AND SIMILAR AUTHORIZATIONS THEREUNDER. THE BORROWER
SHALL IMMEDIATELY NOTIFY THE BANK UPON BECOMING AWARE OF ANY SUCH INVESTIGATION,
PROCEEDING, COMPLAINT, ORDER, DIRECTIVE, CLAIM, CITATION OR NOTICE, AND SHALL
TAKE PROMPT AND APPROPRIATE ACTIONS TO RESPOND THERETO, WITH RESPECT TO ANY
NON-COMPLIANCE WITH, OR VIOLATION OF, THE REQUIREMENTS OF ANY ENVIRONMENTAL LAW
BY THE BORROWER OR THE RELEASE, SPILL OR DISCHARGE, THREATENED OR ACTUAL, OF ANY
HAZARDOUS MATERIAL OR THE GENERATION, USE, STORAGE, TREATMENT, TRANSPORTATION,
MANUFACTURE, HANDLING, PRODUCTION OR DISPOSAL OF ANY HAZARDOUS MATERIAL OR ANY
OTHER ENVIRONMENTAL, HEALTH OR SAFETY MATTER, WHICH AFFECTS THE BORROWER OR ITS
BUSINESS, OPERATIONS OR ASSETS OR ANY PROPERTIES AT WHICH THE BORROWER HAS
TRANSPORTED, STORED OR DISPOSED OF ANY HAZARDOUS SUBSTANCES.
THE BORROWER
AGREES TO ALLOW THE BANK OR ITS AGENT REASONABLE ACCESS TO THE PROPERTIES OF THE
BORROWER AND ANY SUBSIDIARIES TO CONFIRM COMPLIANCE WITH ALL ENVIRONMENTAL LAWS,
AND THE BORROWER SHALL, FOLLOWING DETERMINATION BY THE BANK THAT THERE IS
NON-COMPLIANCE, OR ANY CONDITION WHICH REQUIRES ANY ACTION BY OR ON BEHALF OF
THE BORROWER IN ORDER TO AVOID ANY NON-COMPLIANCE, WITH ANY ENVIRONMENTAL LAW,
AT THE BORROWER'S SOLE EXPENSE, CAUSE AN INDEPENDENT ENVIRONMENTAL ENGINEER
ACCEPTABLE TO THE BANK TO CONDUCT SUCH TESTS OF THE RELEVANT SITE AS ARE
REASONABLY
26
APPROPRIATE, AND PREPARE AND DELIVER A REPORT SETTING FORTH THE RESULT OF SUCH
TESTS, A PROPOSED PLAN FOR REMEDIATION AND AN ESTIMATE OF THE COSTS THEREOF.
6.11
FURTHER ASSURANCES.
THE BORROWER SHALL TAKE, AND
CAUSE ANY SUBSIDIARY TO TAKE, SUCH ACTIONS AS ARE NECESSARY OR AS THE BANK MAY
REASONABLY REQUEST FROM TIME TO TIME TO ENSURE THAT THE OBLIGATIONS UNDER THE
LOAN DOCUMENTS ARE SECURED BY SUBSTANTIALLY ALL OF THE ASSETS OF THE BORROWER
AND ITS SUBSIDIARIES, IN EACH CASE AS THE BANK MAY DETERMINE, INCLUDING (A) THE
EXECUTION AND DELIVERY OF SECURITY AGREEMENTS, PLEDGE AGREEMENTS, MORTGAGES,
DEEDS OF TRUST, FINANCING STATEMENTS AND OTHER DOCUMENTS, AND THE FILING OR
RECORDING OF ANY OF THE FOREGOING, AND (B) THE DELIVERY OF CERTIFICATED
SECURITIES AND OTHER COLLATERAL WITH RESPECT TO WHICH PERFECTION IS OBTAINED BY
POSSESSION.
6.12
BANKING RELATIONSHIP.
THE BORROWER COVENANTS AND
AGREES, AT ALL TIMES DURING THE TERM OF THIS AGREEMENT, TO UTILIZE THE BANK AS
ITS PRIMARY BANK OF ACCOUNT AND DEPOSITORY FOR ALL FINANCIAL SERVICES, INCLUDING
ALL RECEIPTS, DISBURSEMENTS, CASH MANAGEMENT AND RELATED SERVICES.
6.13
FINANCIAL STATEMENTS AND BOOKS AND RECORDS.
THE
BORROWER SHALL MAKE NO CHANGE WITH RESPECT TO ITS ACCOUNTING PRINCIPLES WITHOUT
GIVING PRIOR NOTIFICATION TO THE BANK.
ALL FINANCIAL STATEMENTS DELIVERED TO
THE BANK WILL ACCURATELY REFLECT THE FINANCIAL CONDITION OF THE BORROWER.
THE
BANK SHALL HAVE THE RIGHT AT ALL TIMES DURING BUSINESS HOURS TO INSPECT THE
BOOKS AND RECORDS OF THE BORROWER AND MAKE EXTRACTS THEREFROM.
6.14
REPORTING REQUIREMENTS.
THE BORROWER SHALL AT ALL
TIMES MAINTAIN A STANDARD AND MODERN SYSTEM OF ACCOUNTING, ON THE ACCRUAL BASIS
OF ACCOUNTING AND IN ALL RESPECTS IN ACCORDANCE WITH GAAP, AND SHALL FURNISH TO
THE BANK OR ITS AUTHORIZED REPRESENTATIVES SUCH INFORMATION REGARDING THE
BUSINESS AFFAIRS,