IN EACH CASE OF (A) AND (B) PRECEDING WHERE THE FAILURE TO DO SO
COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
6.07
MAINTENANCE OF INSURANCE.
MAINTAIN WITH FINANCIALLY SOUND AND
REPUTABLE INSURANCE COMPANIES NOT AFFILIATES OF THE PARENT OR THE BORROWER,
INSURANCE WITH RESPECT TO THEIR PROPERTIES AGAINST LOSS OR DAMAGE OF THE KINDS
AND IN THE AMOUNTS CONSISTENT WITH PRUDENT BUSINESS PRACTICE, AND CARRY SUCH
OTHER INSURANCE AS IS CONSISTENT WITH PRUDENT BUSINESS PRACTICE (IT BEING
UNDERSTOOD THAT SELF-INSURANCE SHALL BE PERMITTED TO THE EXTENT CONSISTENT WITH
PRUDENT BUSINESS PRACTICE).
6.08
COMPLIANCE WITH LAWS.
COMPLY IN ALL MATERIAL RESPECTS WITH THE
REQUIREMENTS OF ALL LAWS AND ALL ORDERS, WRITS, INJUNCTIONS AND DECREES
APPLICABLE TO IT OR TO ITS BUSINESS OR PROPERTY, EXCEPT IN SUCH INSTANCES IN
WHICH (A) SUCH REQUIREMENT OF LAW OR ORDER, WRIT, INJUNCTION OR DECREE IS BEING
CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS DILIGENTLY CONDUCTED; OR
(B) THE FAILURE TO COMPLY THEREWITH COULD NOT REASONABLY BE EXPECTED TO HAVE A
MATERIAL ADVERSE EFFECT.
6.09
BOOKS AND RECORDS.
(A)
MAINTAIN PROPER BOOKS OF RECORD AND
ACCOUNT, IN WHICH ENTRIES IN CONFORMITY WITH GAAP CONSISTENTLY APPLIED SHALL BE
MADE OF ALL FINANCIAL TRANSACTIONS AND MATTERS INVOLVING THE ASSETS AND BUSINESS
OF THE PARENT (INCLUDING THE ACCOUNTS OF THE BORROWER OR SUCH SUBSIDIARY, AS THE
CASE MAY BE); AND (B) MAINTAIN SUCH BOOKS OF RECORD AND ACCOUNT IN CONFORMITY
WITH ALL APPLICABLE REQUIREMENTS OF ANY GOVERNMENTAL AUTHORITY HAVING REGULATORY
JURISDICTION OVER THE PARENT (INCLUDING THE ACCOUNTS OF THE BORROWER OR SUCH
SUBSIDIARY, AS THE CASE MAY BE), IN EACH CASE OF (A) AND (B) PRECEDING, EXCEPT
TO THE EXTENT THAT NONCOMPLIANCE THEREWITH COULD REASONABLY BE EXPECTED TO HAVE
MATERIAL ADVERSE EFFECT.
67
6.10
INSPECTION RIGHTS.
PERMIT REPRESENTATIVES AND INDEPENDENT
CONTRACTORS OF THE ADMINISTRATIVE AGENT AND EACH LENDER AT SUCH PARTIES' OWN
EXPENSE (COORDINATED THROUGH THE ADMINISTRATIVE AGENT) TO VISIT AND INSPECT ANY
OF ITS PROPERTIES, TO EXAMINE ITS CORPORATE, FINANCIAL AND OPERATING RECORDS,
AND MAKE COPIES THEREOF OR ABSTRACTS THEREFROM, AND TO DISCUSS ITS AFFAIRS,
FINANCES AND ACCOUNTS WITH ITS DIRECTORS, OFFICERS, AND INDEPENDENT PUBLIC
ACCOUNTANTS, ALL AT REASONABLE TIMES DURING NORMAL BUSINESS HOURS, UPON
REASONABLE ADVANCE NOTICE TO THE BORROWER; PROVIDED, HOWEVER, NOTWITHSTANDING
THE FOREGOING, THAT WHEN AN EVENT OF DEFAULT EXISTS THE ADMINISTRATIVE AGENT OR
ANY LENDER (OR ANY OF THEIR RESPECTIVE REPRESENTATIVES OR INDEPENDENT
CONTRACTORS) MAY DO ANY OF THE FOREGOING AT THE EXPENSE OF THE BORROWER AT ANY
TIME DURING NORMAL BUSINESS HOURS AND WITHOUT ADVANCE NOTICE.
6.11
USE OF PROCEEDS.
USE THE PROCEEDS OF THE CREDIT EXTENSIONS (I) TO
REFINANCE EXISTING INDEBTEDNESS UNDER THE EXISTING CREDIT AGREEMENT AND UNDER
THE SENIOR SUBORDINATED NOTES, (II) FOR CAPITAL EXPENDITURES, (III) FOR WORKING
CAPITAL; (IV) FOR REPURCHASES OF EQUITY INTERESTS AND TO MAKE DIVIDENDS AS
PERMITTED BY THE TERMS OF THIS AGREEMENT, (V) TO FINANCE PERMITTED ACQUISITIONS
AND INVESTMENTS, (VI) TO PAY FEES AND EXPENSES RELATED TO THE TRANSACTIONS
CONTEMPLATED HEREBY, AND (VII) FOR OTHER GENERAL CORPORATE PURPOSES NOT IN
CONTRAVENTION