SHALL NOT BE CANCELLED OR REVISED WITHOUT
THIRTY DAYS' PRIOR WRITTEN NOTICE THEREOF BY THE INSURER TO ADMINISTRATIVE AGENT
AND (III) FURNISH TO ADMINISTRATIVE AGENT, ON THE CLOSING DATE AND ON THE DATE
OF DELIVERY OF EACH ANNUAL FINANCIAL STATEMENT, FULL INFORMATION AS TO THE
INSURANCE CARRIED.
AT ANY TIME THAT INSURANCE AT LEVELS DESCRIBED IN SCHEDULE
7.8 IS NOT BEING MAINTAINED BY OR ON BEHALF OF THE BORROWERS OR ANY OF THEIR
SUBSIDIARIES, THE BORROWERS WILL NOTIFY THE LENDERS IN WRITING WITHIN TWO
BUSINESS DAYS THEREOF AND, IF THEREAFTER NOTIFIED BY ADMINISTRATIVE AGENT OR THE
REQUIRED LENDERS TO DO SO, THE BORROWERS OR ANY SUCH SUBSIDIARY, AS THE CASE MAY
BE, SHALL USE
95
COMMERCIALLY REASONABLE EFFORTS TO OBTAIN INSURANCE AT SUCH LEVELS AT LEAST
EQUAL TO THOSE SET FORTH ON SCHEDULE 7.8.
7.9
ENVIRONMENTAL LAWS.
(A)
ENVIRONMENTAL COMPLIANCE.
IN THE EXERCISE OF THE REASONABLE
BUSINESS JUDGMENT OF EACH BORROWER AND ITS RESTRICTED SUBSIDIARIES, TAKE PROMPT
AND APPROPRIATE ACTION TO RESPOND TO ANY MATERIAL NON-COMPLIANCE WITH APPLICABLE
ENVIRONMENTAL LAWS OR ENVIRONMENTAL PERMITS OR TO ANY MATERIAL RELEASE OR A
SUBSTANTIAL THREAT OF A MATERIAL RELEASE OF A CONTAMINANT, AND UPON REQUEST FROM
ADMINISTRATIVE AGENT, SHALL REGULARLY REPORT TO ADMINISTRATIVE AGENT ON SUCH
RESPONSE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WHENEVER
ADMINISTRATIVE AGENT OR ANY LENDER HAS A REASONABLE BASIS TO BELIEVE THAT A
BORROWER IS NOT IN MATERIAL COMPLIANCE WITH APPLICABLE ENVIRONMENTAL LAWS OR
ENVIRONMENTAL PERMITS OR THAT ANY PROPERTY OF A BORROWER OR ITS SUBSIDIARIES, OR
ANY PROPERTY TO WHICH CONTAMINANTS GENERATED BY A BORROWER OR ITS SUBSIDIARIES
HAVE COME TO BE LOCATED ("OFFSITE PROPERTY") HAS OR MAY BECOME CONTAMINATED OR
SUBJECT TO AN ORDER OR DECREE SUCH THAT ANY NON-COMPLIANCE, CONTAMINATION OR
ORDER OR DECREE COULD REASONABLY BE ANTICIPATED TO HAVE A MATERIAL ADVERSE
EFFECT, THEN, TO THE EXTENT A BORROWER HAS THE LEGAL RIGHT TO DO SO, SUCH
BORROWER AGREES TO, AT ADMINISTRATIVE AGENT'S REQUEST AND SUCH BORROWER'S
EXPENSE:
(I) CAUSE AN INDEPENDENT ENVIRONMENTAL ENGINEER REASONABLY ACCEPTABLE
TO ADMINISTRATIVE AGENT TO CONDUCT SUCH TESTS OF THE SITE WHERE THE ALLEGED OR
ACTUAL NON-COMPLIANCE OR CONTAMINATION HAS OCCURRED AND PREPARE AND DELIVER TO
ADMINISTRATIVE AGENT, THE LENDERS AND SUCH BORROWER A REPORT(S) REASONABLY
ACCEPTABLE TO ADMINISTRATIVE AGENT SETTING FORTH THE RESULTS OF SUCH TESTS, SUCH
BORROWER'S PROPOSED PLAN AND SCHEDULE FOR RESPONDING TO ANY ENVIRONMENTAL
PROBLEMS DESCRIBED THEREIN, AND SUCH BORROWER'S ESTIMATE OF THE COSTS THEREOF;
AND (II) PROVIDE ADMINISTRATIVE AGENT, THE LENDERS AND SUCH BORROWER A
SUPPLEMENTAL REPORT(S) OF SUCH ENGINEER WHENEVER THE SCOPE OF THE ENVIRONMENTAL
PROBLEMS OR SUCH BORROWER'S RESPONSE THERETO OR THE ESTIMATED COSTS THEREOF,
SHALL MATERIALLY CHANGE.
NOTWITHSTANDING THE ABOVE, SUCH BORROWER SHALL NOT BE
OBLIGATED (OTHER THAN AS REQUIRED BY APPLICABLE LAW) TO UNDERTAKE ANY TESTS OR
REMEDIATION AT ANY OFFSITE PROPERTY THAT (A) IS NOT OWNED OR OPERATED BY SUCH
BORROWER OR ANY OF ITS SUBSIDIARIES AND (B) WHERE CONTAMINANTS GENERATED BY
PERSONS OTHER THAN SUCH BORROWER OR ANY OF ITS SUBSIDIARIES HAVE ALSO COME TO BE
LOCATED.