ITS INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS,
ALL AT SUCH REASONABLE TIMES AND AS OFTEN AS THE ADMINISTRATIVE AGENT OR ANY
LENDER MAY REASONABLY REQUEST AFTER REASONABLE PRIOR NOTICE TO THE BORROWER;
PROVIDED, HOWEVER, IF AN EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, NO
PRIOR NOTICE SHALL BE REQUIRED.
NOTWITHSTANDING THE FOREGOING, IF NO DEFAULT OR
EVENT OF DEFAULT HAS OCCURRED, ANY SUCH VISITATION AND INSPECTION OCCURRING MORE
THAN THREE TIMES IN ANY FISCAL YEAR SHALL BE AT THE EXPENSE OF THE
ADMINISTRATIVE AGENT AND THE LENDERS.
IF AN EVENT OF DEFAULT HAS OCCURRED AND
IS CONTINUING, BORROWER WILL, UPON REQUEST OF THE ADMINISTRATIVE AGENT, OBTAIN
AN APPRAISAL OF THE HUNT VALLEY, MARYLAND REAL ESTATE SUBJECT TO A MORTGAGE FROM
AN APPRAISER ACCEPTABLE TO THE ADMINISTRATIVE AGENT, AND TO THE EXTENT THE VALUE
OF SUCH REAL ESTATE IS GREATER THAN $30,000,000, THE BORROWER WILL EXECUTE
(I) AN AMENDMENT TO THE MORTGAGE ON SUCH REAL ESTATE INCREASING THE LIMIT ON THE
OBLIGATIONS SECURED BY SUCH MORTGAGE TO THE APPRAISED VALUE, (II) OBTAIN A TITLE
ENDORSEMENT IN FORM AND SUBSTANCE SATISFACTORY TO ADMINISTRATIVE AGENT INSURING
SUCH AMENDMENT AND (III) PAY ALL RECORDING, INTANGIBLE OR OTHER TAXES DUE IN
CONNECTION THEREWITH AND EXECUTING ANY TAX AFFIDAVITS IN CONNECTION THEREWITH
REQUESTED BY THE ADMINISTRATIVE AGENT.
59
SECTION 5.8.
MAINTENANCE OF PROPERTIES;
INSURANCE.
THE PARENT AND THE BORROWER WILL, AND WILL CAUSE EACH RESTRICTED
SUBSIDIARY TO, (A) KEEP AND MAINTAIN ALL PROPERTY NECESSARY TO THE CONDUCT OF
ITS BUSINESS IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR AND TEAR
EXCEPTED, AND (B) MAINTAIN WITH INSURANCE COMPANIES THAT ARE NOT AFFILIATES OF
THE PARENT AND ITS SUBSIDIARIES, THE SELECTION OF WHICH IS CONSISTENT WITH SOUND
CORPORATE PRACTICES AND CUSTOMARY FOR THE RESPECTIVE BUSINESSES, (I) INSURANCE
WITH RESPECT TO ITS PROPERTIES AND BUSINESS, AND THE PROPERTIES AND BUSINESS OF
ITS SUBSIDIARIES, AGAINST SUCH CASUALTIES AND CONTINGENCIES AND OF SUCH TYPES
AND IN SUCH AMOUNTS AS ARE CONSISTENT WITH SOUND CORPORATE PRACTICES AND ARE
CUSTOMARY IN THEIR RESPECTIVE BUSINESSES AND (B) ALL INSURANCE REQUIRED TO BE
MAINTAINED PURSUANT TO THE SECURITY DOCUMENTS, AND WILL, UPON REASONABLE REQUEST
OF THE ADMINISTRATIVE AGENT, FURNISH TO EACH LENDER AT REASONABLE INTERVALS A
CERTIFICATE OF AN AUTHORIZED OFFICER OF BORROWER SETTING FORTH THE NATURE AND
EXTENT OF ALL INSURANCE MAINTAINED BY THE PARENT, THE BORROWER AND EACH
RESTRICTED SUBSIDIARY IN ACCORDANCE WITH THIS SECTION 5.8, AND (C) AT ALL TIMES
SHALL NAME THE ADMINISTRATIVE AGENT AS ADDITIONAL INSURED ON ALL LIABILITY
INSURANCE POLICIES OF THE PARENT, THE BORROWER AND EACH RESTRICTED SUBSIDIARY
AND AS LOSS PAYEE (PURSUANT TO THE LOSS PAYEE ENDORSEMENT APPROVED BY THE
ADMINISTRATIVE AGENT) ON ALL CASUALTY AND PROPERTY INSURANCE POLICIES OF THE
PARENT, THE BORROWER AND EACH RESTRICTED SUBSIDIARY.
THE PARENT SHALL CAUSE
DETROIT STOKER, AT ALL TIMES, TO CONTINUE TO BE NAMED AS AN INSURED UNDER THE
PARENT'S ASBESTOS INSURANCE POLICES, WITH ALL RIGHTS THEREUNDER ACCRUING FOR THE
BENEFIT OF THE PARENT.
SECTION 5.9.
USE OF PROCEEDS AND LETTERS OF
CREDIT.
THE BORROWER WILL USE THE PROCEEDS