TO DO SO
COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT; AND
(B) COMPLY WITH ALL CONTRACTUAL OBLIGATIONS AND REQUIREMENTS OF LAW EXCEPT TO
THE EXTENT THAT FAILURE TO COMPLY THEREWITH COULD NOT, IN THE AGGREGATE,
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
7.5.
MAINTENANCE OF PROPERTY; INSURANCE.
(A)
KEEP ALL PROPERTY
MATERIAL TO THE CONDUCT OF ITS BUSINESS IN GOOD WORKING ORDER AND CONDITION,
ORDINARY WEAR AND TEAR EXCEPTED AND (B) MAINTAIN WITH FINANCIALLY SOUND AND
REPUTABLE INSURANCE COMPANIES INSURANCE ON ALL ITS PROPERTY IN AT LEAST SUCH
AMOUNTS AND AGAINST AT LEAST SUCH RISKS (BUT INCLUDING IN ANY EVENT PUBLIC
LIABILITY, PRODUCT LIABILITY AND BUSINESS INTERRUPTION) AS IS, IN ITS REASONABLE
JUDGEMENT, ADEQUATE TO INSURE AGAINST THE RISKS TO WHICH IT AND ITS EMPLOYEES,
BUSINESS PROPERTIES AND OTHER ASSETS COULD REASONABLY EXPECTED TO BE EXPOSED TO
IN THE OPERATION OF ITS BUSINESS AS CURRENTLY CONDUCTED.
57
7.6.
ANNUAL FIELD EXAM, INSPECTION OF PROPERTY; BOOKS AND RECORDS;
DISCUSSIONS.
(A)
KEEP PROPER BOOKS OF RECORDS AND ACCOUNT IN WHICH FULL, TRUE
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, (B) PERMIT REPRESENTATIVES OF THE ADMINISTRATIVE AGENT, ON BEHALF OF
THE LENDERS, AT THE APPLICABLE BORROWERS' COST, TO CONDUCT AN ANNUAL FIELD EXAM
NO MORE THAN ONCE A YEAR, SO LONG AS NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED
AND IS CONTINUING, AND (C) PERMIT REPRESENTATIVES OF THE ADMINISTRATIVE AGENT OR
ANY LENDER, TO VISIT AND INSPECT ANY OF ITS PROPERTIES AND EXAMINE AND MAKE
ABSTRACTS FROM ANY OF ITS BOOKS AND RECORDS AT ANY REASONABLE TIME DURING
REGULAR BUSINESS HOURS UPON REASONABLE NOTICE AND AS OFTEN AS MAY REASONABLY BE
DESIRED AND TO DISCUSS THE BUSINESS, OPERATIONS, PROPERTIES AND FINANCIAL AND
OTHER CONDITION OF THE BORROWERS AND THEIR SUBSIDIARIES WITH RESPONSIBLE
OFFICERS OF THE BORROWERS AND WITH THEIR INDEPENDENT CERTIFIED PUBLIC
ACCOUNTANTS COORDINATED THROUGH THE ADMINISTRATIVE AGENT.
7.7.
NOTICES.
PROMPTLY GIVE NOTICE TO THE ADMINISTRATIVE AGENT, THE
ADMINISTRATIVE AGENT AND EACH LENDER OF:
(A)
THE OCCURRENCE OF ANY DEFAULT OR EVENT OF DEFAULT OF WHICH ANY
BORROWER HAS KNOWLEDGE OR NOTICE;
(B)
ANY (I) DEFAULT OR EVENT OF DEFAULT UNDER ANY CONTRACTUAL
OBLIGATION OF ANY BORROWER OF WHICH ANY BORROWER HAS KNOWLEDGE OR NOTICE OR
(II) LITIGATION, INVESTIGATION OR PROCEEDING THAT MAY EXIST AT ANY TIME BETWEEN
ANY BORROWER AND ANY GOVERNMENTAL AUTHORITY OF WHICH ANY BORROWER HAS KNOWLEDGE
OR NOTICE, WHICH IN EITHER CASE, IF NOT CURED OR IF ADVERSELY DETERMINED, AS THE
CASE MAY BE, COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT;
(C)
ANY LITIGATION OR PROCEEDING AFFECTING ANY BORROWER OF WHICH ANY
BORROWER HAS KNOWLEDGE OR NOTICE (I) IN WHICH THE AMOUNT INVOLVED IS $5,000,000
OR MORE AND NOT COVERED BY INSURANCE, (II) IN WHICH INJUNCTIVE OR SIMILAR RELIEF
IS SOUGHT, WHICH, IF ADVERSELY DETERMINED, COULD REASONABLY BE EXPECTED TO HAVE
A MATERIAL ADVERSE EFFECT OR (III)