AND
REGISTRATION NUMBERS FOR ANY FILINGS IN CONNECTION WITH SUCH INTELLECTUAL
PROPERTY) AS IS REASONABLY NECESSARY TO PERMIT ADMINISTRATIVE AGENT (ON BEHALF
OF ITSELF AND THE OTHER LENDERS) TO PERFECT A SECURITY INTEREST IN SUCH
INTELLECTUAL PROPERTY.
BORROWER WILL, UPON THE REQUEST OF ADMINISTRATIVE AGENT
OR REQUISITE LENDERS, PARTICIPATE IN A MEETING OF ADMINISTRATIVE AGENT AND
LENDERS ONCE DURING EACH FISCAL YEAR TO BE HELD AT BORROWER'S CORPORATE OFFICES
(OR AT SUCH OTHER LOCATION AS MAY BE AGREED TO BY BORROWER
70
AND ADMINISTRATIVE AGENT) AT SUCH TIME AS MAY BE AGREED TO BY BORROWER AND
ADMINISTRATIVE AGENT.
6.9
KEEPING OF RECORDS AND BOOKS OF ACCOUNT.
Keep records and books of
account adequate to prepare financial statements in conformity with GAAP,
consistently applied, and in conformity with all applicable requirements of any
Governmental Authority having regulatory jurisdiction over Borrower or any
applicable Subsidiary.
6.10
COMPLIANCE WITH ERISA.
Cause, and cause each of its ERISA
Affiliates to:
(a) maintain each Employee Benefits Plan in compliance in all
material respects with the applicable provisions of ERISA, the Code and other
applicable Laws; (b) to take all actions to cause each Employee Benefits Plan
which is qualified under