THIS SUBSECTION 6.5.
(III)
IF ANY SUCH LOAN PARTY IS IN DEFAULT OF ITS
OBLIGATIONS TO INSURE OR DELIVER ANY SUCH PREPAID POLICY OR POLICIES, THE RESULT
OF THAT WOULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT, THEN THE
ADMINISTRATIVE AGENT, AT ITS OPTION UPON 10 DAYS' WRITTEN NOTICE TO THE
BORROWER, MAY EFFECT SUCH INSURANCE FROM YEAR TO YEAR AT RATES SUBSTANTIALLY
SIMILAR TO THE RATE AT WHICH SUCH LOAN PARTY HAD INSURED SUCH PROPERTY, AND PAY
THE PREMIUM OR PREMIUMS THEREFORE, AND THE BORROWER SHALL PAY OR CAUSE TO BE
PAID TO THE ADMINISTRATIVE AGENT ON DEMAND SUCH PREMIUM OR PREMIUMS SO PAID BY
THE ADMINISTRATIVE AGENT WITH INTEREST FROM THE TIME OF PAYMENT AT A RATE PER
ANNUM EQUAL TO 2.00%.
(IV)
IF SUCH PROPERTY, OR ANY PART THEREOF, SHALL
BE DESTROYED OR DAMAGED AND THE REASONABLY ESTIMATED COST THEREOF WOULD EXCEED
$5.0 MILLION THE BORROWER SHALL GIVE PROMPT NOTICE THEREOF TO THE ADMINISTRATIVE
AGENT.
ALL INSURANCE PROCEEDS PAID OR PAYABLE IN CONNECTION WITH ANY DAMAGE OR
CASUALTY TO ANY SUCH PROPERTY SHALL BE APPLIED IN THE MANNER SPECIFIED IN
SUBSECTION 6.5(A).
6.6
INSPECTION OF PROPERTY; BOOKS AND RECORDS;
DISCUSSIONS.
KEEP PROPER BOOKS OF RECORDS AND ACCOUNT IN WHICH FULL, COMPLETE
AND CORRECT ENTRIES IN CONFORMITY WITH GAAP AND ALL MATERIAL REQUIREMENTS OF LAW
SHALL BE MADE OF ALL DEALINGS AND TRANSACTIONS IN RELATION TO ITS BUSINESS AND
ACTIVITIES; AND PERMIT REPRESENTATIVES OF THE ADMINISTRATIVE AGENT TO VISIT AND
INSPECT ANY OF ITS PROPERTIES AND EXAMINE AND, TO THE EXTENT REASONABLE, MAKE
ABSTRACTS FROM ANY OF ITS BOOKS AND RECORDS AND TO DISCUSS THE BUSINESS,
OPERATIONS, PROPERTIES AND FINANCIAL AND OTHER CONDITION OF THE BORROWER AND ITS
RESTRICTED SUBSIDIARIES WITH OFFICERS AND EMPLOYEES OF THE BORROWER AND ITS
RESTRICTED SUBSIDIARIES AND WITH ITS INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS,
IN EACH CASE AT ANY REASONABLE TIME, UPON REASONABLE NOTICE, PROVIDED THAT (A)
EXCEPT DURING THE CONTINUATION OF AN EVENT OF DEFAULT, ONLY ONE SUCH VISIT SHALL
BE AT THE BORROWER'S EXPENSE, AND (B) DURING THE CONTINUATION OF AN EVENT OF
DEFAULT, THE ADMINISTRATIVE AGENT AND ITS REPRESENTATIVES MAY DO ANY OF THE
FOREGOING AT THE BORROWER'S EXPENSE.
6.7
NOTICES.
PROMPTLY GIVE NOTICE TO THE
ADMINISTRATIVE AGENT AND EACH LENDER OF:
(a)
as soon as possible after a Responsible
Officer of the Borrower knows thereof, the occurrence of any Default or Event of
Default;
(b)
as soon as possible after a Responsible
Officer of the Borrower knows thereof, any litigation, investigation or
proceeding which may exist at any time between the Borrower or any of its
Restricted Subsidiaries and any Governmental Authority,
97
which would reasonably be expected to be adversely determined and if adversely
determined, as the case may be, would reasonably be expected to have a Material
Adverse Effect;
(c)
as soon as possible after a Responsible
Officer of the Borrower knows thereof, any litigation or proceeding affecting
the Borrower or any of its Restricted Subsidiaries that would reasonably be
expected to have a Material