BY EACH ADDITIONAL INSURED AND LOSS PAYEE OF WRITTEN NOTICE THEREOF,
(II) UPON THE REQUEST OF ANY LENDER THROUGH AGENT FROM TIME TO TIME FULL
INFORMATION AS TO THE INSURANCE CARRIED, (III) WITHIN FIVE (5) DAYS OF RECEIPT
OF NOTICE FROM ANY INSURER, A COPY OF ANY NOTICE OF CANCELLATION, NON-RENEWAL OR
MATERIAL CHANGE IN COVERAGE FROM THAT EXISTING ON THE DATE OF THIS AGREEMENT AND
(IV) FORTHWITH, NOTICE OF ANY CANCELLATION OR NON-RENEWAL OF COVERAGE BY
BORROWERS.
(D)
[RESERVED]
(E)
IN THE EVENT BORROWERS FAIL TO PROVIDE AGENT WITH EVIDENCE OF THE
INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, AGENT MAY PURCHASE INSURANCE AT
BORROWERS' EXPENSE TO PROTECT AGENT'S INTERESTS IN THE COLLATERAL.
THIS
INSURANCE MAY, BUT NEED NOT, PROTECT EITHER BORROWER'S INTERESTS.
THE COVERAGE
PURCHASED BY AGENT MAY NOT PAY ANY CLAIM MADE BY A
BORROWER OR ANY CLAIM THAT IS MADE AGAINST A BORROWER IN CONNECTION WITH THE
COLLATERAL.
BORROWERS MAY LATER CANCEL ANY INSURANCE PURCHASED BY AGENT, BUT
ONLY AFTER PROVIDING AGENT WITH EVIDENCE THAT BORROWERS HAVE OBTAINED INSURANCE
AS REQUIRED BY THIS AGREEMENT.
IF AGENT PURCHASES INSURANCE FOR THE COLLATERAL,
BORROWERS WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING
INTEREST AND OTHER CHARGES IMPOSED BY AGENT IN CONNECTION WITH THE PLACEMENT OF
THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE
INSURANCE.
THE COSTS OF THE INSURANCE MAY BE ADDED TO THE OBLIGATIONS.
THE
COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF INSURANCE BORROWERS ARE ABLE
TO OBTAIN ON ITS OWN.
SECTION 4.5
COMPLIANCE WITH LAWS.
EACH BORROWER WILL COMPLY, AND
CAUSE EACH OF ITS SUBSIDIARIES TO COMPLY, WITH THE REQUIREMENTS OF ALL
APPLICABLE LAWS, ORDINANCES, RULES, REGULATIONS, AND REQUIREMENTS OF
GOVERNMENTAL AUTHORITIES (INCLUDING ENVIRONMENTAL LAWS AND ERISA AND THE RULES
AND REGULATIONS THEREUNDER), EXCEPT FOR SUCH LAWS, ORDINANCES, RULES,
REGULATIONS AND REQUIREMENTS THE NONCOMPLIANCE WITH WHICH COULD NOT REASONABLY
BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
SECTION 4.6
INSPECTION OF PROPERTY, BOOKS AND RECORDS.
EACH
BORROWER WILL KEEP, AND WILL CAUSE EACH OF ITS SUBSIDIARIES TO KEEP, PROPER
BOOKS OF RECORD AND ACCOUNT IN ACCORDANCE WITH GAAP IN WHICH FULL, TRUE AND
CORRECT ENTRIES SHALL BE MADE OF ALL DEALINGS AND TRANSACTIONS IN RELATION TO
ITS BUSINESS AND ACTIVITIES; AND WILL PERMIT, AND WILL CAUSE EACH SUBSIDIARY TO
PERMIT, AT THE SOLE COST OF BORROWERS OR ANY APPLICABLE SUBSIDIARY,
REPRESENTATIVES OF AGENT AND OF ANY LENDER (BUT AT SUCH LENDER'S EXPENSE UNLESS
SUCH VISIT OR INSPECTION IS MADE CONCURRENTLY WITH AGENT) TO VISIT AND INSPECT
ANY OF THEIR RESPECTIVE PROPERTIES, TO EXAMINE AND MAKE ABSTRACTS OR COPIES FROM
ANY OF THEIR RESPECTIVE BOOKS AND RECORDS, TO CONDUCT A COLLATERAL AUDIT AND
ANALYSIS OF THEIR RESPECTIVE INVENTORY AND ACCOUNTS AND TO DISCUSS THEIR
RESPECTIVE AFFAIRS, FINANCES AND ACCOUNTS WITH THEIR RESPECTIVE OFFICERS,
EMPLOYEES AND INDEPENDENT PUBLIC ACCOUNTANTS AS OFTEN AS MAY REASONABLY BE
DESIRED.
IN THE ABSENCE OF AN EVENT OF DEFAULT, AGENT OR ANY LENDER EXERCISING
ANY RIGHTS PURSUANT TO THIS SECTION 4.6 SHALL