IS CONTINUING, SUCH
PROCEEDS WILL THEREAFTER BE FORWARDED TO THE BORROWERS IN ACCORDANCE WITH
CUSTOMARY PRACTICES) AND BORROWING AGENT SHALL OBTAIN THE AGREEMENT BY SUCH
BLOCKED ACCOUNT BANK TO WAIVE ANY OFFSET RIGHTS AGAINST THE FUNDS SO DEPOSITED.
NEITHER AGENT NOR ANY LENDER ASSUMES ANY RESPONSIBILITY FOR SUCH BLOCKED ACCOUNT
ARRANGEMENT, INCLUDING ANY CLAIM OF ACCORD AND SATISFACTION OR RELEASE WITH
RESPECT TO DEPOSITS ACCEPTED BY ANY BLOCKED ACCOUNT BANK THEREUNDER.
ALL
DEPOSIT ACCOUNTS AND INVESTMENT ACCOUNTS OF EACH BORROWER AND ITS SUBSIDIARIES
ARE SET FORTH ON SCHEDULE 4.15(H).
53
(I)
ADJUSTMENTS.
NO BORROWER WILL, WITHOUT AGENT'S CONSENT,
COMPROMISE OR ADJUST ANY MATERIAL AMOUNT OF THE RECEIVABLES (OR EXTEND THE TIME
FOR PAYMENT THEREOF) OR ACCEPT ANY MATERIAL RETURNS OF MERCHANDISE OR GRANT ANY
ADDITIONAL DISCOUNTS, ALLOWANCES OR CREDITS THEREON EXCEPT FOR THOSE
COMPROMISES, ADJUSTMENTS, RETURNS, DISCOUNTS, CREDITS AND ALLOWANCES AS HAVE
BEEN HERETOFORE CUSTOMARY IN THE BUSINESS OF SUCH BORROWER.
4.16.
INVENTORY.
TO THE EXTENT INVENTORY HELD FOR SALE OR LEASE HAS BEEN
PRODUCED BY ANY BORROWER, IT HAS BEEN AND WILL BE PRODUCED BY SUCH BORROWER IN
ACCORDANCE WITH THE FEDERAL FAIR LABOR STANDARDS ACT OF 1938, AS AMENDED, AND
ALL RULES, REGULATIONS AND ORDERS THEREUNDER.
4.17.
[INTENTIONALLY OMITTED.]
4.18.
EXCULPATION OF LIABILITY.
NOTHING HEREIN CONTAINED SHALL BE
CONSTRUED TO CONSTITUTE AGENT OR ANY LENDER AS ANY BORROWER'S AGENT FOR ANY
PURPOSE WHATSOEVER, NOR SHALL AGENT OR ANY LENDER BE RESPONSIBLE OR LIABLE FOR
ANY SHORTAGE, DISCREPANCY, DAMAGE, LOSS OR DESTRUCTION OF ANY PART OF THE
COLLATERAL WHEREVER THE SAME MAY BE LOCATED AND REGARDLESS OF THE CAUSE
THEREOF.
NEITHER AGENT NOR ANY LENDER, WHETHER BY ANYTHING HEREIN OR IN ANY
ASSIGNMENT OR OTHERWISE, ASSUME ANY OF ANY BORROWER'S OBLIGATIONS UNDER ANY
CONTRACT OR AGREEMENT ASSIGNED TO AGENT OR SUCH LENDER, AND NEITHER AGENT NOR
ANY LENDER SHALL BE RESPONSIBLE IN ANY WAY FOR THE PERFORMANCE BY ANY BORROWER
OF ANY OF THE TERMS AND CONDITIONS THEREOF.
4.19.
ENVIRONMENTAL MATTERS.
(A)
BORROWERS SHALL ENSURE THAT THE REAL PROPERTY AND ALL OPERATIONS
AND BUSINESSES CONDUCTED THEREON REMAINS IN MATERIAL COMPLIANCE WITH ALL
ENVIRONMENTAL LAWS AND THEY SHALL NOT PLACE OR PERMIT TO BE PLACED ANY HAZARDOUS
SUBSTANCES ON ANY REAL PROPERTY EXCEPT AS IN MATERIAL COMPLIANCE WITH APPLICABLE
LAW OR PERMITTED BY APPROPRIATE GOVERNMENTAL AUTHORITIES.
(B)
BORROWERS SHALL ESTABLISH AND MAINTAIN AN ENVIRONMENTAL COMPLIANCE
SYSTEM TO ASSURE AND MONITOR CONTINUED MATERIAL COMPLIANCE WITH ALL APPLICABLE
ENVIRONMENTAL LAWS WHICH SYSTEM SHALL INCLUDE PERIODIC REVIEWS OF SUCH
COMPLIANCE.
(C)
INTENTIONALLY OMITTED.
(D)
IN THE EVENT ANY BORROWER OBTAINS, GIVES OR RECEIVES NOTICE OF ANY
RELEASE OR THREAT OF RELEASE OF A REPORTABLE QUANTITY OF ANY HAZARDOUS
SUBSTANCES AT THE REAL PROPERTY UNDER CERCLA OR OF A RELEASE OF A HAZARDOUS
SUBSTANCE THAT COULD HAVE A MATERIAL ADVERSE EFFECT ON ANY LENDER (ANY SUCH
EVENT BEING HEREINAFTER REFERRED TO AS A "HAZARDOUS DISCHARGE") OR RECEIVES ANY
NOTICE OF VIOLATION, REQUEST FOR INFORMATION OR NOTIFICATION THAT IT IS
POTENTIALLY RESPONSIBLE FOR INVESTIGATION OR CLEANUP OF ENVIRONMENTAL CONDITIONS
AT THE REAL PROPERTY, DEMAND