shall have expired or terminated (other than
those backed by a standby letter of credit or cash collateralized, in each case
in amounts and on terms satisfactory to the Issuing Bank and the Administrative
Agent) and all LC Disbursements shall have been reimbursed, the Company
covenants and agrees with the Lenders that it will, and will cause each of its
Subsidiaries or Significant Subsidiaries, as appropriate, to:
SECTION 5.01.
EXISTENCE; BUSINESSES AND PROPERTIES.
(A) DO OR CAUSE TO BE
DONE ALL THINGS NECESSARY TO PRESERVE, RENEW AND KEEP IN FULL FORCE AND EFFECT
ITS LEGAL EXISTENCE, EXCEPT (I) IN THE CASE OF EACH SUBSIDIARY THAT IS NOT A
BORROWER TO THE EXTENT THAT THE FAILURE TO TAKE ANY SUCH ACTION COULD NOT
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT OR (II) AS OTHERWISE
EXPRESSLY PERMITTED UNDER SECTION 6.02.
(B)
DO OR CAUSE TO BE DONE ALL THINGS NECESSARY TO (I) OBTAIN,
PRESERVE, RENEW, EXTEND AND KEEP IN FULL FORCE AND EFFECT THE RIGHTS, LICENSES,
PERMITS, FRANCHISES, AUTHORIZATIONS, PATENTS, COPYRIGHTS, TRADEMARKS AND TRADE
NAMES (AS APPLICABLE) MATERIAL TO THE CONDUCT OF ITS BUSINESS, (II) COMPLY IN
ALL MATERIAL RESPECTS WITH ALL APPLICABLE LAWS, RULES, REGULATIONS AND ORDERS OF
ANY GOVERNMENTAL AUTHORITY, WHETHER NOW IN EFFECT OR HEREAFTER ENACTED, AND
(III) AT ALL TIMES MAINTAIN AND PRESERVE ALL PROPERTY MATERIAL TO THE CONDUCT OF
SUCH BUSINESS AND KEEP SUCH PROPERTY IN GOOD REPAIR, WORKING ORDER AND CONDITION
(ORDINARY WEAR AND TEAR EXCEPTED) AND FROM TIME TO TIME MAKE, OR CAUSE TO BE
MADE, ALL NEEDFUL AND PROPER REPAIRS, RENEWALS, ADDITIONS, IMPROVEMENTS AND
REPLACEMENTS THERETO NECESSARY IN ORDER THAT THE BUSINESS CARRIED ON IN
CONNECTION THEREWITH MAY BE PROPERLY CONDUCTED AT ALL TIMES, EXCEPT IN THE CASE
OF CLAUSES (I), (II) AND (III) ABOVE, TO THE EXTENT THAT THE FAILURE TO DO SO
COULD NOT REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT.
61
SECTION 5.02.
INSURANCE.
IN THE CASE OF THE COMPANY AND EACH SIGNIFICANT
SUBSIDIARY, KEEP ITS INSURABLE PROPERTIES INSURED AT ALL TIMES IN SUCH AMOUNTS
(WITH NO GREATER RISK RETENTION) AND AGAINST SUCH RISKS AS ARE CUSTOMARILY
MAINTAINED BY COMPANIES OF ESTABLISHED REPUTE ENGAGED IN THE SAME OR SIMILAR
BUSINESSES OPERATING IN THE SAME OR SIMILAR LOCATIONS (INCLUDING WITHOUT
LIMITATION BY THE MAINTENANCE OF SELF-INSURANCE TO THE EXTENT CONSISTENT WITH
INDUSTRY PRACTICE); MAINTAIN SUCH OTHER INSURANCE, TO SUCH EXTENT AND AGAINST
SUCH RISKS, INCLUDING FIRE AND OTHER RISKS INSURED AGAINST BY EXTENDED COVERAGE,
AS IS CUSTOMARY WITH COMPANIES 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.
SECTION 5.03.
TAXES.
IN THE CASE OF THE COMPANY AND EACH SIGNIFICANT
SUBSIDIARY, PAY AND DISCHARGE ALL INCOME AND OTHER MATERIAL TAXES, ASSESSMENTS
AND GOVERNMENTAL CHARGES OR LEVIES IMPOSED UPON IT OR UPON ITS INCOME OR PROFITS
OR IN RESPECT OF ITS PROPERTY, BEFORE THE SAME SHALL BECOME