A BORROWING BASE CERTIFICATE FROM EACH DESIGNATED SUBSIDIARY
BORROWER FOR WHOSE ACCOUNT A TRANCHE 1 LETTER OF CREDIT HAS BEEN ISSUED AS OF
THE LAST DAY OF THE IMMEDIATELY PRECEDING MONTH, EXECUTED BY AN AUTHORIZED
OFFICER OF SUCH DESIGNATED SUBSIDIARY BORROWER.
IN THE EVENT THAT ANY BORROWING
BASE CERTIFICATE REFLECTS A BORROWING BASE DEFICIENCY FOR ANY DESIGNATED
SUBSIDIARY BORROWER FOR WHOSE ACCOUNT A TRANCHE 1 LETTER OF CREDIT HAS BEEN
ISSUED, ON THE DATE SUCH BORROWING BASE DEFICIENCY IS CURED, SUCH DESIGNATED
SUBSIDIARY BORROWER SHALL ISSUE A REVISED BORROWING BASE CERTIFICATE REFLECTING
SUCH CURE.
(I)
SECTION 32 DIRECTION.
PROMPTLY FOLLOWING RECEIPT THEREOF BY ARL,
NOTICE OF ANY DIRECTION OR OTHER NOTIFICATION RECEIVED BY ARL FROM THE BERMUDA
MONETARY AUTHORITY PURSUANT TO SECTION 32 OF THE INSURANCE ACT, 1978 OF BERMUDA.
89
(J)
OTHER INFORMATION.
WITH REASONABLE PROMPTNESS, SUCH OTHER
INFORMATION OR EXISTING DOCUMENTS (FINANCIAL OR OTHERWISE) AS THE ADMINISTRATIVE
AGENT OR ANY LENDER MAY REASONABLY REQUEST FROM TIME TO TIME.
(K)
DELIVERY OF INFORMATION.
EACH CREDIT PARTY AND EACH LENDER HEREBY
ACKNOWLEDGES AND AGREES THAT THE ADMINISTRATIVE AGENT AND/OR THE CREDIT PARTIES
MAY MAKE AVAILABLE TO THE LENDERS MATERIALS AND/OR INFORMATION PROVIDED BY OR ON
BEHALF OF ANY CREDIT PARTY UNDER THIS AGREEMENT OR ANY OTHER CREDIT DOCUMENT BY
POSTING SUCH MATERIALS AND/OR INFORMATION ON INTRALINKS OR ANOTHER SIMILAR
ELECTRONIC SYSTEM REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE AGENT AND THE
CREDIT PARTIES (IT BEING UNDERSTOOD AND AGREED THAT THE POSTING OF SUCH
MATERIALS AND/OR INFORMATION ON INTRALINKS OR ANOTHER SIMILAR ELECTRONIC SYSTEM
SHALL NOT BE DEEMED A VIOLATION OF SECTION 10.12 OF THIS AGREEMENT).
SECTION 6.02.
BOOKS, RECORDS AND INSPECTIONS.
EACH BORROWER WILL (I) KEEP, AND
WILL CAUSE EACH OF ITS SUBSIDIARIES TO KEEP, PROPER BOOKS OF RECORD AND ACCOUNT
IN WHICH FULL, TRUE AND CORRECT ENTRIES IN CONFORMITY WITH GAAP OR SAP, AS
APPLICABLE, SHALL BE MADE OF ALL DEALINGS AND TRANSACTIONS IN RELATION TO ITS
BUSINESS AND ACTIVITIES; AND (II) SUBJECT TO BINDING CONTRACTUAL CONFIDENTIALITY
OBLIGATIONS OF SUCH BORROWER AND ITS SUBSIDIARIES TO THIRD PARTIES AND TO
SECTION 10.12, PERMIT, AND WILL CAUSE EACH OF ITS SUBSIDIARIES TO PERMIT,
REPRESENTATIVES OF ANY LENDER (AT SUCH LENDER'S EXPENSE PRIOR TO THE OCCURRENCE
OF AN EVENT OF DEFAULT AND AT SUCH BORROWER'S EXPENSE AFTER AN EVENT OF DEFAULT
HAS OCCURRED AND IS CONTINUING) TO VISIT AND INSPECT ANY OF THEIR RESPECTIVE
PROPERTIES, TO EXAMINE THEIR RESPECTIVE BOOKS AND RECORDS AND TO DISCUSS THEIR
RESPECTIVE AFFAIRS, FINANCES AND ACCOUNTS WITH THEIR RESPECTIVE OFFICERS,
EMPLOYEES AND INDEPENDENT PUBLIC ACCOUNTANTS, IN EACH CASE AT SUCH REASONABLE
TIMES AND AS OFTEN AS MAY REASONABLY BE DESIRED.
EACH BORROWER AGREES TO
COOPERATE AND ASSIST IN SUCH VISITS AND INSPECTIONS.
SECTION 6.03.
INSURANCE.
EACH BORROWER WILL MAINTAIN, AND WILL CAUSE EACH OF
ITS SUBSIDIARIES TO MAINTAIN (EITHER IN THE NAME OF SUCH BORROWER OR IN THE
SUBSIDIARY'S OWN NAME) WITH FINANCIALLY SOUND AND REPUTABLE INSURANCE COMPANIES,
INSURANCE ON ALL THEIR PROPERTY IN AT LEAST SUCH AMOUNTS AND AGAINST AT LEAST
SUCH RISKS AS ARE USUALLY INSURED