WILL OCCUR AS A RESULT THEREOF, THE BORROWER MAY DECLARE AND
PAY DIVIDENDS ON ITS CAPITAL STOCK.
SECTION 6.8
BOOKS AND RECORDS; COLLATERAL EXAMINATION, INSPECTION AND
APPRAISALS.
(A)
THE BORROWER WILL KEEP ACCURATE BOOKS OF RECORD AND ACCOUNT FOR
ITSELF PERTAINING TO THE COLLATERAL AND PERTAINING TO THE BORROWER'S BUSINESS
AND FINANCIAL CONDITION AND SUCH OTHER MATTERS AS THE LENDER MAY FROM TIME TO
TIME REQUEST IN WHICH TRUE AND COMPLETE ENTRIES WILL BE MADE IN ACCORDANCE WITH
GAAP AND, UPON THE LENDER'S REQUEST, WILL PERMIT ANY OFFICER, EMPLOYEE,
ATTORNEY, ACCOUNTANT OR OTHER AGENT OF THE LENDER TO AUDIT, REVIEW, MAKE
EXTRACTS FROM
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OR COPY ANY AND ALL COMPANY AND FINANCIAL BOOKS AND RECORDS OF THE BORROWER AT
ALL TIMES DURING ORDINARY BUSINESS HOURS, TO SEND AND DISCUSS WITH ACCOUNT
DEBTORS AND OTHER OBLIGORS REQUESTS FOR VERIFICATION OF AMOUNTS OWED TO THE
BORROWER, AND TO DISCUSS THE BORROWER'S AFFAIRS WITH ANY OF ITS SENIOR OFFICES
AND INDEPENDENT ACCOUNTANTS.
(B)
UPON TWO (2) BANKING DAYS' NOTICE TO THE BORROWER, THE BORROWER
WILL PERMIT THE LENDER OR ITS EMPLOYEES, ACCOUNTANTS, ATTORNEYS OR AGENTS, TO
EXAMINE AND INSPECT ANY COLLATERAL OR ANY OTHER PROPERTY OF THE BORROWER AT ANY
TIME DURING ORDINARY BUSINESS HOURS;
PROVIDED, HOWEVER, THAT IF THE LENDER
REASONABLY BELIEVES THAT A DEFAULT OR AN EVENT OF DEFAULT MAY HAVE OCCURRED,
LENDER SHALL NOT BE REQUIRED TO GIVE PRIOR NOTICE OF SUCH INSPECTIONS.
FOR
PURPOSES OF THIS SUBSECTION (C), VISITS BY EMPLOYEES OR AGENTS OF LENDER TO
STORES OPERATED BY BORROWER SHALL NOT BE DEEMED TO BE INSPECTIONS REQUIRING
PRIOR NOTICE SO LONG AS SUCH VISITS ARE CONDUCTED DURING NORMAL BUSINESS HOURS.
(c)
The Lender may also obtain during the continuance of a Default or
an Event of Default, obtain at the Borrower's expense an appraisal of Inventory
by an appraiser acceptable to the Lender in its sole discretion.
SECTION 6.9
ACCOUNT VERIFICATION.
(A)
DURING ANY DEFAULT PERIOD, THE LENDER OR ITS AGENT MAY AT ANY TIME
AND FROM TIME TO TIME SEND OR REQUIRE THE BORROWER TO SEND REQUESTS FOR
VERIFICATION OF ACCOUNTS OR NOTICES OF ASSIGNMENT TO ACCOUNT DEBTORS AND OTHER
OBLIGORS.
AT ANY TIME DURING ANY DEFAULT PERIOD, THE LENDER OR ITS AGENT MAY
ALSO AT ANY TIME AND FROM TIME TO TIME TELEPHONE ACCOUNT DEBTORS AND OTHER
OBLIGORS TO VERIFY ACCOUNTS.
(B)
THE BORROWER SHALL PAY WHEN DUE EACH ACCOUNT PAYABLE DUE TO A
PERSON HOLDING A PERMITTED LIEN (AS A RESULT OF SUCH PAYABLE) ON ANY COLLATERAL.
SECTION 6.10
COMPLIANCE WITH LAWS.
(A)
THE BORROWER SHALL (I) COMPLY WITH THE REQUIREMENTS OF APPLICABLE
LAWS AND REGULATIONS, THE NON-COMPLIANCE WITH WHICH WOULD MATERIALLY AND
ADVERSELY AFFECT ITS BUSINESS OR ITS FINANCIAL CONDITION AND (II) USE AND KEEP
THE COLLATERAL, AND REQUIRE THAT OTHERS USE AND KEEP THE COLLATERAL, ONLY FOR
LAWFUL PURPOSES, WITHOUT VIOLATION OF ANY FEDERAL, STATE OR LOCAL LAW, STATUTE
OR ORDINANCE.
(B)
WITHOUT LIMITING THE FOREGOING UNDERTAKINGS, THE BORROWER
SPECIFICALLY AGREES THAT IT WILL COMPLY WITH ALL APPLICABLE ENVIRONMENTAL LAWS
AND OBTAIN