OR VALUATION WITH RESPECT TO EACH REGISTERED
PENSION PLAN AS FILED WITH ANY APPLICABLE GOVERNMENTAL AUTHORITY, (B) COPIES OF
ANY DIRECTION, ORDER, NOTICE, RULING OR OPINION RECEIVED FROM ANY APPLICABLE
GOVERNMENTAL AUTHORITY WITH RESPECT TO ANY REGISTERED PENSION PLAN, AND
(C) NOTICE OF ANY INCREASES HAVING A COST TO ONE OR MORE OF THE CANADIAN LOAN
PARTIES IN EXCESS OF US$5,000,000 PER ANNUM IN THE AGGREGATE, IN THE BENEFITS OF
ANY EXISTING PENSION PLAN OR EMPLOYEE BENEFIT PLAN OR THE ESTABLISHMENT OF ANY
NEW PENSION PLAN OR EMPLOYEE BENEFIT PLAN OR THE COMMENCEMENT OF CONTRIBUTIONS
TO ANY SUCH PLAN TO WHICH ANY CANADIAN LOAN PARTY WAS NOT PREVIOUSLY
CONTRIBUTING;
(N)
WITHIN TWENTY-FIVE (25) DAYS AFTER THE END
OF EACH FISCAL MONTH, A SCHEDULE DETAILING THE BALANCE OF ALL ACCRUED BUT UNPAID
PRIORITY PAYABLES;
(O)
PROMPTLY, FROM TIME TO TIME, SUCH OTHER
INFORMATION (INCLUDING, WITHOUT LIMITATION, PROJECTIONS) REGARDING THE
OPERATIONS, BUSINESS AFFAIRS AND FINANCIAL CONDITION OF ANY LOAN PARTY OR ANY OF
ITS SUBSIDIARIES, OR COMPLIANCE WITH THE TERMS OF ANY MATERIAL LOAN OR FINANCING
AGREEMENT, AS THE ADMINISTRATIVE AGENT, AT THE REQUEST OF ANY LENDER, MAY
REASONABLY REQUEST;
(P)
PROMPTLY AFTER THE SAME IS AVAILABLE, COPIES
OF ALL PLEADINGS, MOTIONS, APPLICATIONS, JUDICIAL INFORMATION, FINANCIAL
INFORMATION AND OTHER DOCUMENTS FILED IN THE CASES BY OR ON BEHALF OF ANY OF THE
LOAN PARTIES WITH THE BANKRUPTCY COURT OR THE CANADIAN COURT, OR DISTRIBUTED BY
OR ON BEHALF OF ANY OF THE LOAN PARTIES TO ANY MONITOR OR OFFICIAL COMMITTEE
APPOINTED IN ANY OF THE CASES, PROVIDING COPIES OF SAME TO COUNSEL FOR THE
ADMINISTRATIVE AGENT;
(Q)
PROMPTLY AND IN ANY EVENT WITHIN THIRTY (30)
DAYS AFTER ANY CANADIAN LOAN PARTY BECOMES AWARE OR HAS REASON TO BECOME AWARE
OF ANY EVENT WHICH MAY GIVE RISE TO THE FULL TERMINATION OF ANY CANADIAN PENSION
PLAN OR PARTIAL TERMINATION OF ANY CANADIAN PENSION PLAN WHICH COULD REASONABLY
BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT, A STATEMENT OF A FINANCIAL
OFFICER OF SUCH LOAN PARTY DESCRIBING SUCH EVENT AND THE ACTION, IF ANY, WHICH
SUCH LOAN PARTY PROPOSES TO TAKE WITH RESPECT THERETO; AND
(R)
WITHIN TEN (10) DAYS AFTER THE FAILURE OF
ANY OF THE CANADIAN LOAN PARTIES TO MAKE CURRENT SERVICE CONTRIBUTIONS TO ANY
CANADIAN PENSION PLAN, A COPY OF ANY SUCH NOTICE FILED AND A STATEMENT OF A
FINANCIAL OFFICER OF SUCH LOAN PARTY SETTING FORTH (A) SUFFICIENT INFORMATION
NECESSARY TO DETERMINE THE AMOUNT OF ANY CORRESPONDING LIEN, (B) THE REASON FOR
THE
105
FAILURE TO MAKE THE REQUIRED PAYMENTS AND (C) THE ACTION, IF ANY, WHICH THE LOAN
PARTIES PROPOSE TO TAKE WITH RESPECT THERETO.
Section 5.2
Existence.
The Loan Parties
will, and will cause their Subsidiaries to,
preserve and maintain in full force
and effect all governmental rights, privileges, qualifications, permits,
licenses and franchises necessary or desirable in the normal conduct of their
businesses except (i) (A) if in the reasonable business judgment of such Loan
Party it is in its best economic interest not to preserve