Nautilus 2005 Annual Report Download - page 121

Section 5.16. Environmental Compliance . Each Company shall comply in all material respects with any and all Environmental Laws
including, without limitation, all Environmental Laws in jurisdictions in which such Company owns or operates a facility or site, arranges for
disposal or treatment of hazardous substances, solid waste or other wastes, accepts for transport any hazardous substances, solid waste or other
wastes or holds any interest in real property or otherwise. Borrower shall furnish to the Lenders, promptly after receipt thereof, a copy of any
notice such Company may receive from any Governmental Authority or private Person, or otherwise, that any material litigation or proceeding
pertaining to any environmental, health or safety matter has been filed or is threatened against such Company, any real property in which such
Company holds any interest or any past or present operation of such Company. No Company shall allow any material release or disposal of
hazardous waste, solid waste or other wastes on, under or to any real property in which any Company holds any ownership interest or performs
any of its operations, in violation of any Environmental Law. As used in this Section 5.16, “litigation or proceeding”
means any demand, claim,
notice, suit, suit in equity action, administrative action, investigation or inquiry whether brought by any Governmental Authority, private
Person or otherwise. Borrower shall defend, indemnify and hold Agent and the Lenders harmless against all costs, expenses, claims, damages,
penalties and liabilities of every kind or nature whatsoever (including attorneys’
fees) arising out of or resulting from the noncompliance of any
Company with any Environmental Law. Such indemnification shall survive any termination of this Agreement.
Section 5.17. Affiliate Transactions . No Company shall, directly or indirectly, enter into or permit to exist any transaction (including,
without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any Affiliate (other than a
Company that is a Credit Party or a Foreign Subsidiary) on terms that shall be less favorable to such Company than those that might be
obtained at the time in a transaction with a non-
Affiliate; provided, however, that the foregoing shall not prohibit the payment of customary and
reasonable compensation to directors who are not employees of a Company or an Affiliate.
Section 5.18. Use of Proceeds . Borrower’s use of the proceeds of the Loans shall be solely for working capital and other general
corporate purposes (including Acquisitions) of the Companies.
Section 5.19. Corporate Names . No Company shall change its corporate name or its state, province or other jurisdiction of organization,
unless, in each case, Borrower shall have provided Agent and the Lenders with at least thirty (30) days prior written notice thereof.
Section 5.20. Subsidiary Guaranties, Springing Security Documents and Pledge of Stock or Other Ownership Interest .
(a) Guaranties and Springing Security Documents . Each Domestic Subsidiary (that is not Dashamerica, Inc. or a Dormant Subsidiary)
created, acquired or held subsequent to the Closing Date, shall, within thirty (30) days after the date such Domestic Subsidiary is created or
acquired, or within thirty (30) days after the end of the fiscal quarter in which a Dormant Subsidiary becomes a non-Dormant Subsidiary,
execute and deliver to Agent, for the benefit of the Lenders, a Guaranty of Payment of all of the Obligations and Springing Security Documents
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