QUARTERLY AND ANNUAL CONSOLIDATING FINANCIAL STATEMENTS REFLECTING MATERIAL
INTER-COMPANY ADJUSTMENTS AND (B) ALL FORM 10-K, REGISTRATION STATEMENTS AND
OTHER "CORPORATE FINANCE" FILINGS MADE WITH THE SECURITIES AND EXCHANGE
COMMISSION (OTHER THAN 8-K AND SECTION 16 FILINGS); PROVIDED, HOWEVER, THAT
SELLER WILL PROVIDE BUYER WITH A COPY OF SELLER'S OR ITS AFFILIATES' ANNUAL SEC
FORM 10-K FILING NO LATER THAN 90 DAYS AFTER YEAR-END, ALL IN ACCORDANCE WITH
GAAP, CONSISTENTLY APPLIED, AS AT THE END OF, AND FOR, SUCH PERIOD (SUBJECT TO
NORMAL YEAR-END AUDIT ADJUSTMENTS);
(III)
RESERVED;
(IV)
MONTHLY PORTFOLIO PERFORMANCE DATA WITH RESPECT TO
THE NOTES AND ASSOCIATED COLLATERAL, INCLUDING, WITHOUT LIMITATION, ANY
OUTSTANDING DELINQUENCIES, PREPAYMENTS IN WHOLE OR IN PART;
(V)
FROM TIME TO TIME SUCH OTHER INFORMATION
REGARDING THE COLLATERAL AND THE FINANCIAL CONDITION, OPERATIONS, OR BUSINESS OF
SELLER AND GUARANTOR AS BUYER MAY REASONABLY REQUEST; AND
(VI)
AS SOON AS REASONABLY POSSIBLE, AND IN ANY EVENT
WITHIN THIRTY (30) DAYS AFTER A RESPONSIBLE OFFICER KNOWS, OR WITH RESPECT TO
ANY PLAN OR MULTIEMPLOYER PLAN TO WHICH SELLER OR ANY OF ITS SUBSIDIARIES MAKES
DIRECT CONTRIBUTIONS, HAS REASON TO BELIEVE, THAT ANY OF THE EVENTS OR
CONDITIONS SPECIFIED BELOW WITH RESPECT TO ANY PLAN OR MULTIEMPLOYER PLAN HAS
OCCURRED OR EXISTS, A STATEMENT SIGNED BY A SENIOR FINANCIAL OFFICER OF SELLER
SETTING FORTH DETAILS RESPECTING SUCH EVENT OR CONDITION AND THE ACTION, IF ANY,
THAT SELLER OR ITS ERISA AFFILIATE PROPOSES TO TAKE WITH RESPECT THERETO (AND A
COPY OF ANY REPORT OR NOTICE REQUIRED TO BE FILED WITH OR GIVEN TO PBGC BY
SELLER OR AN ERISA AFFILIATE WITH RESPECT TO SUCH EVENT OR CONDITION):
(A)
ANY REPORTABLE EVENT, AS DEFINED IN SECTION
4043(B) OF ERISA AND THE REGULATIONS ISSUED THEREUNDER, WITH RESPECT TO A PLAN,
AS TO WHICH PBGC HAS NOT BY REGULATION OR OTHERWISE WAIVED THE REQUIREMENT OF
SECTION 4043(A) OF ERISA THAT IT BE NOTIFIED WITHIN THIRTY (30) DAYS OF THE
OCCURRENCE OF SUCH EVENT (PROVIDED THAT A FAILURE TO MEET THE MINIMUM FUNDING
STANDARD OF SECTION 412 OF THE CODE OR SECTION 302 OF ERISA, INCLUDING, WITHOUT
LIMITATION, THE FAILURE TO MAKE ON OR BEFORE ITS DUE DATE A REQUIRED INSTALLMENT
UNDER SECTION 412(M) OF THE CODE OR SECTION 302(E) OF ERISA, SHALL BE A
REPORTABLE EVENT REGARDLESS OF THE ISSUANCE OF ANY WAIVERS IN ACCORDANCE WITH
SECTION 412(D) OF THE CODE) (A "REPORTABLE EVENT"); AND ANY REQUEST FOR A WAIVER
UNDER SECTION 412(D) OF THE CODE FOR ANY PLAN;
30
(B)
THE DISTRIBUTION UNDER SECTION 4041(C) OF
ERISA OF A NOTICE OF INTENT TO TERMINATE ANY PLAN OR ANY ACTION TAKEN BY SELLER
OR AN ERISA AFFILIATE TO TERMINATE ANY PLAN;
(C)
THE INSTITUTION BY PBGC OF PROCEEDINGS UNDER
SECTION 4042 OF ERISA FOR THE TERMINATION OF, OR THE APPOINTMENT OF A TRUSTEE TO
ADMINISTER, ANY PLAN, OR THE RECEIPT BY SELLER OR ANY ERISA AFFILIATE OF A
NOTICE FROM A MULTIEMPLOYER PLAN THAT SUCH ACTION HAS BEEN TAKEN BY PBGC WITH
RESPECT TO SUCH MULTIEMPLOYER PLAN;
(D)
THE COMPLETE