(OTHER THAN A MULTIEMPLOYER PLAN) WHICH IS NOW OR
WITHIN THE IMMEDIATELY PRECEDING SIX YEARS HAS BEEN MAINTAINED OR CONTRIBUTED TO
BY THE BORROWER AND/OR BY ERISA AFFILIATE: (I) NO "ACCUMULATED FUNDING
DEFICIENCY" AS DEFINED IN CODE § 412 OR ERISA § 302 HAS OCCURRED, WHETHER OR NOT
THAT ACCUMULATED FUNDING DEFICIENCY HAS BEEN WAIVED; (II) NO "REPORTABLE EVENT"
AS DEFINED IN ERISA § 4043, OTHER THAN AN EVENT WITH RESPECT TO WHICH THE NOTICE
REQUIREMENTS HAVE BEEN WAIVED BY REGULATION, HAS OCCURRED; AND (III) NO DISTRESS
TERMINATION DESCRIBED IN § 404(C) OF ERISA OF ANY SUCH PLAN WHICH IS SUBJECT TO
TITLE IV OF ERISA HAS OCCURRED AND THE PENSION BENEFIT GUARANTY CORPORATION HAS
NOT INSTITUTED PROCEEDINGS TO TERMINATE ANY SUCH PLAN, AND NO EVENT OR CONDITION
WHICH CONSTITUTE GROUNDS UNDER ERISA § 4041 FOR THE TERMINATION OF, OR THE
APPOINTMENT OF A TRUSTEE TO ADMINISTER, ANY SUCH PLAN.
WITH RESPECT TO ANY PLAN
WHICH IS A MULTIEMPLOYER PLAN AND WHICH IS NOW, OR PREVIOUSLY HAS BEEN,
CONTRIBUTED TO BY THE BORROWER AND/OR BY ERISA AFFILIATE: (I) NEITHER THE
BORROWER NOR ANY ERISA AFFILIATE HAS INCURRED A "COMPLETE WITHDRAWAL" WITHIN THE
MEANING OF ERISA § 4203; AND (II) NEITHER THE BORROWER NOR ANY ERISA AFFILIATE
HAS INCURRED A "PARTIAL WITHDRAWAL" WITHIN THE MEANING OF ERISA § 4205.
22
(L)
CHARTERS.
THE VESSELS ARE NOT CURRENTLY SUBJECT TO ANY CHARTERS.
(M)
CITIZENSHIP.
EACH OF THE BORROWER AND THE GUARANTOR IS A CITIZEN
OF THE UNITED STATES WITHIN THE MEANING OF SECTION 2 OF THE SHIPPING ACT OF
1916, AS AMENDED (46 U.S.C. § 802), QUALIFIED TO ENGAGE IN THE COASTWISE TRADE
OF THE UNITED STATES OF AMERICA.
(N)
MATTERS RELATED TO SUBORDINATED DEBT.
AS OF THE CLOSING DATE, THE
BORROWER HAS DELIVERED TO LENDER A COMPLETE AND CORRECT COPY OF THE INDENTURE
(INCLUDING ALL SCHEDULES, EXHIBITS, AMENDMENTS, SUPPLEMENTS AND MODIFICATIONS
THERETO).
THE OBLIGATIONS CONSTITUTE "SENIOR DEBT" AS DEFINED IN THE
INDENTURE.
THE EXECUTION, DELIVERY AND/OR PERFORMANCE BY THE BORROWER AND THE
GUARANTOR OF EACH OF THE LOAN DOCUMENTS TO WHICH IT IS A PARTY DO NOT AND WILL
NOT, BY THE LAPSE OF TIME, THE GIVING OF NOTICE OR OTHERWISE, (I) CONSTITUTE A
VIOLATION OF THE INDENTURE OR (II) RESULT IN OR REQUIRE THE CREATION OR
IMPOSITION OF ANY LIEN WHATSOEVER UPON ANY OF THE PROPERTIES OR ASSETS OF THE
BORROWER OR THE GUARANTOR (OTHER THAN LIENS GRANTED PURSUANT TO THE LOAN
DOCUMENTS).
THE BORROWER ACKNOWLEDGES THAT THE LENDER IS ENTERING INTO THIS
AGREEMENT IN RELIANCE UPON THE SUBORDINATION PROVISIONS OF THE INDENTURE AND THE
RELATED DOCUMENTS AND THIS SECTION 5.1(N).
(O)
PATRIOT ACT, ETC.
THE BORROWER IS AND WILL REMAIN IN FULL
COMPLIANCE IN ALL MATERIAL RESPECTS WITH ALL LAWS AND REGULATIONS APPLICABLE TO
IT INCLUDING, WITHOUT LIMITATION, (I) ENSURING THAT NO PERSON WHO OWNS A
CONTROLLING INTEREST IN OR OTHERWISE CONTROLS THE BORROWER IS OR SHALL BE (A)
LISTED ON THE SPECIALLY DESIGNATED NATIONALS AND BLOCKED PERSON LIST MAINTAINED
BY THE OFFICE OF FOREIGN ASSETS CONTROL ("OFAC"),