OR ORDINANCE OF ANY
GOVERNMENTAL BODY, OR OF ANY AGENCY THEREOF, APPLICABLE TO ANY BORROWER WHICH
COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
6.4.
GOVERNMENT RECEIVABLES.
TAKE ALL STEPS
NECESSARY TO PROTECT AGENT'S INTEREST IN THE COLLATERAL UNDER THE FEDERAL
ASSIGNMENT OF CLAIMS ACT, THE UNIFORM COMMERCIAL CODE AND ALL OTHER APPLICABLE
STATE OR LOCAL STATUTES OR ORDINANCES AND DELIVER TO AGENT APPROPRIATELY
ENDORSED, ANY INSTRUMENT OR CHATTEL PAPER CONNECTED WITH ANY RECEIVABLE ARISING
OUT OF CONTRACTS
64
BETWEEN ANY BORROWER AND THE UNITED STATES, ANY STATE OR ANY DEPARTMENT, AGENCY
OR INSTRUMENTALITY OF ANY OF THEM.
6.5.
INTENTIONALLY OMITTED.
6.6.
EXECUTION OF SUPPLEMENTAL INSTRUMENTS.
EXECUTE AND DELIVER TO AGENT FROM TIME TO TIME, UPON DEMAND, SUCH SUPPLEMENTAL
AGREEMENTS, STATEMENTS, ASSIGNMENTS AND TRANSFERS, OR INSTRUCTIONS OR DOCUMENTS
RELATING TO THE COLLATERAL, AND SUCH OTHER INSTRUMENTS AS AGENT MAY REASONABLY
REQUEST, IN ORDER THAT THE FULL INTENT OF THIS AGREEMENT MAY BE CARRIED INTO
EFFECT.
6.7.
PAYMENT OF INDEBTEDNESS.
PAY, DISCHARGE OR
OTHERWISE SATISFY AT OR BEFORE MATURITY (SUBJECT, WHERE APPLICABLE, TO SPECIFIED
GRACE PERIODS AND, IN THE CASE OF THE TRADE PAYABLES, TO NORMAL PAYMENT
PRACTICES) ALL ITS OBLIGATIONS AND LIABILITIES OF WHATEVER NATURE, EXCEPT WHEN
THE FAILURE TO DO SO COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT OR WHEN THE AMOUNT OR VALIDITY THEREOF IS CURRENTLY BEING PROPERLY
CONTESTED, SUBJECT AT ALL TIMES TO ANY APPLICABLE SUBORDINATION ARRANGEMENT IN
FAVOR OF LENDERS.
6.8.
STANDARDS OF FINANCIAL STATEMENTS.
CAUSE ALL
FINANCIAL STATEMENTS REFERRED TO IN SECTIONS 9.7, 9.8, 9.9, 9.10, 9.11, 9.12,
AND 9.13 AS TO WHICH GAAP IS APPLICABLE TO BE COMPLETE AND CORRECT IN ALL
MATERIAL RESPECTS (SUBJECT, IN THE CASE OF INTERIM FINANCIAL STATEMENTS, TO
NORMAL YEAR-END AUDIT ADJUSTMENTS) AND TO BE PREPARED IN REASONABLE DETAIL AND
IN ACCORDANCE WITH GAAP APPLIED CONSISTENTLY THROUGHOUT THE PERIODS REFLECTED
THEREIN (EXCEPT AS CONCURRED IN BY SUCH REPORTING ACCOUNTANTS OR OFFICER, AS THE
CASE MAY BE, AND DISCLOSED THEREIN).
6.9.
FEDERAL SECURITIES LAWS.
PROMPTLY NOTIFY
AGENT IF ANY BORROWER (OTHER THAN HOLDINGS) OR ANY BORROWER'S SUBSIDIARIES
(I) IS REQUIRED TO FILE PERIODIC REPORTS UNDER THE EXCHANGE ACT, (II) REGISTERS
ANY SECURITIES UNDER THE EXCHANGE ACT OR (III) FILES A REGISTRATION STATEMENT
UNDER THE SECURITIES ACT.
6.10.
EXERCISE OF RIGHTS.
ENFORCE ALL OF ITS RIGHTS
UNDER THE PLAN OF REORGANIZATION.
6.11.
SUBSTANTIAL CONSUMMATION OF PLAN OF
REORGANIZATION.
BORROWERS SHALL DILIGENTLY PURSUE AND TAKE ALL STEPS REQUIRED
UNDER THE PLAN OF REORGANIZATION FOR SUBSTANTIAL CONSUMMATION OF SAME AND
OTHERWISE SHALL ACHIEVE SUBSTANTIAL CONSUMMATION OF THE PLAN OF REORGANIZATION.
6.12.
POST CLOSING CONDITIONS.
DELIVER, OR CAUSE TO BE
DELIVERED, TO AGENT:
(A)
WITHIN 60 DAYS OF THE CLOSING DATE, LIEN
WAIVER AGREEMENTS, IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO AGENT, FOR
EACH OF THE LEASED LOCATIONS IDENTIFIED ON SCHEDULE 4.5, EACH EXECUTED BY THE
OWNER OF SUCH PROPERTY IN FAVOR OF AGENT, PROVIDED HOWEVER, THAT FAILURE TO
OBTAIN ANY SUCH LIEN WAIVER AGREEMENT SHALL NOT BE DEEMED AN EVENT OF DEFAULT
HEREUNDER, PROVIDED FURTHER THAT,