SHALL ACCURATELY SET FORTH
THE NEW NAME; AND (II) AGENT SHALL HAVE RECEIVED A COPY OF THE AMENDMENT TO THE
CERTIFICATE OF INCORPORATION OF SUCH BORROWER OR GUARANTOR PROVIDING FOR THE
NAME CHANGE CERTIFIED BY THE SECRETARY OF STATE OF THE JURISDICTION OF
INCORPORATION OR ORGANIZATION OF SUCH BORROWER OR GUARANTOR AS SOON AS IT IS
AVAILABLE.
(C)
NO BORROWER OR GUARANTOR SHALL CHANGE ITS CHIEF EXECUTIVE
OFFICE OR ITS MAILING ADDRESS OR ORGANIZATIONAL IDENTIFICATION NUMBER (OR IF IT
DOES NOT HAVE ONE, SHALL NOT ACQUIRE ONE) UNLESS AGENT SHALL HAVE RECEIVED NOT
LESS THAN THIRTY (30) DAYS' PRIOR WRITTEN NOTICE FROM ADMINISTRATIVE BORROWER OF
SUCH PROPOSED CHANGE, WHICH NOTICE SHALL SET FORTH SUCH INFORMATION WITH RESPECT
THERETO AS AGENT MAY REQUIRE AND AGENT SHALL HAVE RECEIVED SUCH AGREEMENTS AS
AGENT MAY REASONABLY REQUIRE IN CONNECTION THEREWITH.
NO BORROWER OR GUARANTOR
SHALL CHANGE ITS TYPE OF ORGANIZATION, JURISDICTION OF ORGANIZATION OR OTHER
LEGAL STRUCTURE.
9.2
NEW COLLATERAL LOCATIONS.
EACH BORROWER AND GUARANTOR MAY ONLY OPEN ANY
NEW LOCATION SO LONG AS (A) SUCH LOCATIONS ARE WITHIN THE CONTINENTAL UNITED
STATES, (B) IF IT IS A RETAIL STORE, WAREHOUSE OR DISTRIBUTION CENTER SUCH
LOCATION IS SET FORTH IN THE APPLICABLE REPORT PROVIDED FOR IN SECTION 7.1(A) TO
THE EXTENT REQUIRED UNDER SUCH SECTION OR FOR ANY OTHER LOCATION, AGENT HAS
RECEIVED TEN (10) BUSINESS DAYS' PRIOR WRITTEN NOTICE OF THE INTENDED OPENING OF
ANY SUCH NEW LOCATION AND (C) UPON AGENT'S REQUEST, SUCH BORROWER OR GUARANTOR
EXECUTES AND DELIVERS, OR CAUSES TO BE EXECUTED AND DELIVERED, TO AGENT SUCH
AGREEMENTS, DOCUMENTS, AND INSTRUMENTS AS AGENT MAY DEEM REASONABLY NECESSARY OR
DESIRABLE TO PROTECT ITS INTERESTS IN THE COLLATERAL AT SUCH LOCATION.
9.3
COMPLIANCE WITH LAWS, REGULATIONS, ETC.
(A)
EACH BORROWER AND GUARANTOR SHALL, AND SHALL CAUSE ANY
RESTRICTED SUBSIDIARY TO, AT ALL TIMES, COMPLY IN ALL MATERIAL RESPECTS WITH ALL
LAWS, RULES, REGULATIONS, LICENSES, APPROVALS, ORDERS AND OTHER PERMITS
APPLICABLE TO IT AND DULY OBSERVE ALL REQUIREMENTS OF ANY FOREIGN, FEDERAL,
STATE OR LOCAL GOVERNMENTAL AUTHORITY.
(B)
BORROWERS AND GUARANTORS SHALL GIVE WRITTEN NOTICE TO
AGENT IMMEDIATELY UPON ANY BORROWER'S OR GUARANTOR'S RECEIPT OF ANY NOTICE OF,
OR ANY BORROWER'S OR GUARANTOR'S OTHERWISE OBTAINING KNOWLEDGE OF, (I) THE
OCCURRENCE OF ANY EVENT INVOLVING THE RELEASE, SPILL OR DISCHARGE, THREATENED OR
ACTUAL, OF ANY HAZARDOUS MATERIAL OR (II) ANY INVESTIGATION, PROCEEDING,
COMPLAINT, ORDER, DIRECTIVE, CLAIMS, CITATION OR NOTICE WITH RESPECT TO: (A) ANY
NON-COMPLIANCE WITH OR VIOLATION OF ANY ENVIRONMENTAL LAW BY ANY BORROWER OR
GUARANTOR OR (B) THE RELEASE, SPILL OR DISCHARGE, THREATENED OR ACTUAL, OF ANY
HAZARDOUS MATERIAL OTHER THAN IN THE ORDINARY COURSE OF BUSINESS AND OTHER THAN
AS PERMITTED UNDER ANY APPLICABLE ENVIRONMENTAL LAW. COPIES
78
OF ALL ENVIRONMENTAL SURVEYS, AUDITS, ASSESSMENTS, FEASIBILITY STUDIES AND
RESULTS OF REMEDIAL INVESTIGATIONS SHALL BE PROMPTLY FURNISHED, OR CAUSED TO BE
FURNISHED, BY SUCH BORROWER OR GUARANTOR TO AGENT.
EACH BORROWER AND GUARANTOR
SHALL TAKE PROMPT ACTION TO RESPOND TO ANY MATERIAL NON-COMPLIANCE WITH ANY OF
THE ENVIRONMENTAL LAWS AND SHALL