IN AN AGGREGATE
AMOUNT EXCEEDING $5,000,000; OR
(D)
ANY OTHER EVENT (INCLUDING (I) ANY VIOLATION OF ANY ENVIRONMENTAL
LAW OR THE ASSERTION OF ANY ENVIRONMENTAL CLAIM OR (II) THE ENACTMENT OR
EFFECTIVENESS OF ANY LAW, RULE OR REGULATION) WHICH IS REASONABLY LIKELY TO HAVE
A MATERIAL ADVERSE EFFECT, OTHER THAN GENERAL ECONOMIC OR POLITICAL EVENTS
AFFECTING THE INDUSTRY IN WHICH THE COMPANY COMPETES.
10.1.6
OTHER INFORMATION.
PROMPTLY FROM TIME TO TIME, SUCH OTHER
INFORMATION CONCERNING THE COMPANY, THE GUARANTOR AND THEIR SUBSIDIARIES AS THE
BANK MAY REASONABLY REQUEST.
10.2
BOOKS, RECORDS AND INSPECTIONS.
KEEP, AND CAUSE EACH SUBSIDIARY TO
KEEP, ITS BOOKS AND RECORDS IN ACCORDANCE WITH SOUND BUSINESS PRACTICES
SUFFICIENT TO ALLOW THE PREPARATION OF FINANCIAL STATEMENTS IN ACCORDANCE WITH
GAAP.
10.3
MAINTENANCE OF PROPERTY; INSURANCE.
(A)
KEEP, AND CAUSE EACH
SUBSIDIARY TO KEEP, ALL PROPERTY USEFUL AND NECESSARY IN THE BUSINESS OF THE
COMPANY OR SUCH SUBSIDIARY IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR
AND TEAR EXCEPTED EXCEPT WHERE FAILURE TO COMPLY WOULD NOT REASONABLY BE
EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
(B)
MAINTAIN, AND CAUSE EACH SUBSIDIARY TO MAINTAIN, WITH RESPONSIBLE
INSURANCE COMPANIES, SUCH INSURANCE AS MAY BE REQUIRED BY ANY LAW OR
GOVERNMENTAL REGULATION OR COURT DECREE OR ORDER APPLICABLE TO IT AND SUCH OTHER
INSURANCE, TO SUCH EXTENT AND AGAINST SUCH HAZARDS AND LIABILITIES, AS IS
CUSTOMARILY MAINTAINED BY COMPANIES SIMILARLY SITUATED AND, UPON REQUEST OF THE
BANK, FURNISH TO THE BANK A CERTIFICATE SETTING FORTH IN REASONABLE DETAIL THE
NATURE AND EXTENT OF THE INSURANCE MAINTAINED BY THE GUARANTOR, THE COMPANY AND
THEIR SUBSIDIARIES.
10.4
COMPLIANCE WITH LAWS; PAYMENT OF TAXES AND LIABILITIES.
(A)
COMPLY, AND CAUSE EACH SUBSIDIARY TO COMPLY, IN ALL MATERIAL RESPECTS WITH ALL
APPLICABLE LAWS, RULES, REGULATIONS, DECREES, ORDERS, JUDGMENTS, LICENSES AND
PERMITS, EXCEPT WHERE FAILURE TO COMPLY
24
COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT; AND (B) PAY,
AND CAUSE EACH SUBSIDIARY TO PAY, PRIOR TO DELINQUENCY, ALL MATERIAL TAXES AND
OTHER GOVERNMENTAL CHARGES AGAINST IT OR ANY OF ITS PROPERTY, AS WELL AS CLAIMS
OF ANY KIND WHICH, IF UNPAID, MIGHT BECOME A LIEN ON ANY OF ITS PROPERTY;
PROVIDED THAT THE FOREGOING SHALL NOT REQUIRE THE COMPANY OR ANY SUBSIDIARY TO
PAY ANY SUCH TAX OR CHARGE SO LONG AS IT SHALL CONTEST THE VALIDITY THEREOF IN
GOOD FAITH BY APPROPRIATE PROCEEDINGS AND SHALL SET ASIDE ON ITS BOOKS ADEQUATE
RESERVES WITH RESPECT THERETO IN ACCORDANCE WITH GAAP.
10.5
MAINTENANCE OF EXISTENCE, ETC.
MAINTAIN AND PRESERVE, AND (SUBJECT
TO SECTION 10.9) CAUSE EACH SUBSIDIARY TO MAINTAIN AND PRESERVE, (A) ITS
EXISTENCE AND GOOD STANDING IN THE JURISDICTION OF ITS ORGANIZATION AND (B) ITS
QUALIFICATION TO DO BUSINESS AND GOOD STANDING IN EACH JURISDICTION WHERE THE
NATURE OF ITS BUSINESS MAKES SUCH QUALIFICATION NECESSARY (EXCEPT IN THOSE
INSTANCES IN WHICH THE FAILURE TO BE QUALIFIED OR IN GOOD STANDING DOES NOT HAVE
A MATERIAL ADVERSE EFFECT).
10.6
DEBT.
NOT, AND WILL NOT PERMIT ANY SUBSIDIARY TO, CREATE, INCUR,
ASSUME OR PERMIT