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on Exhibit E), or result in the creation or imposition of any <br />lien, charge or encumbrance upon any of the property of any of <br />Guarantors (except as contemplated hereunder or under the other <br />Financing Agreements) or violate any provision of any o:E <br />Guarantor's Certificates of Incorporation or By-Laws. <br />(n) Guarantors are in compliance in all resp~acts with <br />the requirements of all applicable laws, rules, regulations and <br />orders of any governmental authority relating to their :respective <br />businesses (including, without limitation, those set forth in or <br />promulgated pursuant to the Employee Retirement Income ;Security <br />Act of 1974, the Internal Revenue Code of 1986, the Securities <br />Act of 1933, the Securities Exchange Act of 1934, as each of the <br />same has heretofore or may hereafter be amended, recodified, <br />modified or supplemented), except as set forth in Exhibit E, the <br />failure to comply with which could have a material adverse affect <br />on any of their respective businesses. <br />(o) Guarantors will permit representatives of Lender at <br />any time to inspect their inventory and other tangible Collateral <br />and to have free access to and right of inspection of any papers, <br />instruments and records pertaining to any of the Collateral and <br />make abstracts or photocopies from Guarantors' books and records, <br />at the expense of Guarantors, pertaining to inventory, accounts, <br />contract rights, chattel paper, instruments, documents and other <br />Collateral. The foregoing rights shall be in addition to and shall <br />not limit Lender's rights and remedies with respect to the <br />Collateral upon or at any time after the occurrence of an Event of <br />Default (as provided hereunder). <br />(p) Guarantors will at all times maintain, with <br />financially sound and reputable insurers, casualty and hazard <br />insurance with respect to the Collateral for not less than its full <br />market value and against all risks to which it may be exposed. All <br />such insurance policies shall be in such form, substance, amounts <br />and coverage as may be satisfactory to Lender and shall provide for <br />thirty (30) days' minimum prior cancellation notice in writing to <br />Lender. Lender may aet as attorney for Guarantors in obtaining, <br />adjusting, settling, amending and cancelling such insurance. <br />Guarantors will promptly (i) obtain endorsements to all existing <br />and future insurance policies with respect to the Collateral <br />specifying that the proceeds of such insurance shall be: payable to <br />Lender and Guarantors as their interests may appear and further <br />specifying that Lender shall be paid regardless of any act, <br />omission or breach of warranty by Guarantors, (ii) deliver to <br />Lender an original executed copy of, or executed certificate of the <br />insurance carrier with respect to, such endorsement and, at the <br />Lender's request, the original or a certified duplicate: copy of the <br />underlying insurance policy, and (iii) deliver to Lender such other <br />evidence which is satisfactory to Lender of compliance with the <br />provisions hereof. Guarantors will promptly notify Leader in <br />writing of the details of any material loss, damage, irrvestigation, <br />action, suit, proceeding or claim rela~~inq to the Collateral or <br />- 12 - <br />