SHALL CONSTITUTE "OBLIGATIONS"
FOR ALL PURPOSES OF THE SECURITY DOCUMENTS.
IN CONNECTION WITH THE FOREGOING,
THE BORROWER SHALL DELIVER PROMPTLY TO THE ADMINISTRATIVE AGENT COPIES OF ALL
ENVIRONMENTAL INFORMATION OR REPORTS WITH RESPECT TO THE REAL PROPERTIES.
5.9.
USE OF PROCEEDS.
THE PROCEEDS OF THE
REVOLVING CREDIT LOANS AND THE TERM LOAN WILL BE USED BY THE BORROWER SOLELY TO
REPAY IN FULL THE BORROWER'S OBLIGATIONS FOR BORROWED
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MONEY TO FLEET NATIONAL BANK, AS PRIOR AGENT FOR A GROUP OF LENDERS, AND TO
PROVIDE WORKING CAPITAL FOR THE BORROWER AFFILIATED GROUP AND FOR GENERAL
CORPORATE PURPOSES (INCLUDING PURPOSES PERMITTED BY THIS AGREEMENT) FOR THE
BORROWER AFFILIATED GROUP AND FOR PERMITTED ACQUISITIONS.
NO PORTION OF ANY
LOANS SHALL BE USED FOR THE PURPOSE OF PURCHASING OR CARRYING ANY "MARGIN
SECURITY" OR "MARGIN STOCK" AS SUCH TERMS ARE USED IN REGULATIONS U OR X OF THE
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM.
5.10.
PENSION PLANS.
WITH RESPECT TO ANY PLAN, THE
BENEFITS UNDER WHICH ARE GUARANTEED, IN WHOLE OR IN PART, BY THE PBGC OR ANY
GOVERNMENTAL AUTHORITY SUCCEEDING TO ANY OR ALL OF THE FUNCTIONS OF THE PBGC,
THE BORROWER WILL, AND WILL CAUSE EACH OTHER MEMBER OF THE BORROWER AFFILIATED
GROUP TO, (I) FUND EACH PLAN AS REQUIRED BY THE PROVISIONS OF SECTION 412 OF THE
CODE; (II) CAUSE EACH PLAN TO PAY ALL BENEFITS WHEN DUE; AND (III) FURNISH THE
ADMINISTRATIVE AGENT (A) PROMPTLY WITH A COPY OF ANY NOTICE OF EACH PLAN'S
TERMINATION SENT TO THE PBGC AND (B) NO LATER THAN THE DATE OF SUBMISSION TO THE
DEPARTMENT OF LABOR OR TO THE INTERNAL REVENUE SERVICE, AS THE CASE MAY BE, A
COPY OF ANY REQUEST FOR WAIVER FROM THE FUNDING STANDARDS OR EXTENSION OF THE
AMORTIZATION PERIODS REQUIRED BY SECTION 412 OF THE CODE.
5.11.
FISCAL YEAR.
EACH OF THE BORROWER AND EACH OTHER
MEMBER OF THE BORROWER AFFILIATED GROUP SHALL HAVE A FISCAL YEAR ENDING ON
DECEMBER 31 OF EACH YEAR AND SHALL NOTIFY THE ADMINISTRATIVE AGENT OF ANY CHANGE
IN SUCH FISCAL YEAR (WHEREUPON, NOTWITHSTANDING THE PROVISIONS OF SECTION 9.8,
THE ADMINISTRATIVE AGENT AND THE BANKS SHALL HAVE THE RIGHT TO MODIFY THE TIMING
OF THE FINANCIAL COVENANTS HEREUNDER ACCORDINGLY IN ORDER TO CORRESPOND TO ANY
SUCH CHANGE IN FISCAL YEAR).
5.12.
LEASES.
THE BORROWER SHALL USE ITS BEST EFFORTS
TO, AND SHALL CAUSE EACH OTHER MEMBER OF THE BORROWER AFFILIATED GROUP TO USE
ITS BEST EFFORTS TO, CAUSE THE LANDLORD (OTHER THAN UNDER A LAUNDRY FACILITY
AGREEMENT) OF ANY PREMISES LEASED BY THE BORROWER OR SUCH OTHER MEMBER OF THE
BORROWER AFFILIATED GROUP WHICH CONTAINS BOOKS AND RECORDS OR COLLATERAL IN AN
AGGREGATE AMOUNT IN EXCESS OF $100,000 TO DELIVER TO THE ADMINISTRATIVE AGENT,
AT THE OPTION OF THE ADMINISTRATIVE AGENT AND THE BANKS, A LANDLORD WAIVER
SIMULTANEOUSLY WITH THE EXECUTION OF ANY LEASE OF SUCH REAL PROPERTY.
5.13.
LAUNDRY FACILITY AGREEMENTS.
WITH RESPECT TO THE
LAUNDRY FACILITY AGREEMENTS: (I) ANY MEMBER OF THE BORROWER AFFILIATED GROUP
OTHER THAN