ITS SUBSIDIARIES THAT, IF ADVERSELY DETERMINED, COULD
REASONABLY BE EXPECTED TO RESULT IN AGGREGATE LIABILITIES OR DAMAGES IN EXCESS
OF $5,000,000 OVER AVAILABLE INSURANCE OR INDEMNIFICATION BY CREDITWORTHY THIRD
PARTIES;
(C)
(I) AS SOON AS POSSIBLE, AND IN ANY EVENT WITHIN TEN DAYS AFTER PARENT,
HOLDINGS OR THE BORROWER KNOWS OR HAS REASON TO BELIEVE THAT ANY ERISA EVENT HAS
OCCURRED OR EXISTS, NOTICE OF THE OCCURRENCE OF SUCH ERISA EVENT (AND AS SOON AS
PRACTICABLE THEREAFTER, A COPY OF ANY REPORT OR NOTICE REQUIRED TO BE FILED WITH
OR GIVEN TO THE PBGC BY PARENT, HOLDINGS OR AN ERISA AFFILIATE WITH RESPECT TO
SUCH ERISA EVENT), IF SUCH ERISA EVENT COULD REASONABLY BE EXPECTED TO RESULT IN
AGGREGATE LIABILITIES IN EXCESS OF $5,000,000 AND (II) PROMPTLY FOLLOWING
RECEIPT THEREOF, COPIES OF ANY DOCUMENTS DESCRIBED IN SECTIONS 101(K) OR
101(L) OF ERISA THAT PARENT, HOLDINGS OR ANY ERISA AFFILIATE MAY REQUEST WITH
RESPECT TO ANY MULTIEMPLOYER PLAN; PROVIDED, THAT IF PARENT, HOLDINGS OR ANY OF
THE ERISA AFFILIATES HAVE NOT REQUESTED SUCH DOCUMENTS OR NOTICES
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FROM THE ADMINISTER OR SPONSOR OF THE APPLICABLE MULTIEMPLOYER PLAN, THEN, UPON
REASONABLE REQUEST OF THE ADMINISTRATIVE AGENT, PARENT, HOLDINGS AND/OR ITS
ERISA AFFILIATES SHALL PROMPTLY MAKE A REQUEST FOR SUCH DOCUMENTS OR NOTICES
FROM SUCH ADMINISTRATOR OR SPONSOR AND PARENT SHALL PROVIDE COPIES OF SUCH
DOCUMENTS AND NOTICES TO THE ADMINISTRATIVE AGENT PROMPTLY AFTER RECEIPT THEREOF
AND FURTHER PROVIDED THAT THE RIGHTS GRANTED TO THE ADMINISTRATIVE AGENT IN THIS
SECTION 6.2(C)(II) SHALL BE EXERCISED NOT MORE THAN ONCE DURING A 12-MONTH
PERIOD;
(D)
AS SOON AS POSSIBLE, AND IN ANY EVENT WITHIN FIVE DAYS PRIOR TO THE
INCURRENCE BY PARENT OF INDEBTEDNESS PURSUANT TO ANY INDENTURE, NOTICE OF SUCH
INCURRENCE;
(E)
PROMPT NOTICE OF THE ASSERTION OF ANY ENVIRONMENTAL CLAIM BY ANY PERSON
AGAINST, OR WITH RESPECT TO THE ACTIVITIES OF, PARENT OR ANY OF ITS SUBSIDIARIES
AND NOTICE OF ANY ALLEGED VIOLATION OF OR NON-COMPLIANCE WITH ANY ENVIRONMENTAL
LAWS OR ANY ENVIRONMENTAL PERMITS OTHER THAN ANY ENVIRONMENTAL CLAIM OR ALLEGED
VIOLATION THAT, IF ADVERSELY DETERMINED, COULD NOT (EITHER INDIVIDUALLY OR IN
THE AGGREGATE) REASONABLY BE EXPECTED TO RESULT IN REMEDIATION COSTS OF MORE
THAN $5,000,000 OVER AVAILABLE INSURANCE OR INDEMNIFICATION BY CREDITWORTHY
THIRD PARTIES OR MATERIALLY ADVERSELY AFFECT THE OPERATION OF ANY PARK; AND
(F)
PROMPT NOTICE OF ANY OTHER DEVELOPMENT THAT RESULTS IN, OR COULD
REASONABLY BE EXPECTED TO RESULT IN, A MATERIAL ADVERSE EFFECT.
Each notice delivered under this Section 6.2 shall be accompanied by a statement
of a Responsible Officer of Parent or the Borrower setting forth in reasonable
detail the facts and circumstances of the event or development requiring such
notice and any action taken or proposed to be taken with respect thereto.
6.3.
Existence, Etc.
(A)
PRESERVE, RENEW AND MAINTAIN IN FULL FORCE AND EFFECT ITS LEGAL EXISTENCE
UNDER THE LAWS OF THE JURISDICTION OF ITS ORGANIZATION (OTHER THAN WITH RESPECT
TO INACTIVE SUBSIDIARIES) AND (B) TAKE ALL REASONABLE ACTION TO MAINTAIN ALL
RIGHTS, PRIVILEGES (INCLUDING