HAS (I) THREATENED
OR ASSERTED A SET-OFF, DEFENSE OR ADVERSE CLAIM
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OR (II) THREATENED OR ASSERTED A REFUSAL TO PAY, (D) INDIVIDUALLY BY NAME AND
AMOUNT OWING ALL ACCOUNT DEBTORS WITH RESPECT TO WHICH TWENTY-FIVE PERCENT (25%)
OR MORE OF THEIR TOTAL OUTSTANDING BALANCE OF ACCOUNTS RECEIVABLE OWING
CONSTITUTES DELINQUENT ACCOUNTS, AND (E) BY NAME AND AMOUNT OWING ALL ACCOUNT
DEBTORS WHOSE OUTSTANDING BALANCES OF ACCOUNTS RECEIVABLE OWING INDIVIDUALLY
CONSTITUTE IN EXCESS OF TWENTY-FIVE PERCENT (25%) OF BORROWER'S TOTAL OF
ACCOUNTS RECEIVABLE OWING AT THE TIME OF THE REPORT
9.2.16 ADDITIONAL INFORMATION.
WITH REASONABLE PROMPTNESS SUCH ADDITIONAL
FINANCIAL INFORMATION OR OTHER DOCUMENTATION AS LENDER MAY REASONABLY REQUEST.
9.3
MAINTENANCE OF EXISTENCE AND QUALIFICATION.
EACH BORROWER SHALL MAINTAIN ITS EXISTENCE IN GOOD STANDING UNDER THE LAWS OF
ITS STATE OF FORMATION.
EACH BORROWER SHALL QUALIFY AND REMAIN QUALIFIED TO DO
BUSINESS IN EACH JURISDICTION IN WHICH SUCH QUALIFICATION IS NECESSARY OR
DESIRABLE IN VIEW OF ITS BUSINESS, OPERATIONS AND PROPERTIES.
9.4
COMPLIANCE WITH LEGAL REQUIREMENTS AND
AGREEMENTS.
BORROWER SHALL:
(A) COMPLY WITH ALL LAWS, RULES, REGULATIONS AND
ORDERS APPLICABLE TO BORROWER OR ITS BUSINESS; AND (B) COMPLY WITH ALL
AGREEMENTS, INDENTURES, MORTGAGES, AND OTHER INSTRUMENTS TO WHICH IT IS A PARTY
OR BY WHICH IT OR ANY OF ITS PROPERTY IS BOUND; PROVIDED, HOWEVER, THAT THE
FAILURE OF BORROWER TO COMPLY WITH THIS SENTENCE IN ANY INSTANCE NOT DIRECTLY
INVOLVING LENDER SHALL NOT CONSTITUTE AN EVENT OF DEFAULT UNLESS SUCH FAILURE
COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
9.5
COMPLIANCE WITH ENVIRONMENTAL LAWS.
WITHOUT
LIMITING THE PROVISIONS OF SECTION 9.4 OF THIS CREDIT AGREEMENT, BORROWER SHALL
COMPLY IN ALL MATERIAL RESPECTS WITH, AND TAKE ALL REASONABLE STEPS NECESSARY TO
CAUSE ALL PERSONS OCCUPYING OR PRESENT ON ANY PROPERTIES OWNED OR LEASED BY
BORROWER TO COMPLY WITH, ALL ENVIRONMENTAL LAWS AND ENVIRONMENTAL REGULATIONS,
THE FAILURE TO COMPLY WITH WHICH COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT.
9.6
TAXES.
BORROWER SHALL CAUSE TO BE PAID WHEN
DUE ALL TAXES, ASSESSMENTS, AND OTHER GOVERNMENTAL CHARGES UPON, AND PAYABLE BY,
IT, ITS INCOME, ITS SALES, ITS PROPERTIES, AND FEDERAL AND STATE TAXES WITHHELD
FROM ITS EMPLOYEES' EARNINGS, UNLESS SUCH TAXES, ASSESSMENTS, OR OTHER
GOVERNMENTAL CHARGES SHALL BE CONTESTED IN GOOD FAITH BY APPROPRIATE ACTIONS OR
LEGAL PROCEEDINGS AND BORROWER SHALL ESTABLISH ADEQUATE RESERVES THEREFOR IN
ACCORDANCE WITH GAAP.
9.7
INSURANCE.
BORROWER SHALL KEEP ITS ASSETS,
INCLUDING THE COLLATERAL, INSURED AT ALL TIMES BY AN INSURANCE CARRIER OR
CARRIERS REASONABLY ACCEPTABLE TO LENDER WHICH HAVE AN AI RATING BY THE CURRENT
BEST KEY RATING GUIDE, AGAINST ALL RISKS COVERED BY A SPECIAL FORM POLICY (AND
INCLUDING FLOOD (FOR PROPERTY
31
LOCATED IN A FLOOD PLAIN ZONE), EARTHQUAKE AND WINDSTORM COVERAGE) IN THE AMOUNT
OF THE FULL REPLACEMENT COST (OTHER THAN WITH RESPECT TO MOTOR VEHICLES) AS WELL
AS LIABILITY, WORKER'S COMPENSATION, BUSINESS INTERRUPTION, BOILER AND MACHINERY
AND SUCH OTHER INSURANCE AS LENDER MAY REASONABLY REQUIRE, IN AMOUNTS AND WITH
DEDUCTIBLES OR MAXIMUM PAYOUTS CUSTOMARILY CARRIED BY PERSONS