FAITH BY APPROPRIATE PROCEEDINGS DILIGENTLY CONDUCTED AND ADEQUATE
RESERVES IN ACCORDANCE WITH GAAP ARE BEING MAINTAINED BY THE COMPANIES; (B) ALL
LAWFUL CLAIMS PRIOR TO SUCH CLAIM BECOMING A LIEN UPON ITS PROPERTY; AND (C) ALL
RECOURSE DEBT HAVING AN AGGREGATE PRINCIPAL AMOUNT (INCLUDING UNDRAWN COMMITTED
OR AVAILABLE AMOUNTS AND INCLUDING AMOUNTS OWING TO ALL CREDITORS UNDER ANY
COMBINED OR SYNDICATED CREDIT ARRANGEMENT) OF MORE THAN $5,000,000, AS AND WHEN
DUE AND PAYABLE, BUT SUBJECT TO ANY SUBORDINATION PROVISIONS CONTAINED IN ANY
INSTRUMENT OR AGREEMENT EVIDENCING SUCH RECOURSE DEBT.
6.05
PRESERVATION OF EXISTENCE, ETC. (A) PRESERVE, RENEW
AND MAINTAIN IN FULL FORCE AND EFFECT ITS LEGAL EXISTENCE AND GOOD STANDING
UNDER THE LAWS OF THE JURISDICTION OF ITS ORGANIZATION EXCEPT IN A TRANSACTION
PERMITTED BY SECTION 7.04; (B) TAKE ALL REASONABLE ACTION TO MAINTAIN ALL
RIGHTS, PRIVILEGES, PERMITS, LICENSES AND FRANCHISES NECESSARY OR DESIRABLE IN
THE NORMAL CONDUCT OF ITS BUSINESS, EXCEPT TO THE EXTENT THAT FAILURE TO DO SO
COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT; AND (C)
PRESERVE OR RENEW ALL OF ITS REGISTERED PATENTS, TRADEMARKS, TRADE NAMES AND
SERVICE MARKS, THE NON-PRESERVATION OF WHICH COULD REASONABLY BE EXPECTED TO
HAVE A MATERIAL ADVERSE EFFECT.
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6.06
MAINTENANCE OF PROPERTIES. (A) MAINTAIN, PRESERVE AND PROTECT ALL OF
ITS MATERIAL PROPERTIES AND EQUIPMENT NECESSARY IN THE OPERATION OF ITS BUSINESS
IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR AND TEAR EXCEPTED; (B) MAKE
ALL NECESSARY REPAIRS THERETO AND RENEWALS AND REPLACEMENTS THEREOF EXCEPT WHERE
THE FAILURE TO DO SO COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT; AND (C) USE THE STANDARD OF CARE TYPICAL IN THE INDUSTRY IN THE
OPERATION AND MAINTENANCE OF ITS FACILITIES.
6.07
MAINTENANCE OF INSURANCE. MAINTAIN WITH FINANCIALLY SOUND AND
REPUTABLE INSURANCE COMPANIES NOT AFFILIATES OF ANY COMPANY, INSURANCE WITH
RESPECT TO ITS PROPERTIES AND BUSINESS AGAINST LOSS OR DAMAGE OF THE KINDS
CUSTOMARILY INSURED AGAINST BY PERSONS ENGAGED IN THE SAME OR SIMILAR BUSINESS,
OF SUCH TYPES AND IN SUCH AMOUNTS AS ARE CUSTOMARILY CARRIED UNDER SIMILAR
CIRCUMSTANCES BY SUCH OTHER PERSONS.
6.08
COMPLIANCE WITH LAWS. COMPLY IN ALL MATERIAL RESPECTS WITH THE
REQUIREMENTS OF ALL LAWS AND ALL ORDERS, WRITS, INJUNCTIONS AND DECREES
APPLICABLE TO IT OR TO ITS BUSINESS OR PROPERTY, EXCEPT IN SUCH INSTANCES IN
WHICH (A) SUCH REQUIREMENT OF LAW OR ORDER, WRIT, INJUNCTION OR DECREE IS BEING
CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS DILIGENTLY CONDUCTED; OR (B)
THE FAILURE TO COMPLY THEREWITH COULD NOT REASONABLY BE EXPECTED TO HAVE A
MATERIAL ADVERSE EFFECT.
6.09
BOOKS AND RECORDS. (A) MAINTAIN PROPER BOOKS OF RECORD AND ACCOUNT,
IN WHICH FULL, TRUE AND CORRECT ENTRIES IN CONFORMITY WITH GAAP CONSISTENTLY
APPLIED SHALL BE MADE OF ALL FINANCIAL TRANSACTIONS AND MATTERS INVOLVING THE
ASSETS AND BUSINESS OF THE COMPANIES, AS THE CASE MAY BE; AND (B) MAINTAIN SUCH
BOOKS OF RECORD AND ACCOUNT IN MATERIAL CONFORMITY WITH ALL APPLICABLE
REQUIREMENTS OF ANY GOVERNMENTAL AUTHORITY HAVING REGULATORY JURISDICTION OVER
THE COMPANIES, AS THE CASE