OR ANY
LIABILITY IN RESPECT OF ANY CANADIAN PLAN (INCLUDING TO THE FSCO) OTHER THAN FOR
REQUIRED INSURANCE PREMIUMS OR CONTRIBUTIONS OR REMITTANCES WHICH HAVE BEEN
PAID, CONTRIBUTED AND REMITTED WHEN DUE.
(V)
THE CANADIAN SUBSIDIARIES HAVE MADE ALL CONTRIBUTIONS TO THEIR
CANADIAN PLANS REQUIRED BY LAW OR THE TERMS THEREOF TO BE MADE BY THEM WHEN DUE,
AND THEY ARE NOT IN ARREARS IN THE PAYMENT OF ANY CONTRIBUTION, PAYMENT,
REMITTANCE OR ASSESSMENT OR IN DEFAULT IN FILING ANY REPORTS, RETURNS,
STATEMENTS, AND SIMILAR DOCUMENTS IN RESPECT OF THE CANADIAN PLANS REQUIRED TO
BE MADE OR PAID BY THEM PURSUANT TO ANY CANADIAN PLAN, ANY LAW, ACT, REGULATION,
DIRECTIVE OR ORDER OR ANY EMPLOYMENT, UNION, PENSION, DEFERRED PROFIT SHARING,
BENEFIT, BONUS OR OTHER SIMILAR AGREEMENT OR ARRANGEMENT.
(VI)
NO CANADIAN SUBSIDIARY IS LIABLE OR, TO THE BEST OF THE BORROWERS'
KNOWLEDGE, ALLEGED TO BE LIABLE, TO ANY EMPLOYEE OR FORMER EMPLOYEE, DIRECTOR OR
FORMER DIRECTOR, OFFICER OR FORMER OFFICER OR OTHER PERSON RESULTING FROM ANY
VIOLATION OR ALLEGED VIOLATION OF ANY CANADIAN PLAN, ANY FIDUCIARY DUTY, ANY LAW
OR AGREEMENT IN RELATION TO ANY CANADIAN PLAN OR HAS ANY UNFUNDED PENSION OR
LIKE OBLIGATIONS OR SOLVENCY DEFICIENCY (INCLUDING ANY PAST SERVICE OR
EXPERIENCE DEFICIENCY FUNDING LIABILITIES), OTHER THAN ACCRUED OBLIGATIONS NOT
YET DUE, FOR WHICH IT HAS MADE FULL PROVISION IN ITS BOOKS AND RECORDS.
(VII)
ALL VACATION PAY, BONUSES, SALARIES AND WAGES, TO THE EXTENT
ACCRUING DUE, ARE PROPERLY REFLECTED IN THE CANADIAN SUBSIDIARIES' BOOKS AND
RECORDS.
(VIII)
WITHOUT LIMITING THE FOREGOING, ALL OF THE CANADIAN SUBSIDIARIES'
CANADIAN PLANS ARE DULY REGISTERED WHERE REQUIRED BY, AND ARE IN COMPLIANCE AND
GOOD STANDING IN ALL MATERIAL RESPECTS UNDER, ALL APPLICABLE LAWS, ACTS,
STATUTES, REGULATIONS, ORDERS, DIRECTIVES AND AGREEMENTS, INCLUDING, WITHOUT
LIMITATION, THE INCOME TAX ACT (CANADA), THE SUPPLEMENTAL PENSION PLANS ACT
(QUÉBEC) AND THE PENSION BENEFITS ACT (ONTARIO), ANY SUCCESSOR LEGISLATION
THERETO, AND OTHER APPLICABLE LAWS OF ANY JURISDICTION.
(IX)
NO CANADIAN SUBSIDIARY HAS MADE ANY APPLICATION FOR A FUNDING
WAIVER OR EXTENSION OF ANY AMORTIZATION PERIOD IN RESPECT OF ANY CANADIAN PLAN.
(X)
THERE HAS BEEN NO PROHIBITED TRANSACTION OR VIOLATION OF ANY
FIDUCIARY RESPONSIBILITIES WITH RESPECT TO ANY CANADIAN PLAN.
(XI)
THERE ARE NO OUTSTANDING OR PENDING OR THREATENED (IN WRITING)
INVESTIGATIONS, CLAIMS, SUITS OR PROCEEDINGS IN RESPECT OF ANY CANADIAN PLANS
(INCLUDING TO ASSERT RIGHTS OR CLAIMS TO BENEFITS) THAT COULD GIVE RISE TO A
MATERIAL ADVERSE EFFECT.
9.1.19
TRADE RELATIONS.
THERE EXISTS NO ACTUAL OR THREATENED (IN WRITING)
TERMINATION, LIMITATION OR MODIFICATION OF ANY BUSINESS RELATIONSHIP BETWEEN ANY
BORROWER OR SUBSIDIARY AND ANY CUSTOMER OR SUPPLIER, OR ANY GROUP OF CUSTOMERS
OR SUPPLIERS, WHO INDIVIDUALLY OR IN THE AGGREGATE ARE MATERIAL TO THE BUSINESS
OF SUCH BORROWER OR SUBSIDIARY.
THERE EXISTS NO CONDITION OR CIRCUMSTANCE THAT
COULD REASONABLY BE EXPECTED TO IMPAIR THE ABILITY OF ANY BORROWER OR SUBSIDIARY
TO CONDUCT ITS BUSINESS AT ANY TIME HEREAFTER IN SUBSTANTIALLY THE SAME MANNER
AS CONDUCTED ON THE CLOSING DATE.
73
9.1.20
LABOR RELATIONS.
EXCEPT AS