THE INTERNAL REVENUE SERVICE, PBGC OR DEPARTMENT OF
LABOR WITH RESPECT TO A PLAN REGARDING ANY EXCISE TAX, PROPOSED TERMINATION OF A
PLAN, PROHIBITED TRANSACTION OR FIDUCIARY VIOLATION UNDER ERISA OR THE CODE
WHICH COULD RESULT IN ANY LIABILITY TO BORROWER OR ANY MEMBER OF THE CONTROLLED
GROUP IN EXCESS OF $100,000; AND (C) WITHIN 10 BUSINESS DAYS OF FILING, ANY FORM
5500 FILED BY BORROWER WITH RESPECT TO A PLAN, OR ANY MEMBER OF THE CONTROLLED
GROUP WHICH INCLUDES A QUALIFIED ACCOUNTANT'S OPINION.
(VII)
AS SOON AS POSSIBLE AND IN ANY EVENT WITHIN 30 DAYS AFTER RECEIPT
BY THE BORROWER, A COPY OF (A) ANY NOTICE OR CLAIM TO THE EFFECT THAT THE
BORROWER OR ANY OF ITS SUBSIDIARIES, QUALIFYING INVESTMENT AFFILIATES, OR
SPECIAL QUALIFYING INVESTMENT AFFILIATES IS OR MAY BE LIABLE TO ANY PERSON AS A
RESULT OF THE RELEASE BY SUCH ENTITY, OR ANY OF ITS SUBSIDIARIES, OR ANY OTHER
PERSON OF ANY TOXIC OR HAZARDOUS WASTE OR SUBSTANCE INTO THE ENVIRONMENT, AND
(B) ANY NOTICE ALLEGING
61
ANY VIOLATION OF ANY FEDERAL, STATE OR LOCAL ENVIRONMENTAL, HEALTH OR SAFETY LAW
OR REGULATION BY THE BORROWER OR ANY OF ITS SUBSIDIARIES OR INVESTMENT
AFFILIATES, WHICH, IN EITHER CASE, COULD BE REASONABLY LIKELY TO HAVE A MATERIAL
ADVERSE EFFECT;
(VIII)
PROMPTLY UPON THE FURNISHING THEREOF TO THE SHAREHOLDERS OF THE
BORROWER, COPIES OF ALL FINANCIAL STATEMENTS, REPORTS AND PROXY STATEMENTS SO
FURNISHED;
(IX)
PROMPTLY UPON THE DISTRIBUTION THEREOF TO THE PRESS OR THE
PUBLIC, COPIES OF ALL PRESS RELEASES;
(X)
AS SOON AS POSSIBLE, AND IN ANY EVENT WITHIN 10 DAYS AFTER THE
BORROWER KNOWS OF ANY FIRE OR OTHER CASUALTY OR ANY PENDING OR THREATENED
CONDEMNATION OR EMINENT DOMAIN PROCEEDING WITH RESPECT TO ALL OR ANY PORTION OF
ANY PROPERTY OR ANY PROPERTY SECURED BY A QUALIFIED MORTGAGE, A STATEMENT SIGNED
BY THE CHIEF FINANCIAL OFFICER OF BORROWER, DESCRIBING SUCH FIRE, CASUALTY OR
CONDEMNATION AND THE ACTION BORROWER INTENDS TO TAKE WITH RESPECT THERETO;
(XI)
NOT LATER THAN 45 DAYS AFTER THE END OF EACH QUARTER, A REPORT ON
THE AGING OF RECEIVABLES WITH RESPECT TO EACH OF THE PROPERTIES (I.E. 0-29,
30-59, 60-89 AND 90 OR MORE DAYS PAST DUE) SHOWING AGGREGATE DELINQUENCIES FOR
EACH OF THE PROPERTIES (INCLUDING A CHARACTERIZATION OF THE TYPE OF RECEIVABLE)
AND TRENDS FOR THE PRIOR FOUR QUARTERS;
(XII)
NOT LATER THAN 45 DAYS AFTER THE END OF EACH QUARTER, AN
UNAUDITED FINANCIAL STATEMENT FOR EACH QUALIFYING INVESTMENT AFFILIATE OR
SPECIAL QUALIFYING INVESTMENT AFFILIATE THAT IS NOT A SUBSIDIARY THAT OWNS AN
UNENCUMBERED ASSET; AND
(XIII)
SUCH OTHER INFORMATION (INCLUDING, WITHOUT LIMITATION, FINANCIAL
STATEMENTS FOR THE BORROWER AND NON-FINANCIAL INFORMATION) AS THE ADMINISTRATIVE
AGENT OR ANY LENDER MAY FROM TIME TO TIME REASONABLY REQUEST.
7.2
USE OF PROCEEDS.
(I)
THE BORROWER WILL USE THE PROCEEDS OF THE ADVANCES AND THE
FACILITY LETTERS OF CREDIT FOR THE GENERAL BUSINESS PURPOSES OF THE BORROWER,
INCLUDING WORKING CAPITAL NEEDS, CLOSING COSTS, AND INTERIM OR OTHER FINANCING
FOR ACQUISITIONS OF NEW PROJECTS, CONSTRUCTION OF