WIRE TRANSFER TO APPROPRIATE ACCOUNT(S) OF AGENT.
ALL FUNDS
DEPOSITED IN SUCH BLOCKED ACCOUNTS SHALL IMMEDIATELY BECOME THE PROPERTY OF
AGENT AND BORROWING AGENT SHALL OBTAIN THE AGREEMENT BY SUCH BLOCKED ACCOUNT
BANK TO WAIVE ANY OFFSET RIGHTS AGAINST THE FUNDS SO DEPOSITED.
NEITHER AGENT
NOR ANY LENDER ASSUMES ANY RESPONSIBILITY FOR SUCH BLOCKED ACCOUNT ARRANGEMENT,
INCLUDING ANY CLAIM OF ACCORD AND SATISFACTION OR RELEASE WITH RESPECT TO
DEPOSITS ACCEPTED BY ANY BLOCKED ACCOUNT BANK THEREUNDER.
ALL DEPOSIT ACCOUNTS
AND INVESTMENT ACCOUNTS OF EACH BORROWER AND ITS SUBSIDIARIES ARE SET FORTH ON
SCHEDULE 4.15(H).
(I)
ADJUSTMENTS.
NO BORROWER WILL, WITHOUT AGENT'S CONSENT,
COMPROMISE OR ADJUST ANY MATERIAL AMOUNT OF THE RECEIVABLES (OR EXTEND THE TIME
FOR PAYMENT THEREOF) OR ACCEPT ANY MATERIAL RETURNS OF MERCHANDISE OR GRANT ANY
ADDITIONAL DISCOUNTS, ALLOWANCES OR CREDITS THEREON EXCEPT FOR THOSE
COMPROMISES, ADJUSTMENTS, RETURNS, DISCOUNTS, CREDITS AND ALLOWANCES AS HAVE
BEEN HERETOFORE CUSTOMARY IN THE BUSINESS OF SUCH BORROWER.
51
4.16.
INVENTORY.
TO THE EXTENT INVENTORY HELD FOR SALE OR LEASE HAS BEEN
PRODUCED BY ANY BORROWER, IT HAS BEEN AND WILL BE PRODUCED BY SUCH BORROWER IN
ACCORDANCE WITH THE FEDERAL FAIR LABOR STANDARDS ACT OF 1938, AS AMENDED, AND
ALL RULES, REGULATIONS AND ORDERS THEREUNDER.
4.17.
MAINTENANCE OF EQUIPMENT.
THE EQUIPMENT SHALL BE MAINTAINED IN
GOOD OPERATING CONDITION AND REPAIR (REASONABLE WEAR AND TEAR EXCEPTED) AND ALL
NECESSARY REPLACEMENTS OF AND REPAIRS THERETO SHALL BE MADE SO THAT THE VALUE
AND OPERATING EFFICIENCY OF THE EQUIPMENT SHALL BE MAINTAINED AND PRESERVED.
NO
BORROWER SHALL USE OR OPERATE THE EQUIPMENT IN VIOLATION OF ANY LAW, STATUTE,
ORDINANCE, CODE, RULE OR REGULATION IN ANY MATERIAL RESPECT.
4.18.
EXCULPATION OF LIABILITY.
NOTHING HEREIN CONTAINED SHALL BE
CONSTRUED TO CONSTITUTE AGENT OR ANY LENDER AS ANY BORROWER'S AGENT FOR ANY
PURPOSE WHATSOEVER, NOR SHALL AGENT OR ANY LENDER BE RESPONSIBLE OR LIABLE
ABSENT AGENT'S OR SUCH LENDER'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, FOR ANY
SHORTAGE, DISCREPANCY, DAMAGE, LOSS OR DESTRUCTION OF ANY PART OF THE COLLATERAL
WHEREVER THE SAME MAY BE LOCATED AND REGARDLESS OF THE CAUSE THEREOF.
NEITHER
AGENT NOR ANY LENDER, WHETHER BY ANYTHING HEREIN OR IN ANY ASSIGNMENT OR
OTHERWISE, ASSUME ANY OF ANY BORROWER'S OBLIGATIONS UNDER ANY CONTRACT OR
AGREEMENT ASSIGNED TO AGENT OR SUCH LENDER, AND NEITHER AGENT NOR ANY LENDER
SHALL BE RESPONSIBLE IN ANY WAY FOR THE PERFORMANCE BY ANY BORROWER OF ANY OF
THE TERMS AND CONDITIONS THEREOF.
4.19.
ENVIRONMENTAL MATTERS.
(A)
BORROWERS SHALL ENSURE THAT THE REAL PROPERTY AND ALL OPERATIONS
AND BUSINESSES CONDUCTED THEREON REMAINS IN COMPLIANCE WITH ALL ENVIRONMENTAL
LAWS IN ALL MATERIAL RESPECTS AND THEY SHALL NOT PLACE OR PERMIT TO BE PLACED
ANY HAZARDOUS SUBSTANCES ON ANY REAL PROPERTY EXCEPT AS PERMITTED BY APPLICABLE
LAW OR APPROPRIATE GOVERNMENTAL AUTHORITIES.
(B)
BORROWERS SHALL ESTABLISH AND MAINTAIN A SYSTEM TO ASSURE AND
MONITOR CONTINUED COMPLIANCE WITH ALL APPLICABLE ENVIRONMENTAL LAWS WHICH SYSTEM
SHALL INCLUDE PERIODIC REVIEWS OF SUCH COMPLIANCE.
(C)
BORROWERS SHALL (I) EMPLOY IN CONNECTION WITH THE USE OF THE REAL
PROPERTY APPROPRIATE