AND LIEN ON THE REAL PROPERTY AND THE COLLATERAL.
(F)
BORROWERS SHALL RESPOND PROMPTLY TO ANY HAZARDOUS DISCHARGE OR
ENVIRONMENTAL COMPLAINT AND TAKE ALL NECESSARY ACTION IN ORDER TO SAFEGUARD THE
HEALTH OF ANY PERSON AND TO AVOID SUBJECTING THE COLLATERAL OR REAL PROPERTY TO
ANY LIEN.
IF ANY BORROWER SHALL FAIL TO RESPOND PROMPTLY TO ANY HAZARDOUS
DISCHARGE OR ENVIRONMENTAL COMPLAINT OR ANY BORROWER SHALL FAIL TO COMPLY WITH
ANY OF THE REQUIREMENTS OF ANY ENVIRONMENTAL LAWS, AGENT ON BEHALF OF LENDERS
MAY, BUT WITHOUT THE OBLIGATION TO DO SO, FOR THE SOLE PURPOSE OF PROTECTING
AGENT'S INTEREST IN THE COLLATERAL:
(A) GIVE SUCH NOTICES OR (B) ENTER ONTO THE
REAL PROPERTY (OR AUTHORIZE THIRD PARTIES TO ENTER ONTO THE REAL PROPERTY) AND
TAKE SUCH ACTIONS AS AGENT (OR SUCH THIRD PARTIES AS DIRECTED BY AGENT) DEEM
REASONABLY NECESSARY OR ADVISABLE, TO CLEAN UP, REMOVE, MITIGATE OR OTHERWISE
DEAL WITH ANY SUCH HAZARDOUS DISCHARGE OR ENVIRONMENTAL COMPLAINT.
ALL
REASONABLE COSTS AND EXPENSES INCURRED BY AGENT AND LENDERS (OR SUCH THIRD
PARTIES) IN THE EXERCISE OF ANY SUCH RIGHTS, INCLUDING ANY SUMS PAID IN
CONNECTION WITH ANY JUDICIAL OR ADMINISTRATIVE INVESTIGATION OR PROCEEDINGS,
FINES AND PENALTIES, TOGETHER WITH INTEREST THEREON FROM THE DATE EXPENDED AT
THE DEFAULT RATE FOR DOMESTIC RATE LOANS CONSTITUTING REVOLVING ADVANCES SHALL
BE PAID UPON DEMAND BY BORROWERS, AND UNTIL PAID SHALL BE ADDED TO AND BECOME A
PART OF THE OBLIGATIONS SECURED BY THE LIENS CREATED BY THE TERMS OF THIS
AGREEMENT OR ANY OTHER AGREEMENT BETWEEN AGENT, ANY LENDER AND ANY BORROWER.
(G)
PROMPTLY UPON THE WRITTEN REQUEST OF AGENT FROM TIME TO TIME, BORROWERS
SHALL PROVIDE AGENT, AT BORROWERS' EXPENSE, WITH AN ENVIRONMENTAL SITE
ASSESSMENT OR ENVIRONMENTAL AUDIT REPORT PREPARED BY AN ENVIRONMENTAL
ENGINEERING FIRM ACCEPTABLE IN THE REASONABLE OPINION OF AGENT, TO ASSESS WITH A
REASONABLE DEGREE OF CERTAINTY THE EXISTENCE OF A HAZARDOUS DISCHARGE AND THE
POTENTIAL COSTS IN CONNECTION WITH ABATEMENT, CLEANUP AND REMOVAL OF ANY
HAZARDOUS SUBSTANCES FOUND ON, UNDER, AT OR WITHIN THE REAL PROPERTY.
ANY
REPORT OR INVESTIGATION OF SUCH HAZARDOUS DISCHARGE PROPOSED AND ACCEPTABLE TO
AN APPROPRIATE AUTHORITY THAT IS CHARGED TO OVERSEE THE CLEAN-UP OF SUCH
HAZARDOUS DISCHARGE SHALL BE ACCEPTABLE TO AGENT.
IF SUCH ESTIMATES,
INDIVIDUALLY OR IN THE AGGREGATE, EXCEED $100,000, AGENT SHALL HAVE THE
59
RIGHT TO REQUIRE BORROWERS TO POST A BOND, LETTER OF CREDIT OR OTHER SECURITY
REASONABLY SATISFACTORY TO AGENT TO SECURE PAYMENT OF THESE COSTS AND EXPENSES.
(H)
BORROWERS SHALL DEFEND AND INDEMNIFY AGENT AND LENDERS AND HOLD AGENT,
LENDERS AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS AND OFFICERS HARMLESS
FROM AND AGAINST ALL LOSS, LIABILITY (INCLUDING, WITHOUT LIMITATION, ANY STRICT
LIABILITY), DAMAGE AND EXPENSE, CLAIMS, COSTS, FINES AND PENALTIES, INCLUDING
ATTORNEY'S FEES, SUFFERED OR INCURRED BY AGENT OR LENDERS UNDER OR ON ACCOUNT OF
ANY ENVIRONMENTAL LAWS, INCLUDING THE ASSERTION OF ANY LIEN THEREUNDER, WITH
RESPECT TO ANY HAZARDOUS DISCHARGE, THE PRESENCE OF ANY HAZARDOUS SUBSTANCES
AFFECTING THE REAL PROPERTY, WHETHER OR NOT THE SAME ORIGINATES OR