AND REPUTABLE INSURERS; MAINTAIN SUCH OTHER
INSURANCE, TO SUCH EXTENT AND AGAINST SUCH RISKS, INCLUDING FIRE AND OTHER RISKS
INSURED AGAINST BY EXTENDED COVERAGE, AS IS USUALLY MAINTAINED IN THE SAME
GENERAL AREA BY
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COMPANIES ENGAGED IN THE SAME OR SIMILAR BUSINESSES, INCLUDING PUBLIC LIABILITY
INSURANCE AGAINST CLAIMS FOR PERSONAL INJURY OR DEATH OR PROPERTY DAMAGE
OCCURRING UPON, IN, ABOUT OR IN CONNECTION WITH THE USE OF ANY PROPERTIES OWNED,
OCCUPIED OR CONTROLLED BY IT OR THE USE OF ANY PRODUCTS SOLD BY IT; AND MAINTAIN
SUCH OTHER INSURANCE AS MAY BE REQUIRED BY LAW.
EACH SUCH POLICY OF LIABILITY
OR CASUALTY INSURANCE MAINTAINED BY OR ON BEHALF OF LOAN PARTIES SHALL (A) IN
THE CASE OF EACH LIABILITY INSURANCE POLICY, NAME THE ADMINISTRATIVE AGENT, ON
BEHALF OF THE SECURED PARTIES, AS AN ADDITIONAL INSURED THEREUNDER, (B) IN THE
CASE OF EACH CASUALTY INSURANCE POLICY RELATING TO COLLATERAL, CONTAIN A LOSS
PAYABLE CLAUSE OR ENDORSEMENT THAT NAMES THE ADMINISTRATIVE AGENT, ON BEHALF OF
THE SECURED PARTIES, AS THE LOSS PAYEE THEREUNDER AND (C) PROVIDE FOR AT LEAST
30 DAYS' PRIOR WRITTEN NOTICE TO THE ADMINISTRATIVE AGENT OF ANY CANCELLATION OF
SUCH POLICY.
WITH RESPECT TO EACH MORTGAGED PROPERTY THAT IS LOCATED IN AN AREA
DETERMINED BY THE FEDERAL EMERGENCY MANAGEMENT AGENCY TO HAVE SPECIAL FLOOD
HAZARDS, THE APPLICABLE LOAN PARTY HAS OBTAINED, AND WILL MAINTAIN, WITH
FINANCIALLY SOUND AND REPUTABLE INSURANCE COMPANIES, SUCH FLOOD INSURANCE AS IS
REQUIRED UNDER APPLICABLE LAW, INCLUDING REGULATION H.
SECTION 5.03. PAYMENT OF TAXES.
PAY AND DISCHARGE PROMPTLY PRIOR TO BECOMING
DELINQUENT ALL MATERIAL TAXES, ASSESSMENTS AND GOVERNMENTAL CHARGES OR LEVIES
IMPOSED UPON IT OR UPON OR IN RESPECT OF ITS PROPERTY OR ASSETS; PROVIDED,
HOWEVER, THAT SUCH PAYMENT AND DISCHARGE SHALL NOT BE REQUIRED WITH RESPECT TO
ANY SUCH TAX, ASSESSMENT, CHARGE OR LEVY SO LONG AS THE VALIDITY OR AMOUNT
THEREOF SHALL BE CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS AND IT SHALL
HAVE SET ASIDE ON ITS BOOKS, IN ACCORDANCE WITH GAAP, ADEQUATE RESERVES WITH
RESPECT THERETO AND SUCH CONTEST OPERATES TO SUSPEND ENFORCEMENT OF A LIEN AND,
IN THE CASE OF A MORTGAGED PROPERTY OR OTHER MATERIAL PROPERTY OR ASSET, THERE
IS NO MATERIAL RISK OF FORFEITURE OF SUCH PROPERTY.
SECTION 5.04. FINANCIAL STATEMENTS, REPORTS, ETC.
FURNISH TO THE ADMINISTRATIVE
AGENT AND EACH LENDER:
(A)
WITHIN 90 DAYS AFTER THE END OF EACH FISCAL YEAR, ITS CONSOLIDATED BALANCE
SHEET AND RELATED STATEMENTS OF OPERATIONS, STOCKHOLDERS' EQUITY AND CASH FLOWS,
SHOWING THE FINANCIAL CONDITION OF THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES AS OF THE CLOSE OF SUCH FISCAL YEAR AND THE RESULTS OF ITS
OPERATIONS AND THE OPERATIONS OF SUCH SUBSIDIARIES DURING SUCH FISCAL YEAR, ALL
AUDITED BY ERNST & YOUNG LLP OR OTHER INDEPENDENT AUDITORS OF RECOGNIZED
NATIONAL STANDING AND ACCOMPANIED BY AN OPINION OF SUCH ACCOUNTANTS (WHICH SHALL
NOT CONTAIN ANY MATERIAL QUALIFICATION OR EXCEPTION (OTHER THAN "GOING CONCERN"
QUALIFICATIONS OR EXCEPTIONS RELATING TO THE BANKRUPTCY PROCEEDINGS IN SUCH
OPINION WITH RESPECT TO THE FISCAL YEAR ENDED DECEMBER