BUILDING PERMITS) OR ANY RESTRICTIONS OF
RECORD OR AGREEMENTS AFFECTING THE MORTGAGED PROPERTIES, WHERE SUCH VIOLATIONS
COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT OR (II) IN
DEFAULT WITH RESPECT TO ANY JUDGMENT, WRIT, INJUNCTION, DECREE OR ORDER OF ANY
GOVERNMENTAL AUTHORITY, WHERE SUCH DEFAULTS, INDIVIDUALLY OR IN THE AGGREGATE,
COULD REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT.
SECTION 4.10.
FEDERAL RESERVE REGULATIONS.
(A)
NEITHER SSCC NOR ANY OF THE
SUBSIDIARIES IS ENGAGED PRINCIPALLY, OR AS ONE OF ITS IMPORTANT ACTIVITIES, IN
THE BUSINESS OF EXTENDING CREDIT FOR THE PURPOSE OF PURCHASING OR CARRYING
MARGIN STOCK.
(B)
NO PART OF THE PROCEEDS OF ANY LETTER OF CREDIT LOAN HAS BEEN USED, WHETHER
DIRECTLY OR INDIRECTLY, AND WHETHER IMMEDIATELY, INCIDENTALLY OR ULTIMATELY,
(I) TO PURCHASE OR CARRY MARGIN STOCK OR TO EXTEND CREDIT TO OTHERS FOR THE
PURPOSE OF PURCHASING OR CARRYING MARGIN STOCK OR TO REFUND INDEBTEDNESS
ORIGINALLY INCURRED FOR SUCH PURPOSE OR (II) FOR ANY PURPOSE THAT ENTAILS A
VIOLATION OF, OR IS INCONSISTENT WITH, THE PROVISIONS OF THE REGULATIONS OF THE
BOARD, INCLUDING REGULATION T, U OR X.
93
SECTION 4.11.
INVESTMENT COMPANY ACT; PUBLIC UTILITY HOLDING COMPANY ACT.
NEITHER SSCC NOR ANY OF THE SUBSIDIARIES (A) IS AN "INVESTMENT COMPANY" AS
DEFINED IN, OR IS SUBJECT TO REGULATION UNDER, THE INVESTMENT COMPANY ACT OF
1940 OR (B) IS A "HOLDING COMPANY" AS DEFINED IN, OR IS SUBJECT TO REGULATION
UNDER, THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935.
SECTION 4.12.
TAX RETURNS.
EACH OF SSCC AND THE SUBSIDIARIES HAS FILED OR
CAUSED TO BE FILED ALL FEDERAL, FOREIGN, STATE, PROVINCIAL, REGIONAL AND LOCAL
INCOME AND OTHER MATERIAL TAX RETURNS REQUIRED TO HAVE BEEN FILED BY IT OR WITH
RESPECT TO IT AND HAS PAID OR CAUSED TO BE PAID ALL TAXES SHOWN TO BE DUE AND
PAYABLE ON SUCH RETURNS OR ON ANY ASSESSMENTS RECEIVED BY IT OR WITH RESPECT TO
IT, EXCEPT TAXES THAT ARE BEING CONTESTED IN GOOD FAITH BY APPROPRIATE
PROCEEDINGS AND FOR WHICH IT HAS SET ASIDE ON ITS BOOKS ADEQUATE RESERVES IN
ACCORDANCE WITH U.S. GAAP OR CANADIAN GAAP, AS APPLICABLE.
SECTION 4.13.
NO MATERIAL MISSTATEMENTS.
THE INFORMATION PROVIDED BY OR ON
BEHALF OF SSCC AND THE BORROWERS AND CONTAINED IN THE CONFIDENTIAL INFORMATION
MEMORANDUM (INCLUDING ALL ATTACHMENTS AND EXHIBITS THERETO), AS SUPPLEMENTED,
AND OTHER INFORMATION FURNISHED IN WRITING BY OR ON BEHALF OF SSCC OR THE
BORROWERS TO ANY AGENT OR ANY LENDERS IN CONNECTION WITH THE TRANSACTIONS
CONTEMPLATED BY THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, WHEN TAKEN AS A
WHOLE, AS OF THE DATE SUCH INFORMATION WAS SO FURNISHED, DOES NOT CONTAIN ANY
UNTRUE STATEMENT OF A MATERIAL FACT OR OMIT TO STATE ANY MATERIAL FACT NECESSARY
TO MAKE THE STATEMENTS THEREIN, IN LIGHT OF THE CIRCUMSTANCES UNDER WHICH THEY
WERE MADE, WHEN TAKEN AS A WHOLE, NOT MATERIALLY MISLEADING, PROVIDED THAT TO
THE EXTENT ANY SUCH INFORMATION THEREIN WAS BASED UPON OR CONSTITUTES A FORECAST
OR PROJECTION OR PRO FORMA FINANCIAL INFORMATION,