BE CONTESTED WITHOUT PAYMENT UNDER
APPLICABLE LAW;
(III)
MAINTAIN AND PRESERVE ALL OF ITS PROPERTIES MATERIAL TO THE
CONDUCT OF THE BUSINESS OF SFI AND ITS SUBSIDIARIES (TAKEN AS A WHOLE) IN GOOD
WORKING ORDER AND CONDITION, EXCEPT FOR FAILURES THAT, EITHER INDIVIDUALLY OR IN
THE AGGREGATE, COULD NOT REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE
EFFECT;
(IV)
KEEP ADEQUATE RECORDS AND BOOKS OF ACCOUNT, IN WHICH COMPLETE
ENTRIES WILL BE MADE IN ACCORDANCE WITH GAAP CONSISTENTLY APPLIED; AND
(V)
PERMIT REPRESENTATIVES OF THE LENDER, UPON REASONABLE NOTICE AND
DURING NORMAL BUSINESS HOURS (AND, EXCEPT IF AN EVENT OF DEFAULT SHALL HAVE
OCCURRED AND BE CONTINUING, NOT MORE FREQUENTLY THAN ONCE EACH CALENDAR
QUARTER), TO EXAMINE, COPY AND MAKE EXTRACTS FROM ITS BOOKS AND RECORDS, TO
VISIT AND INSPECT ANY OF ITS PROPERTIES, AND TO DISCUSS ITS BUSINESS, FINANCES,
CONDITION AND AFFAIRS WITH ITS OFFICERS AND INDEPENDENT ACCOUNTANTS AND THE
GENERAL MANAGERS OF ITS PARKS, ALL TO THE EXTENT REASONABLY REQUESTED BY THE
LENDER.
THE LENDER SHALL GIVE THE GUARANTORS THE OPPORTUNITY TO PARTICIPATE IN
ANY DISCUSSIONS WITH THE GUARANTORS' INDEPENDENT PUBLIC ACCOUNTANTS AND THE
GENERAL MANAGERS OF ITS PARKS (AS SUCH TERM IS DEFINED IN THE SIX FLAGS CREDIT
AGREEMENT).
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION 12(E)(V),
NONE OF SFI OR ANY SUBSIDIARY WILL BE REQUIRED TO DISCLOSE, PERMIT THE
INSPECTION, EXAMINATION OR MAKING COPIES OR ABSTRACTS OF, OR DISCUSSION OF, ANY
DOCUMENT, INFORMATION OR OTHER MATTER THAT (A) CONSTITUTES NON-FINANCIAL TRADE
SECRETS OR NON-FINANCIAL PROPRIETARY INFORMATION OR (B) IN RESPECT OF WHICH
DISCLOSURE TO THE LENDER (OR THEIR RESPECTIVE REPRESENTATIVES OR CONTRACTORS) IS
PROHIBITED BY LAW OR ANY BINDING AGREEMENT;
(F)
INSURANCE.
MAINTAIN WITH FINANCIALLY
SOUND AND REPUTABLE INSURANCE COMPANIES, INSURANCE WITH RESPECT TO ITS
PROPERTIES AND BUSINESS AGAINST LOSS OR DAMAGE OF THE KINDS CUSTOMARILY INSURED
AGAINST BY PERSONS ENGAGED IN THE SAME OR
12
SIMILAR BUSINESS, OF SUCH TYPES AND IN SUCH AMOUNTS (AFTER GIVING EFFECT TO ANY
SELF-INSURANCE REASONABLE AND CUSTOMARY FOR SIMILARLY SITUATED PERSONS ENGAGED
IN THE SAME OR SIMILAR BUSINESSES AS SFI AND ITS SUBSIDIARIES) AS ARE
CUSTOMARILY CARRIED UNDER SIMILAR CIRCUMSTANCES BY SUCH OTHER PERSONS;
(G)
COMPLIANCE WITH CONTRACTUAL OBLIGATIONS AND REQUIREMENTS OF LAW.
(I) COMPLY IN ALL MATERIAL RESPECTS WITH THE LICENSE AGREEMENTS AND (II) EXCEPT
AS A CONSEQUENCE OF THE COMMENCEMENT OF THE BANKRUPTCY CASE, COMPLY WITH ALL
OTHER CONTRACTUAL OBLIGATIONS AND REQUIREMENTS OF LAW UNLESS FAILURE TO COMPLY
WITH SUCH OTHER CONTRACTUAL OBLIGATIONS OR REQUIREMENTS OF LAW, EITHER
INDIVIDUALLY OR IN THE AGGREGATE, COULD NOT REASONABLY BE EXPECTED TO HAVE A
MATERIAL ADVERSE EFFECT; PROVIDED, THAT ANY NONCOMPLIANCE THAT DOES OR COULD BE
REASONABLY EXPECTED TO HAVE (A) AN IMPAIRMENT ON THE ABILITY OF A GUARANTOR TO
PERFORM THE GUARANTEED OBLIGATIONS OR (B) AN ADVERSE EFFECT UPON THE LEGALITY,
VALIDITY, BINDING EFFECT OR ENFORCEABILITY AGAINST A GUARANTOR OF THIS GUARANTEE
SHALL BE DEEMED TO BE MATERIAL; AND
(H)
FURTHER ASSURANCES.
FROM TIME TO TIME EXECUTE AND DELIVER, OR
CAUSE TO BE EXECUTED AND DELIVERED,