ADVERSE EFFECT, (I) DO OR CAUSE TO BE DONE ALL THINGS NECESSARY TO
PRESERVE, RENEW AND KEEP IN FULL FORCE AND EFFECT THE RIGHTS, LICENSES, PERMITS,
TRADEMARKS, TRADENAMES, PRIVILEGES AND FRANCHISES NECESSARY OR DESIRABLE IN THE
NORMAL CONDUCT OF ITS BUSINESS, AND (II) AT ALL TIMES KEEP ALL PROPERTY USEFUL
AND NECESSARY IN ITS BUSINESS IN GOOD WORKING ORDER AND CONDITION.
SECTION 6.02.
INSURANCE.
KEEP ITS INSURABLE PROPERTIES ADEQUATELY INSURED AT
ALL TIMES BY FINANCIALLY SOUND AND REPUTABLE INSURERS; MAINTAIN SUCH OTHER
INSURANCE, TO SUCH EXTENT AND AGAINST SUCH RISKS, INCLUDING FIRE AND OTHER RISKS
INSURED AGAINST BY EXTENDED COVERAGE, AS IS USUALLY MAINTAINED IN THE SAME
GENERAL AREA BY COMPANIES ENGAGED IN THE SAME OR SIMILAR BUSINESSES, INCLUDING
PUBLIC LIABILITY INSURANCE AGAINST CLAIMS FOR PERSONAL INJURY OR DEATH OR
PROPERTY DAMAGE OCCURRING UPON, IN, ABOUT OR IN CONNECTION WITH THE USE OF ANY
PROPERTIES OWNED, OCCUPIED OR CONTROLLED BY IT OR THE USE OF ANY PRODUCTS SOLD
BY IT; AND MAINTAIN SUCH OTHER INSURANCE AS MAY BE REQUIRED BY LAW AND, WITH
RESPECT TO THE MORTGAGED PROPERTIES, AS IS REQUIRED BY THE MORTGAGES.
SECTION 6.03.
PAYMENT OF TAXES.
PAY AND DISCHARGE PROMPTLY PRIOR TO BECOMING
DELINQUENT ALL MATERIAL TAXES, ASSESSMENTS AND GOVERNMENTAL CHARGES OR LEVIES
IMPOSED UPON IT OR UPON OR IN RESPECT OF ITS PROPERTY OR ASSETS; PROVIDED,
HOWEVER, THAT SUCH PAYMENT AND DISCHARGE SHALL NOT BE REQUIRED WITH RESPECT TO
ANY SUCH TAX, ASSESSMENT, CHARGE OR LEVY SO LONG AS THE VALIDITY OR AMOUNT
THEREOF SHALL BE CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS AND IT SHALL
HAVE SET ASIDE ON ITS BOOKS, IN ACCORDANCE WITH U.S. GAAP, ADEQUATE RESERVES
WITH RESPECT THERETO AND SUCH CONTEST OPERATES TO SUSPEND ENFORCEMENT OF A LIEN
AND, IN THE CASE OF A MORTGAGED PROPERTY OR OTHER MATERIAL PROPERTY OR ASSET,
THERE IS NO MATERIAL RISK OF FORFEITURE OF SUCH PROPERTY.
SECTION 6.04.
FINANCIAL STATEMENTS, REPORTS, ETC.
FURNISH TO THE
ADMINISTRATIVE AGENT, EACH SENIOR AGENT AND EACH LENDER:
(A)
IN THE CASE OF SSCC, WITHIN 90 DAYS AFTER THE END OF EACH FISCAL YEAR, ITS
CONSOLIDATED BALANCE SHEET AND RELATED STATEMENTS OF OPERATIONS, STOCKHOLDERS'
EQUITY AND CASH FLOWS, SHOWING THE FINANCIAL CONDITION OF SSCC AND ITS
CONSOLIDATED SUBSIDIARIES AS OF THE CLOSE OF SUCH FISCAL YEAR AND THE RESULTS OF
ITS OPERATIONS AND THE OPERATIONS OF SUCH SUBSIDIARIES DURING SUCH FISCAL YEAR,
ALL AUDITED BY ERNST & YOUNG LLP OR OTHER INDEPENDENT AUDITORS OF RECOGNIZED
NATIONAL STANDING AND ACCOMPANIED BY AN OPINION OF SUCH ACCOUNTANTS (WHICH
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SHALL NOT BE QUALIFIED IN ANY MATERIAL RESPECT) TO THE EFFECT THAT SUCH
CONSOLIDATED FINANCIAL STATEMENTS FAIRLY PRESENT IN ALL MATERIAL RESPECTS THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF SSCC AND THE SUBSIDIARIES ON A
CONSOLIDATED BASIS IN ACCORDANCE WITH U.S. GAAP;
(B)
IN THE CASE OF SSCC, WITHIN 45 DAYS AFTER THE END OF EACH OF THE FIRST
THREE FISCAL QUARTERS OF EACH FISCAL YEAR, ITS UNAUDITED CONSOLIDATED BALANCE
SHEET AND RELATED STATEMENTS OF OPERATIONS, STOCKHOLDERS' EQUITY AND CASH FLOWS,
SHOWING