OR REGULATION FOR THE
OPERATION OF ITS BUSINESS IN EACH JURISDICTION WHEREIN IT IS NOW CONDUCTING OR
PROPOSES TO CONDUCT BUSINESS AND WHERE THE FAILURE TO PROCURE SUCH LICENSES OR
PERMITS COULD HAVE A MATERIAL ADVERSE EFFECT.
5.11.
DEFAULT OF INDEBTEDNESS.
NO BORROWER IS IN DEFAULT IN THE PAYMENT
OF THE PRINCIPAL OF OR INTEREST ON ANY INDEBTEDNESS (EXCLUDING TRADE DEBT) OR
UNDER ANY INSTRUMENT OR AGREEMENT UNDER OR SUBJECT TO WHICH ANY INDEBTEDNESS HAS
BEEN ISSUED AND NO EVENT HAS OCCURRED UNDER THE PROVISIONS OF ANY SUCH
INSTRUMENT OR AGREEMENT WHICH WITH OR WITHOUT THE LAPSE OF TIME OR THE GIVING OF
NOTICE, OR BOTH, CONSTITUTES OR WOULD CONSTITUTE AN EVENT OF DEFAULT THEREUNDER.
5.12.
NO DEFAULT.
NO BORROWER IS IN DEFAULT IN THE PAYMENT OR
PERFORMANCE OF ANY OF ITS MATERIAL CONTRACTUAL OBLIGATIONS AND NO DEFAULT HAS
OCCURRED.
5.13.
NO BURDENSOME RESTRICTIONS.
NO BORROWER IS PARTY TO ANY CONTRACT
OR AGREEMENT THE PERFORMANCE OF WHICH COULD HAVE A MATERIAL ADVERSE EFFECT.
EACH BORROWER HAS HERETOFORE DELIVERED TO AGENT TRUE AND COMPLETE COPIES OF ALL
MATERIAL CONTRACTS TO WHICH IT IS A PARTY OR TO WHICH IT OR ANY OF ITS
PROPERTIES IS SUBJECT.
NO BORROWER HAS AGREED OR CONSENTED TO CAUSE OR PERMIT
IN THE FUTURE (UPON THE HAPPENING OF A CONTINGENCY OR OTHERWISE) ANY OF ITS
PROPERTY, WHETHER NOW OWNED OR HEREAFTER ACQUIRED, TO BE SUBJECT TO A LIEN WHICH
IS NOT A PERMITTED ENCUMBRANCE.
5.14.
NO LABOR DISPUTES.
NO BORROWER IS INVOLVED IN ANY LABOR DISPUTE;
THERE ARE NO STRIKES OR WALKOUTS OR UNION ORGANIZATION OF ANY BORROWER'S
EMPLOYEES THREATENED OR IN EXISTENCE AND NO LABOR CONTRACT IS SCHEDULED TO
EXPIRE DURING THE TERM OTHER THAN AS SET FORTH ON SCHEDULE 5.14 HERETO.
59
5.15.
MARGIN REGULATIONS.
NO BORROWER IS ENGAGED, NOR WILL IT ENGAGE,
PRINCIPALLY OR AS ONE OF ITS IMPORTANT ACTIVITIES, IN THE BUSINESS OF EXTENDING
CREDIT FOR THE PURPOSE OF "PURCHASING" OR "CARRYING" ANY "MARGIN STOCK" WITHIN
THE RESPECTIVE MEANINGS OF EACH OF THE QUOTED TERMS UNDER REGULATION U OF THE
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM AS NOW AND FROM TIME TO TIME
HEREAFTER IN EFFECT.
NO PART OF THE PROCEEDS OF ANY ADVANCE WILL BE USED FOR
"PURCHASING" OR "CARRYING" "MARGIN STOCK" AS DEFINED IN REGULATION U OF SUCH
BOARD OF GOVERNORS.
5.16.
INVESTMENT COMPANY ACT.
NO BORROWER IS AN "INVESTMENT COMPANY"
REGISTERED OR REQUIRED TO BE REGISTERED UNDER THE INVESTMENT COMPANY ACT OF
1940, AS AMENDED, NOR IS IT CONTROLLED BY SUCH A COMPANY.
5.17.
DISCLOSURE.
NO REPRESENTATION OR WARRANTY MADE BY ANY BORROWER IN
THIS AGREEMENT OR IN ANY FINANCIAL STATEMENT, REPORT, CERTIFICATE OR ANY OTHER
DOCUMENT FURNISHED IN CONNECTION HEREWITH, WHEN TAKEN AS A WHOLE, CONTAINS ANY
UNTRUE STATEMENT OF FACT OR OMITS TO STATE ANY FACT NECESSARY TO MAKE THE
STATEMENTS HEREIN OR THEREIN NOT MISLEADING.
THERE IS NO FACT KNOWN TO ANY
BORROWER OR WHICH REASONABLY SHOULD BE KNOWN TO SUCH BORROWER WHICH SUCH
BORROWER HAS NOT DISCLOSED TO AGENT IN WRITING WITH