under the foregoing provisions
of this Section 5.05, in the event the Borrower shall fail to maintain in full
force and effect insurance as required by the foregoing provisions of this
Section 5.05, then the Administrative Agent may (upon notice to the Borrower),
but shall have no obligation so to do, procure insurance covering the interests
of the Lenders and the Administrative Agent in such amounts and against such
risks as the Administrative Agent shall deem appropriate, and the Borrower shall
reimburse the Administrative Agent in respect of any premiums paid by the
Administrative Agent in respect thereof.
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For purposes hereof, the term "Peril" shall mean, collectively, fire, lightning,
flood, windstorm, hail, explosion, riot and civil commotion, vandalism and
malicious mischief, damage from aircraft, vehicles and smoke and all other
perils covered by the "all-risk" endorsement then in use in the jurisdictions
where the Properties of the Borrower and its Subsidiaries are located.
SECTION 5.06. BOOKS AND RECORDS; INSPECTION RIGHTS. THE BORROWER WILL, AND WILL
CAUSE EACH OF ITS SUBSIDIARIES TO, KEEP PROPER BOOKS OF RECORD AND ACCOUNT IN
WHICH CORRECT ENTRIES ARE MADE OF ALL DEALINGS AND TRANSACTIONS IN RELATION TO
ITS BUSINESS AND ACTIVITIES IN ACCORDANCE WITH GAAP. THE BORROWER WILL, AND WILL
CAUSE EACH OF ITS SUBSIDIARIES TO, PERMIT ANY REPRESENTATIVES DESIGNATED BY THE
ADMINISTRATIVE AGENT OR ANY LENDER, UPON REASONABLE PRIOR NOTICE, TO VISIT AND
INSPECT ITS PROPERTIES, TO EXAMINE AND MAKE EXTRACTS FROM ITS BOOKS AND RECORDS,
AND TO DISCUSS ITS AFFAIRS, FINANCES AND CONDITION WITH ITS OFFICERS AND
INDEPENDENT ACCOUNTANTS, ALL AT SUCH REASONABLE TIMES DURING NORMAL BUSINESS
HOURS AND, WITH RESPECT TO THE INSPECTION OF SUCH PROPERTIES AND THE EXAMINATION
OF SUCH BOOKS AND RECORDS AND THE MAKING OF EXTRACTS THEREFROM, SO LONG AS NO
EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, NOT MORE THAN ONCE A FISCAL
QUARTER.
SECTION 5.07. COMPLIANCE WITH LAWS. THE BORROWER WILL, AND WILL CAUSE EACH OF
ITS SUBSIDIARIES TO, COMPLY WITH ALL LAWS, RULES, REGULATIONS AND ORDERS OF ANY
GOVERNMENTAL AUTHORITY APPLICABLE TO IT OR ITS PROPERTY, EXCEPT IN ANY CASE
WHERE THE FAILURE TO DO SO, INDIVIDUALLY OR IN THE AGGREGATE, COULD NOT
REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT.
SECTION 5.08. USE OF PROCEEDS AND LETTERS OF CREDIT. THE PROCEEDS OF THE LOANS
WILL BE USED ONLY FOR GENERAL CORPORATE PURPOSES, INCLUDING, WITHOUT LIMITATION,
REFINANCE OF EXISTING DEBT, WORKING CAPITAL, CAPITAL EXPENDITURES, AND
ACQUISITIONS. NO PART OF THE PROCEEDS OF ANY LOAN WILL BE USED, WHETHER DIRECTLY
OR INDIRECTLY, FOR ANY PURPOSE THAT ENTAILS A VIOLATION OF ANY OF THE
REGULATIONS OF THE BOARD, INCLUDING REGULATIONS T, U AND X. LETTERS OF CREDIT
WILL BE ISSUED ONLY TO SUPPORT GENERAL CORPORATE PURPOSES, INCLUDING, WITHOUT
LIMITATION, REFINANCE OF EXISTING DEBT, WORKING CAPITAL, AND CAPITAL
EXPENDITURES.
SECTION 5.09. CERTAIN OBLIGATIONS RESPECTING SUBSIDIARIES.
(A)
THE BORROWER WILL, AND WILL CAUSE EACH OF ITS SUBSIDIARIES TO,
TAKE SUCH ACTION FROM TIME TO TIME AS SHALL BE NECESSARY TO ENSURE THAT EACH OF
ITS