THE CLOSING DATE FOR
THE PURPOSE OF REDETERMINING THE BORROWING BASE.
5.5
INSPECTION. PERMIT AGENT, EACH LENDER, AND EACH OF THEIR DULY
AUTHORIZED REPRESENTATIVES OR AGENTS TO VISIT ANY OF ITS PROPERTIES AND INSPECT
ANY OF ITS ASSETS OR BOOKS AND RECORDS, TO EXAMINE AND MAKE COPIES OF ITS BOOKS
AND RECORDS, AND TO DISCUSS ITS AFFAIRS, FINANCES, AND ACCOUNTS WITH, ITS
OFFICERS AND EMPLOYEES AT SUCH REASONABLE TIMES AND INTERVALS AS AGENT OR ANY
SUCH LENDER MAY DESIGNATE AND, SO LONG AS NO DEFAULT OR EVENT OF DEFAULT EXISTS
AND IS CONTINUING, WITH REASONABLE PRIOR NOTICE TO ADMINISTRATIVE BORROWER.
5.6
MAINTENANCE OF PROPERTIES. MAINTAIN AND PRESERVE ALL OF ITS
PROPERTIES WHICH ARE NECESSARY OR USEFUL IN THE PROPER CONDUCT TO ITS BUSINESS
IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR, TEAR, AND CASUALTY EXCEPTED
(AND EXCEPT WHERE THE FAILURE TO DO SO COULD NOT BE REASONABLY EXPECTED TO
RESULT IN A MATERIAL ADVERSE CHANGE), AND COMPLY IN ALL MATERIAL RESPECTS AT ALL
TIMES WITH THE PROVISIONS OF ALL MATERIAL LEASES TO WHICH IT IS A PARTY AS
LESSEE, SO AS TO PREVENT ANY MATERIAL LOSS OR FORFEITURE THEREOF OR THEREUNDER.
5.7
TAXES. PAY OR DISCHARGE, AND CAUSE EACH OF ITS SUBSIDIARIES TO PAY
OR DISCHARGE, WHEN DUE, (A) ALL TAXES, ASSESSMENTS AND CHARGES OF ANY
GOVERNMENTAL AUTHORITY (INCLUDING, WITHOUT LIMITATION, F.I.C.A., F.U.T.A., STATE
DISABILITY, AND FEDERAL, STATE AND LOCAL INCOME TAXES) LEVIED OR IMPOSED UPON IT
OR UPON ITS INCOME OR PROFITS OR UPON ANY PROPERTIES BELONGING TO IT (INCLUDING,
WITHOUT LIMITATION, THE COLLATERAL), PRIOR TO THE DATE ON WHICH PENALTIES ATTACH
THERETO AND (B) ALL TAXES REQUIRED TO BE WITHHELD BY IT; PROVIDED, THAT NO
BORROWER OR SUBSIDIARY SHALL BE REQUIRED TO PAY OR DISCHARGE ANY SUCH TAX,
ASSESSMENT, CHARGE OR CLAIM THAT IS THE SUBJECT OF A PERMITTED PROTEST.
BORROWERS WILL AND WILL CAUSE THEIR SUBSIDIARIES TO, UPON REQUEST, FURNISH AGENT
WITH PROOF REASONABLY SATISFACTORY TO AGENT INDICATING THAT THE APPLICABLE
BORROWER OR
30
SUBSIDIARY HAS MADE SUCH PAYMENTS OR DEPOSITS. EACH BORROWER WILL TIMELY FILE,
AND WILL CAUSE ITS SUBSIDIARIES TO TIMELY FILE, ALL TAX RETURNS REQUIRED TO BE
FILED IN CONNECTION WITH THE PAYMENT OF TAXES REQUIRED BY THIS SECTION 5.7. NO
BORROWER WILL CHANGE ITS FEDERAL TAX EMPLOYER IDENTIFICATION NUMBER WITHOUT
PROVIDING NOT LESS THAN THIRTY (30) DAYS ADVANCE WRITTEN NOTICE TO AGENT, OR
REVOKE, ALTER OR AMEND ANY TAX INFORMATION AUTHORIZATION (ON IRS FORM 8821 OR
OTHERWISE) GIVEN TO AGENT.
5.8
INSURANCE.
(A)
AT BORROWERS' EXPENSE, MAINTAIN INSURANCE RESPECTING THEIR AND
THEIR SUBSIDIARIES' ASSETS WHEREVER LOCATED, COVERING LOSS OR DAMAGE BY FIRE,
THEFT, EXPLOSION, AND ALL OTHER HAZARDS AND RISKS AS ORDINARILY ARE INSURED
AGAINST BY OTHER PERSONS ENGAGED IN THE SAME OR SIMILAR BUSINESSES. BORROWERS
ALSO SHALL MAINTAIN BUSINESS INTERRUPTION, PUBLIC LIABILITY, AND PRODUCT
LIABILITY INSURANCE, AS WELL AS INSURANCE AGAINST LARCENY AND EMBEZZLEMENT. ALL
SUCH POLICIES OF INSURANCE SHALL BE IN SUCH AMOUNTS AS ARE ORDINARILY MAINTAINED
BY PERSONS ENGAGED IN THE SAME OR SIMILAR BUSINESSES AND WITH SUCH INSURANCE