AN ELECTRONIC NOTIFICATION THEREOF TO THE ADMINISTRATIVE AGENT;
(IV)
PROMPTLY AFTER EITHER OF MOODY'S OR S&P HAS RAISED OR LOWERED THE
CREDIT RATING OF THE CREDIT FACILITY EVIDENCED BY THIS AGREEMENT, A NOTICE AS TO
SUCH EFFECT;
(V)
PROMPTLY SUCH OTHER INFORMATION THE ADMINISTRATIVE AGENT OR ANY
LENDER MAY FROM TIME TO TIME REASONABLY REQUEST CONCERNING DATA, DOCUMENTATION
AND OTHER INFORMATION REQUIRED BY BANK REGULATORY AUTHORITIES UNDER APPLICABLE
"KNOW YOUR CUSTOMER" AND ANTI-MONEY LAUNDERING RULES AND REGULATIONS (INCLUDING
THE PATRIOT ACT), INCLUDING EVIDENCE SATISFACTORY TO THE ADMINISTRATIVE AGENT OF
THE LISTING OF CAPITAL STOCK OF THE BORROWER ON THE NEW YORK STOCK EXCHANGE; AND
(VI)
PROMPTLY, SUCH ADDITIONAL FINANCIAL AND OTHER INFORMATION AS THE
ADMINISTRATIVE AGENT OR ANY LENDER MAY FROM TIME TO TIME REASONABLY REQUEST.
(C)
PAYMENT AND PERFORMANCE OF OBLIGATIONS.
PERFORM IN ALL RESPECTS
ALL OF ITS OBLIGATIONS UNDER THE TERMS OF INDENTURES, MORTGAGES, SECURITY
AGREEMENTS AND OTHER AGREEMENTS
36
EVIDENCING INDEBTEDNESS FOR MONIES BORROWED TO WHICH IT IS PARTY OR BOUND,
INCLUDING PAY, DISCHARGE OR OTHERWISE SATISFY AT OR BEFORE MATURITY OR BEFORE
THEY BECOME DELINQUENT, AS THE CASE MAY BE, ALL TAXES, FEES OR OTHER CHARGES
IMPOSED ON IT OR ON ANY OF ITS PROPERTIES BY ANY GOVERNMENTAL AUTHORITY AND ALL
ITS OTHER OBLIGATIONS OF WHATEVER NATURE EXCEPT, IN EACH CASE, WHERE THE AMOUNT
OR VALIDITY THEREOF IS CURRENTLY BEING DILIGENTLY CONTESTED IN GOOD FAITH AND
RESERVES IN CONFORMITY WITH GAAP WITH RESPECT THERETO HAVE BEEN PROVIDED ON THE
BOOKS OF THE BORROWER OR ANY OF ITS SUBSIDIARIES, AS THE CASE MAY BE, OR WHERE
THE FAILURE TO PERFORM SUCH OBLIGATIONS COULD NOT REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT.
(D)
MAINTENANCE OF EXISTENCE.
RENEW AND KEEP IN FULL FORCE AND EFFECT
ITS CORPORATE EXISTENCE, TAKE ALL REASONABLE ACTION TO MAINTAIN ALL RIGHTS,
PRIVILEGES AND FRANCHISES NECESSARY OR DESIRABLE IN THE NORMAL CONDUCT OF ITS
BUSINESS EXCEPT TO THE EXTENT SUCH FAILURE TO MAINTAIN COULD NOT, IN THE
AGGREGATE, REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT AND COMPLY
WITH ALL CONTRACTUAL OBLIGATIONS EXCEPT TO THE EXTENT THAT FAILURE TO COMPLY
THEREWITH COULD NOT, INDIVIDUALLY OR IN THE AGGREGATE, REASONABLY BE EXPECTED TO
HAVE A MATERIAL ADVERSE EFFECT; PROVIDED, HOWEVER, THAT ANY SUBSIDIARY MAY
MERGE, CONSOLIDATE OR AMALGAMATE IN ACCORDANCE WITH SECTION 5.02(B)
(AND SUCH
TRANSACTION SHALL NOT CONSTITUTE A BREACH OF THIS SECTION 5.01(D)).
(E)
MAINTENANCE OF PROPERTY; INSURANCE.
KEEP ALL PROPERTY USEFUL AND
NECESSARY IN ITS BUSINESS IN GOOD WORKING ORDER AND CONDITION (ORDINARY WEAR AND
TEAR, AND CASUALTIES, EXCEPTED), MAINTAIN WITH FINANCIALLY SOUND AND REPUTABLE
INSURANCE COMPANIES INSURANCE ON ALL ITS PROPERTY IN AT LEAST SUCH AMOUNTS AND
AGAINST AT LEAST SUCH RISKS AS ARE USUALLY INSURED AGAINST IN THE SAME GENERAL
AREA BY COMPANIES ENGAGED IN THE SAME OR A SIMILAR BUSINESS, AND FURNISH TO THE
ADMINISTRATIVE AGENT, UPON REQUEST, FULL INFORMATION AS TO THE INSURANCE CARRIED
INCLUDING CERTIFIED COPIES OF POLICIES AND CERTIFICATES OF INSURANCE FROM A
NATIONALLY RECOGNIZED INSURANCE BROKER.
(F)
INSPECTION OF PROPERTY; BOOKS