LOCAL AUTHORITIES, AND THE PROVISIONS AND
REQUIREMENTS OF ALL FRANCHISES, PERMITS, CERTIFICATES OF COMPLIANCE AND APPROVAL
ISSUED BY REGULATORY AUTHORITIES AND OTHER LIKE GRANTS OF AUTHORITY HELD BY THE
BORROWER AND THE BANK, EXCEPT AS WOULD NOT REASONABLY BE EXPECTED TO HAVE A
MATERIAL ADVERSE EFFECT; AND NOTIFY BANK IMMEDIATELY (AND IN DETAIL) OF ANY
ACTUAL OR ALLEGED FAILURE TO COMPLY WITH OR PERFORM, BREACH, VIOLATION OR
DEFAULT UNDER ANY SUCH LAWS OR REGULATIONS OR UNDER THE TERMS OF ANY SUCH
FRANCHISES OR LICENSES, OR GRANTS OF AUTHORITY, THE RESULT OF WHICH WOULD
CONSTITUTE A MATERIALLY ADVERSE EFFECT ON THE BORROWER OR THE BANK, OR THE
OCCURRENCE OR EXISTENCE OF ANY FACTS OR CIRCUMSTANCES WHICH WITH THE PASSAGE OF
TIME, THE GIVING OF NOTICE OR OTHERWISE COULD CREATE SUCH A BREACH, VIOLATION OR
DEFAULT OR COULD OCCASION THE TERMINATION OF ANY SUCH FRANCHISES OR GRANTS OF
AUTHORITY.
5.2
MAINTAIN PROPERTY.
MAINTAIN, PRESERVE, AND PROTECT ALL PROPERTIES
USED OR USEFUL IN THE CONDUCT OF BORROWER'S, THE BANK'S, AND EACH OTHER
SUBSIDIARY'S BUSINESS AND KEEP THE SAME IN GOOD REPAIR, WORKING ORDER AND
CONDITION, EXCEPT AS WOULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT.
5.3
INSURANCE.
AT ALL TIMES MAINTAIN IN FORCE (I) INSURANCE IN SUCH
AMOUNTS, TO SUCH AN EXTENT AND AGAINST SUCH RISKS, INCLUDING FIRE AND THEFT, AS
IS CUSTOMARY WITH COMPANIES IN THE SAME OR SIMILAR BUSINESS, (II) NECESSARY
WORKMEN'S COMPENSATION INSURANCE, FIDELITY BONDS AND DIRECTORS' AND OFFICERS'
INSURANCE COVERAGE IN AMOUNTS SATISFACTORY TO LENDER, AND (III) SUCH OTHER
INSURANCE AS MAY BE REQUIRED BY LAW; AND IF REQUIRED BY LENDER, DELIVER TO THE
LENDER A COPY OF THE BONDS AND POLICIES PROVIDING SUCH COVERAGE AND A
CERTIFICATE OF BORROWER'S, THE BANK'S, OR EACH OTHER SUBSIDIARY'S CHIEF
EXECUTIVE OFFICER, AS THE CASE MAY BE, SETTING FORTH THE NATURE OF THE RISKS
COVERED BY SUCH INSURANCE, THE AMOUNT CARRIED WITH RESPECT TO EACH RISK, AND THE
NAME OF THE INSURER.
5.4
TAXES AND LIENS.
PAY AND DISCHARGE PROMPTLY ALL TAXES, ASSESSMENTS,
AND GOVERNMENTAL CHARGES OR LEVIES IMPOSED UPON BORROWER, THE BANK, OR EACH
OTHER SUBSIDIARY OR UPON ANY OF THEIR RESPECTIVE INCOME AND PROFITS, OR THEIR
PROPERTIES, REAL, PERSONAL OR MIXED, OR ANY PART THEREOF, BEFORE THE SAME SHALL
BECOME DELINQUENT, EXCEPT AS WOULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT; PROVIDED, HOWEVER, THAT BORROWER, THE BANK, AND EACH OTHER
SUBSIDIARY SHALL NOT BE REQUIRED TO PAY AND DISCHARGE OR TO CAUSE TO BE PAID AND
DISCHARGED ANY SUCH TAX, ASSESSMENT, CHARGE, LEVY OR CLAIM SO LONG AS THE AMOUNT
OR VALIDITY THEREOF SHALL BE CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS
AND PROVIDED THAT PROCEDURES SATISFACTORY TO LENDER ARE CARRIED OUT TO PREVENT
FORECLOSURE OF ANY LIEN THEREFROM.
5.5
FINANCIAL REPORTS AND ERISA.
(A)
FURNISH TO LENDER AS SOON AS AVAILABLE AND IN ANY EVENT WITHIN ONE
HUNDRED TWENTY (120) DAYS AFTER THE END OF EACH CALENDAR YEAR, (1) CONSOLIDATED
AND CONSOLIDATING BALANCE SHEETS OF BORROWER, THE BANK, AND EACH OTHER
SUBSIDIARY,