A MATERIAL ADVERSE CHANGE OR WHICH,
WITH OR WITHOUT NOTICE OR LAPSE OF TIME OR BOTH, WILL CONSTITUTE A DEFAULT UNDER
ANY OTHER AGREEMENT, INSTRUMENT OR INDENTURE TO WHICH SELLER IS A PARTY OR TO
WHICH ITS PROPERTIES OR ASSETS MAY BE SUBJECT.
13.5
PAYMENT OF DEBT, TAXES, ETC.
SELLER SHALL PAY AND PERFORM ALL
OBLIGATIONS AND INDEBTEDNESS OF SELLER, AND CAUSE TO BE PAID AND PERFORMED ALL
OBLIGATIONS AND INDEBTEDNESS OF ITS SUBSIDIARIES IN ACCORDANCE WITH THE TERMS
THEREOF, AND PAY AND DISCHARGE OR CAUSE TO BE PAID AND DISCHARGED ALL TAXES,
ASSESSMENTS AND GOVERNMENTAL CHARGES OR LEVIES IMPOSED UPON SELLER OR ITS
SUBSIDIARIES, OR UPON THEIR RESPECTIVE INCOME, RECEIPTS OR PROPERTIES, BEFORE
THE SAME SHALL BECOME PAST DUE, AS WELL AS ALL LAWFUL CLAIMS FOR LABOR,
MATERIALS OR SUPPLIES OR OTHERWISE WHICH, IF UNPAID, MIGHT BECOME A LIEN OR
CHARGE UPON SUCH PROPERTIES OR ANY PART THEREOF; PROVIDED, HOWEVER, THAT SELLER
AND ITS SUBSIDIARIES SHALL NOT BE REQUIRED TO PAY OBLIGATIONS, INDEBTEDNESS,
TAXES, ASSESSMENTS OR GOVERNMENTAL CHARGES OR LEVIES OR CLAIMS FOR LABOR,
MATERIALS OR SUPPLIES FOR WHICH SELLER OR ITS SUBSIDIARIES SHALL HAVE OBTAINED
AN ADEQUATE BOND OR ADEQUATE INSURANCE OR WHICH ARE BEING CONTESTED IN GOOD
FAITH AND BY PROPER PROCEEDINGS THAT ARE BEING REASONABLY AND DILIGENTLY
PURSUED, IF SUCH PROCEEDINGS DO NOT INVOLVE ANY LIKELIHOOD OF THE SALE,
FORFEITURE OR LOSS OF ANY SUCH PROPERTY OR ANY INTEREST THEREIN WHILE SUCH
PROCEEDINGS ARE PENDING; AND PROVIDED FURTHER THAT BOOK RESERVES ADEQUATE UNDER
GAAP SHALL HAVE BEEN ESTABLISHED WITH RESPECT THERETO.
13.6
INSURANCE.
SELLER SHALL MAINTAIN (A) ERRORS AND OMISSIONS
INSURANCE OR MORTGAGE IMPAIRMENT INSURANCE AND BLANKET BOND COVERAGE, WITH SUCH
COMPANIES AND IN SUCH AMOUNTS AS SATISFY PREVAILING AGENCY REQUIREMENTS
APPLICABLE TO A QUALIFIED MORTGAGE ORIGINATING INSTITUTION; (B) LIABILITY
INSURANCE AND FIRE AND OTHER HAZARD INSURANCE ON ITS PROPERTIES, WITH
RESPONSIBLE INSURANCE COMPANIES APPROVED BY MBF, IN SUCH AMOUNTS AND AGAINST
SUCH RISKS AS IS CUSTOMARILY CARRIED BY SIMILAR BUSINESSES OPERATING IN THE SAME
VICINITY; AND (C) WITHIN THIRTY (30) DAYS AFTER NOTICE FROM MBF, OBTAIN SUCH
ADDITIONAL INSURANCE AS MBF SHALL REASONABLY REQUIRE, ALL AT THE SOLE EXPENSE OF
SELLER.
PHOTOCOPIES OF SUCH POLICIES SHALL BE FURNISHED TO MBF WITHOUT CHARGE
UPON OBTAINING SUCH COVERAGE OR ANY RENEWAL OF OR MODIFICATION TO SUCH COVERAGE.
13.7
FINANCIAL STATEMENTS AND OTHER REPORTS.
SELLER SHALL DELIVER OR
CAUSE TO BE DELIVERED TO MBF:
(A)
AS SOON AS AVAILABLE AND IN ANY EVENT NOT LATER THAN THE MONTHLY
REPORTING DATE, STATEMENTS OF INCOME AND CHANGES IN STOCKHOLDERS' EQUITY AND
CASH FLOW OF SELLER AND, IF APPLICABLE, SELLER'S SUBSIDIARIES, ON A CONSOLIDATED
BASIS FOR THE IMMEDIATELY PRECEDING MONTH, AND RELATED BALANCE SHEET AS AT THE
END OF THE IMMEDIATELY PRECEDING MONTH, ALL
32
IN REASONABLE DETAIL, PREPARED IN ACCORDANCE WITH GAAP APPLIED ON A CONSISTENT
BASIS, AND CERTIFIED AS TO THE FAIRNESS OF PRESENTATION BY THE PRESIDENT AND
CHIEF FINANCIAL OFFICER OF SELLER, SUBJECT, HOWEVER, TO NORMAL YEAR-END AUDIT
ADJUSTMENTS;
(B)
AS SOON AS AVAILABLE AND IN ANY