taxes contested pursuant to the terms of Section 5.[9] hereof, and pay all
amounts necessary to fund all present pension, profit sharing and deferred
compensation plans in accordance with their terms.
6.6
ACCESS TO COLLATERAL; BOOKS AND RECORDS.
AT REASONABLE TIMES, ON
ONE (1) BUSINESS DAY'S NOTICE (PROVIDED NO NOTICE IS REQUIRED IF AN EVENT OF
DEFAULT HAS OCCURRED AND IS CONTINUING), BANK, OR ITS AGENTS, SHALL HAVE THE
RIGHT TO INSPECT THE COLLATERAL AND THE RIGHT TO AUDIT AND COPY BORROWER'S
BOOKS.
AS LONG AS NO DOMINION TRIGGER EVENT HAS OCCURRED, SUCH INSPECTIONS AND
AUDITS SHALL BE CONDUCTED NO MORE OFTEN THAN ONCE EVERY TWELVE (12) MONTHS AND
AFTER THE OCCURRENCE OF A DOMINION TRIGGER EVENT, NO MORE OFTEN THAN ONCE EVERY
FOUR (4) MONTHS, BUT IN EITHER CASE UNLESS OTHER CIRCUMSTANCE WARRANT OTHERWISE
OR A DEFAULT OR AN EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING. THE
FOREGOING INSPECTIONS AND AUDITS SHALL BE AT BORROWER'S EXPENSE, AND THE CHARGE
THEREFOR SHALL BE $750 PER PERSON PER DAY (OR SUCH HIGHER AMOUNT AS SHALL
REPRESENT BANK'S THEN-CURRENT STANDARD CHARGE FOR THE SAME), PLUS REASONABLE
OUT-OF-POCKET EXPENSES.
IN THE EVENT BORROWER AND BANK SCHEDULE AN AUDIT MORE
THAN TEN (10) DAYS IN ADVANCE, AND BORROWER CANCELS OR SEEKS TO RESCHEDULES THE
AUDIT WITH LESS THAN TEN (10) DAYS WRITTEN NOTICE TO BANK, THEN (WITHOUT
LIMITING ANY OF BANK'S RIGHTS OR REMEDIES), BORROWER SHALL PAY BANK A FEE OF
$1,000 PLUS ANY OUT-OF-POCKET EXPENSES INCURRED BY BANK TO COMPENSATE BANK FOR
THE ANTICIPATED COSTS AND EXPENSES OF THE CANCELLATION OR RESCHEDULING.
6.7
INSURANCE.
KEEP ITS BUSINESS AND THE COLLATERAL INSURED FOR RISKS
AND IN AMOUNTS STANDARD FOR COMPANIES IN BORROWER'S INDUSTRY AND LOCATION AND AS
BANK MAY REASONABLY REQUEST.
INSURANCE POLICIES SHALL BE IN A FORM, WITH
COMPANIES, AND IN AMOUNTS THAT ARE SATISFACTORY TO BANK.
ALL PROPERTY POLICIES
SHALL HAVE A LENDER'S LOSS PAYABLE ENDORSEMENT SHOWING BANK AS THE SOLE LOSS
PAYEE AND WAIVE SUBROGATION AGAINST BANK, AND ALL LIABILITY POLICIES SHALL SHOW,
OR HAVE ENDORSEMENTS SHOWING, BANK AS AN ADDITIONAL INSURED.
ALL POLICIES (OR
THE LOSS PAYABLE AND ADDITIONAL INSURED ENDORSEMENTS) SHALL PROVIDE THAT THE
INSURER MUST GIVE BANK AT LEAST TWENTY (20) DAYS NOTICE
8
BEFORE CANCELING, AMENDING, OR DECLINING TO RENEW ITS POLICY.
AT BANK'S
REQUEST, BORROWER SHALL DELIVER CERTIFIED COPIES OF POLICIES AND EVIDENCE OF ALL
PREMIUM PAYMENTS.
PROCEEDS PAYABLE UNDER ANY POLICY SHALL, AT BANK'S OPTION, BE
PAYABLE TO BANK ON ACCOUNT OF THE OBLIGATIONS.
NOTWITHSTANDING THE FOREGOING,
(A) SO LONG AS NO EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, BORROWER
SHALL HAVE THE OPTION OF APPLYING THE PROCEEDS OF ANY CASUALTY POLICY UP TO
$50,000, IN THE AGGREGATE, TOWARD THE REPLACEMENT OR REPAIR OF DESTROYED OR
DAMAGED PROPERTY; PROVIDED THAT ANY SUCH REPLACED OR REPAIRED PROPERTY (I) SHALL
BE OF EQUAL OR LIKE VALUE AS THE REPLACED OR REPAIRED COLLATERAL AND (II) SHALL
BE DEEMED COLLATERAL IN WHICH BANK HAS BEEN GRANTED A FIRST PRIORITY SECURITY
INTEREST, AND (B) AFTER THE OCCURRENCE