in full of the Obligations and termination of
this Agreement:
6.1.
PAYMENT OF FEES.
PAY TO AGENT ON DEMAND ALL USUAL AND CUSTOMARY
FEES AND EXPENSES WHICH AGENT INCURS IN CONNECTION WITH (A) THE FORWARDING OF
ADVANCE PROCEEDS AND (B) THE ESTABLISHMENT AND MAINTENANCE OF ANY BLOCKED
ACCOUNTS OR DEPOSITORY ACCOUNTS AS PROVIDED FOR IN SECTION 4.15(H).
AGENT MAY,
WITHOUT MAKING DEMAND, CHARGE BORROWERS' ACCOUNT FOR ALL SUCH FEES AND EXPENSES.
6.2.
CONDUCT OF BUSINESS AND MAINTENANCE OF EXISTENCE AND ASSETS.
(A)
CONDUCT CONTINUOUSLY AND OPERATE ACTIVELY ITS BUSINESS ACCORDING TO GOOD
BUSINESS PRACTICES AND TAKE ALL COMMERCIALLY REASONABLE ACTIONS NECESSARY TO
MAINTAIN ALL OF ITS PROPERTIES USEFUL OR NECESSARY IN ITS BUSINESS IN GOOD
WORKING ORDER AND CONDITION (REASONABLE WEAR AND TEAR EXCEPTED AND EXCEPT AS MAY
BE DISPOSED OF IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT), INCLUDING ALL
LICENSES, PATENTS, COPYRIGHTS, DESIGN RIGHTS, TRADE NAMES, TRADE SECRETS AND
TRADEMARKS AND TAKE ALL ACTIONS NECESSARY TO ENFORCE AND PROTECT THE VALIDITY OF
ANY INTELLECTUAL PROPERTY RIGHT OR OTHER RIGHT INCLUDED IN THE COLLATERAL; (B)
KEEP IN FULL FORCE AND EFFECT ITS EXISTENCE AND COMPLY IN ALL MATERIAL RESPECTS
WITH THE LAWS AND REGULATIONS GOVERNING THE CONDUCT OF ITS BUSINESS WHERE THE
FAILURE TO DO SO COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT;
AND (C) MAKE ALL SUCH REPORTS AND PAY ALL SUCH FRANCHISE AND OTHER TAXES AND
LICENSE FEES AND DO ALL SUCH OTHER COMMERCIALLY REASONABLE ACTS AND THINGS AS
MAY BE LAWFULLY REQUIRED TO MAINTAIN ITS RIGHTS, LICENSES, LEASES, POWERS AND
FRANCHISES UNDER THE LAWS OF THE UNITED STATES OR ANY POLITICAL SUBDIVISION
THEREOF.
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6.3.
VIOLATIONS.
PROMPTLY NOTIFY AGENT IN WRITING OF ANY VIOLATION OF
ANY LAW, STATUTE, REGULATION OR ORDINANCE OF ANY GOVERNMENTAL BODY, OR OF ANY
AGENCY THEREOF, APPLICABLE TO ANY BORROWER WHICH COULD REASONABLY BE EXPECTED TO
HAVE A MATERIAL ADVERSE EFFECT.
6.4.
GOVERNMENT RECEIVABLES.
TAKE ALL STEPS NECESSARY TO PROTECT
AGENT'S INTEREST IN THE COLLATERAL UNDER THE FEDERAL ASSIGNMENT OF CLAIMS ACT,
THE FINANCIAL ADMINISTRATION ACT (CANADA) THE UNIFORM COMMERCIAL CODE AND ALL
OTHER APPLICABLE STATE OR LOCAL STATUTES OR ORDINANCES AND DELIVER TO AGENT
APPROPRIATELY ENDORSED, ANY INSTRUMENT OR CHATTEL PAPER CONNECTED WITH ANY
RECEIVABLE ARISING OUT OF CONTRACTS BETWEEN ANY BORROWER AND THE UNITED STATES,
ANY STATE, CANADA, ANY PROVINCE, OR ANY DEPARTMENT, AGENCY OR INSTRUMENTALITY OF
ANY OF THEM.
6.5.
FINANCIAL COVENANTS.
(A)
NET WORTH.
MAINTAIN AT ALL TIMES A TANGIBLE NET WORTH IN AN
AMOUNT NOT LESS THAN $266,000,000, MEASURED AT THE END OF EACH FISCAL QUARTER,
COMMENCING WITH THE FISCAL QUARTER ENDING DECEMBER 31, 2009.
(B)
FIXED CHARGE COVERAGE RATIO.
CAUSE TO BE MAINTAINED AS OF THE END
OF EACH FISCAL QUARTER, COMMENCING WITH THE FISCAL QUARTER ENDING DECEMBER 31,
2009, A FIXED CHARGE COVERAGE RATIO OF NOT LESS THAN 1.1 TO 1.0, MEASURED ON A
TRAILING TWELVE (12) MONTH BASIS.
6.6.
EXECUTION OF SUPPLEMENTAL INSTRUMENTS.
EXECUTE AND DELIVER TO
AGENT FROM TIME TO TIME, UPON DEMAND, SUCH SUPPLEMENTAL AGREEMENTS, STATEMENTS,
ASSIGNMENTS AND