ANY REQUEST FOR INFORMATION FROM
A GOVERNMENTAL AUTHORITY THAT SUGGESTS SUCH GOVERNMENTAL AUTHORITY IS
INVESTIGATING THE POTENTIAL RESPONSIBILITY OF THE BORROWER OR ANY OF ITS
SUBSIDIARIES AS A POTENTIALLY RESPONSIBLE PARTY, IN EACH CASE WHERE SUCH EVENT
OR OCCURRENCE WOULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT;
(IV)
(1) ANY PERMITTED ACQUISITION THAT COULD
REASONABLY BE EXPECTED TO (A) EXPOSE THE BORROWER OR ANY OF ITS SUBSIDIARIES TO,
OR RESULT IN, MATERIAL ENVIRONMENTAL ACTIONS OR (B) AFFECT THE ABILITY OF THE
BORROWER AND ITS SUBSIDIARIES TO MAINTAIN IN FULL FORCE AND EFFECT ALL
GOVERNMENTAL AUTHORIZATIONS AND ENVIRONMENTAL PERMITS REQUIRED FOR THE CONTINUED
OPERATIONS OF THEIR RESPECTIVE BUSINESSES AND (2) ANY ACTION PROPOSED TO BE
TAKEN BY THE BORROWER OR ANY OF ITS SUBSIDIARIES TO MODIFY CURRENT OPERATIONS IN
A MANNER THAT WOULD REASONABLY BE EXPECTED TO SUBJECT THE BORROWER AND ITS
SUBSIDIARIES TO ANY MATERIAL ADDITIONAL OBLIGATIONS OR REQUIREMENTS UNDER
ENVIRONMENTAL LAWS;
(V)
COPIES OF ALL ENVIRONMENTAL REPORTS, AUDITS
OR ANALYSES (WHETHER PRODUCED BY THE BORROWER OR ITS SUBSIDIARIES OR ANY THIRD
PARTY OR GOVERNMENTAL AUTHORITY) IN RESPECT OF ANY SITES OWNED, LEASED OR
OPERATED BY THE BORROWER AND ITS SUBSIDIARIES TO THE EXTENT REQUESTED BY THE
ADMINISTRATIVE AGENT OR ANY LENDER UPON A REQUEST TO THE ADMINISTRATIVE AGENT;
(VI)
UPON A GOOD FAITH BELIEF THAT A RELEASE OF
HAZARDOUS MATERIALS OR A VIOLATION OF ENVIRONMENTAL LAW REASONABLY LIKELY TO
RESULT IN A FINE OR PENALTY IN EXCESS OF THE THRESHOLD AMOUNT HAS OCCURRED AND
WITHIN 60 DAYS AFTER SUCH REQUEST AND AT THE EXPENSE OF THE BORROWER, ANY
ADDITIONAL ENVIRONMENTAL SITE ASSESSMENT REPORTS FOR ANY OF ITS OR ITS
SUBSIDIARIES' PROPERTIES DESCRIBED IN SUCH REQUEST PREPARED BY AN ENVIRONMENTAL
CONSULTING FIRM ACCEPTABLE TO THE ADMINISTRATIVE AGENT, INDICATING THE PRESENCE
OR
72
ABSENCE OF SUCH HAZARDOUS MATERIALS AND THE ESTIMATED COST OF ANY COMPLIANCE,
REMOVAL OR REMEDIAL ACTION IN CONNECTION WITH ANY SUCH HAZARDOUS MATERIALS ON
SUCH PROPERTIES; WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IF THE
ADMINISTRATIVE AGENT REASONABLY DETERMINES AT ANY TIME THAT A MATERIAL RISK
EXISTS THAT ANY SUCH REPORT WILL NOT BE PROVIDED WITHIN THE TIME REFERRED TO
ABOVE, THE ADMINISTRATIVE AGENT MAY RETAIN AN ENVIRONMENTAL CONSULTING FIRM TO
PREPARE SUCH REPORT AT THE EXPENSE OF THE BORROWER, AND THE BORROWER HEREBY
GRANTS AND AGREES TO CAUSE ANY SUBSIDIARY THAT OWNS ANY PROPERTY DESCRIBED IN
SUCH REQUEST TO GRANT AT THE TIME OF SUCH REQUEST TO THE ADMINISTRATIVE AGENT,
THE LENDERS, SUCH FIRM AND ANY AGENTS OR REPRESENTATIVES THEREOF AN IRREVOCABLE
NON-EXCLUSIVE LICENSE, SUBJECT TO THE RIGHTS OF TENANTS, TO ENTER ONTO THEIR
RESPECTIVE PROPERTIES TO UNDERTAKE SUCH AN ASSESSMENT; AND
(VII)
ANY SUCH OTHER DOCUMENTS AND INFORMATION AS THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUEST FROM TIME TO TIME.
Section 6.05
Maintenance of Existence.
(a)
Preserve, renew and maintain in full force and effect its legal existence,
structure and name under the Laws of the jurisdiction of its organization and
(b) take all commercially reasonable action to maintain all rights, privileges
(including its