SUBSIDIARIES TO
MAINTAIN) INSURANCE WITH RESPECT TO ITS PROPERTY AND BUSINESS AGAINST SUCH
LIABILITIES, CASUALTIES AND CONTINGENCIES AND OF SUCH TYPES AND IN SUCH AMOUNTS
AS SHALL BE REASONABLY SATISFACTORY TO THE BANK FROM TIME TO TIME AND IN ANY
EVENT ALL SUCH INSURANCE AS MAY FROM TIME TO TIME BE CUSTOMARY FOR COMPANIES
CONDUCTING A BUSINESS SIMILAR TO THAT OF THE BORROWER IN SIMILAR LOCALES.
6.4
PAYMENT OF TAXES AND CHARGES.
THE BORROWER
WILL PAY AND DISCHARGE (AND WILL CAUSE EACH SUBSIDIARY OF THE BORROWER TO PAY
AND DISCHARGE) ALL TAXES, ASSESSMENTS AND GOVERNMENTAL CHARGES OR LEVIES IMPOSED
UPON IT OR UPON ITS INCOME OR PROPERTY, INCLUDING, WITHOUT LIMITATION, TAXES,
ASSESSMENTS, CHARGES OR LEVIES RELATING TO REAL AND PERSONAL PROPERTY,
FRANCHISES, INCOME, UNEMPLOYMENT, OLD AGE BENEFITS, WITHHOLDING, OR SALES OR
USE, PRIOR TO THE DATE ON WHICH PENALTIES WOULD ATTACH THERETO, AND ALL
6
LAWFUL CLAIMS (WHETHER FOR ANY OF THE FOREGOING OR OTHERWISE) WHICH, IF UNPAID,
MIGHT GIVE RISE TO A LIEN UPON ANY PROPERTY OF THE BORROWER OR ANY SUCH
SUBSIDIARY, EXCEPT ANY OF THE FOREGOING WHICH IS BEING CONTESTED IN GOOD FAITH
AND BY APPROPRIATE PROCEEDINGS WHICH SERVE AS A MATTER OF LAW TO STAY THE
ENFORCEMENT THEREOF AND FOR WHICH THE BORROWER HAS ESTABLISHED AND IS
MAINTAINING ADEQUATE RESERVES.
THE BORROWER WILL MAINTAIN IN FULL FORCE AND
EFFECT, AND COMPLY WITH THE TERMS AND CONDITIONS OF, ALL PERMITS, PERMISSIONS
AND LICENSES NECESSARY OR DESIRABLE FOR ITS BUSINESS.
6.5
ACCOUNTS.
THE BORROWER WILL MAINTAIN
DEPOSITORY ACCOUNTS WITH THE BANK.
6.6
CONDUCT OF BUSINESS.
THE BORROWER WILL
CONDUCT, IN THE ORDINARY COURSE, THE BUSINESS IN WHICH IT IS PRESENTLY ENGAGED.
THE BORROWER WILL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF THE BANK, DIRECTLY
OR INDIRECTLY (ITSELF OR THROUGH ANY SUBSIDIARY) ENTER INTO ANY OTHER LINES OF
BUSINESS, BUSINESSES OR VENTURES WHICH ARE NOT REASONABLY RELATED TO THE
BUSINESS IN WHICH THE BORROWER IS PRESENTLY ENGAGED.
6.7
REPORTING REQUIREMENTS.
THE BORROWER WILL
FURNISH TO THE BANK:
(a)
Within 90 days after the end of each fiscal
year of the Borrower, a copy of the annual audit report for such fiscal year for
the Borrower, including therein consolidated balance sheets of the Borrower and
Subsidiaries as at the end of such fiscal year and related consolidated
statements of income, stockholders' equity and cash flow for the fiscal year
then ended.
The annual consolidated financial statements shall be certified by
independent public accountants selected by the Borrower and reasonably
acceptable to the Bank (which acceptable accountants shall include
PricewaterhouseCoopers) such certification to be in such form as is generally
recognized as "unqualified".
The Borrower will also deliver to the Bank, within
90 days following the end of each fiscal year, an annual budget for the
following year (including income statement projections) for the Borrower,
prepared by the Borrower's management and approved by the Borrower's Board of
Directors, such budget to be in such detail as is reasonably satisfactory to the
Bank.
(b)
Within 45 days after the end of