from and after the date of this Agreement until the
Obligations shall have been paid in full, no Letter of Credit shall be
outstanding and the Commitments shall have terminated:
5.1
COVENANTS IN CREDIT AGREEMENT.
IN THE CASE OF EACH GUARANTOR, SUCH
GUARANTOR SHALL COMPLY WITH AND PERFORM EACH COVENANT SET FORTH IN THE CREDIT
AGREEMENT APPLICABLE THERETO AS IF SUCH GUARANTOR WERE A PARTY TO THE CREDIT
AGREEMENT.
5.2
DELIVERY OF INSTRUMENTS AND CHATTEL PAPER.
IF ANY AMOUNT PAYABLE
UNDER OR IN CONNECTION WITH ANY OF THE COLLATERAL IN EXCESS OF $1,000,000 SHALL
BE OR BECOME EVIDENCED BY ANY INSTRUMENT, CERTIFICATED SECURITY OR CHATTEL
PAPER, SUCH INSTRUMENT, CERTIFICATED SECURITY (UNLESS SUCH CERTIFICATED SECURITY
IS IN A SECURITIES ACCOUNT SUBJECT TO A CONTROL AGREEMENT) OR CHATTEL PAPER
SHALL BE IMMEDIATELY DELIVERED TO THE ADMINISTRATIVE AGENT, DULY INDORSED IN A
MANNER SATISFACTORY TO THE ADMINISTRATIVE AGENT, TO BE HELD AS COLLATERAL
PURSUANT TO THIS AGREEMENT.
5.3
MAINTENANCE OF INSURANCE.
(A)
SUCH GRANTOR WILL MAINTAIN, WITH
FINANCIALLY SOUND AND REPUTABLE COMPANIES, INSURANCE POLICIES (I) INSURING THE
INVENTORY, EQUIPMENT AND VEHICLES AGAINST LOSS BY FIRE, EXPLOSION, THEFT AND
SUCH OTHER CASUALTIES AS MAY BE REASONABLY SATISFACTORY TO THE ADMINISTRATIVE
AGENT AND (II) INSURING SUCH GRANTOR, THE ADMINISTRATIVE AGENT AND THE LENDERS
AGAINST LIABILITY FOR PERSONAL INJURY AND PROPERTY DAMAGE RELATING TO SUCH
INVENTORY, EQUIPMENT AND VEHICLES, SUCH POLICIES TO BE IN SUCH FORM AND AMOUNTS
AND HAVING SUCH COVERAGE AS MAY BE REASONABLY SATISFACTORY TO THE ADMINISTRATIVE
AGENT AND THE LENDERS.
(B)
ALL SUCH INSURANCE SHALL (I) PROVIDE THAT NO CANCELLATION,
MATERIAL REDUCTION IN AMOUNT OR MATERIAL CHANGE IN COVERAGE THEREOF SHALL BE
EFFECTIVE UNTIL AT LEAST 30 DAYS AFTER RECEIPT BY THE ADMINISTRATIVE AGENT OF
WRITTEN NOTICE THEREOF, (II) NAME THE ADMINISTRATIVE AGENT AS INSURED PARTY OR
ADDITIONAL LOSS PAYEE, (III) IF REASONABLY REQUESTED BY THE ADMINISTRATIVE
AGENT, INCLUDE A BREACH OF WARRANTY CLAUSE AND (IV) BE REASONABLY SATISFACTORY
IN ALL OTHER RESPECTS TO THE ADMINISTRATIVE AGENT.
(C)
THE BORROWER SHALL DELIVER TO THE ADMINISTRATIVE AGENT AND THE
LENDERS A REPORT OF A REPUTABLE INSURANCE BROKER WITH RESPECT TO SUCH INSURANCE
DURING THE MONTH OF FEBRUARY IN EACH CALENDAR YEAR AND SUCH SUPPLEMENTAL REPORTS
WITH RESPECT THERETO AS THE ADMINISTRATIVE AGENT MAY FROM TIME TO TIME
REASONABLY REQUEST.
5.4
PAYMENT OF OBLIGATIONS.
SUCH GRANTOR WILL PAY AND DISCHARGE OR
OTHERWISE SATISFY AT OR BEFORE MATURITY OR BEFORE THEY BECOME DELINQUENT, AS THE
CASE MAY BE, ALL TAXES, ASSESSMENTS AND GOVERNMENTAL CHARGES OR LEVIES IMPOSED
UPON THE COLLATERAL OR IN RESPECT OF INCOME OR PROFITS THEREFROM, AS WELL AS ALL
CLAIMS OF ANY KIND (INCLUDING, WITHOUT LIMITATION, CLAIMS FOR LABOR, MATERIALS
AND SUPPLIES) AGAINST OR WITH RESPECT TO THE COLLATERAL, EXCEPT THAT NO SUCH
CHARGE NEED BE PAID IF THE AMOUNT OR VALIDITY THEREOF IS CURRENTLY BEING
CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS, RESERVES IN CONFORMITY WITH
GAAP WITH RESPECT THERETO HAVE BEEN PROVIDED ON THE BOOKS OF SUCH GRANTOR AND
SUCH PROCEEDINGS COULD NOT REASONABLY BE EXPECTED TO RESULT IN THE