AFTER THE END OF EACH FISCAL YEAR OF SUCH BORROWER, AFTER FILING
SUCH INFORMATION ON FORM-10-K WITH THE SECURITIES AND EXCHANGE COMMISSION, A
COPY OF THE CONSOLIDATED BALANCE SHEETS OF SUCH BORROWER, AND ITS CONSOLIDATED
SUBSIDIARIES AS AT THE END OF SUCH YEAR, AND THE RELATED CONSOLIDATED STATEMENTS
OF INCOME, CHANGES IN COMMON EQUITY AND CASH FLOWS FOR SUCH YEAR, CERTIFIED BY
DELOITTE & TOUCHE LLP (OR SUCH OTHER NATIONALLY RECOGNIZED FIRM OF INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS) AS HAVING BEEN PREPARED IN ACCORDANCE WITH GAAP,
AND SETTING FORTH IN EACH CASE IN COMPARATIVE FORM THE FIGURES FOR THE PREVIOUS
YEAR, REPORTED ON WITHOUT A "GOING CONCERN" OR LIKE QUALIFICATION OR EXCEPTION,
OR QUALIFICATION ARISING OUT OF THE SCOPE OF THE AUDIT;
34
(III)
WITHIN FIVE DAYS AFTER THE SAME ARE FILED,
COPIES OF ALL REPORTS ON FORM 8-K (OR ANY SUCCESSOR FORM) WHICH SUCH BORROWER OR
ANY ITS CONSOLIDATED SUBSIDIARIES MAY FILE WITH THE SECURITIES AND EXCHANGE
COMMISSION OR ANY SUCCESSOR OR ANALOGOUS GOVERNMENTAL AUTHORITY;
(IV)
AS SOON AS POSSIBLE AND IN ANY EVENT WITHIN
FIVE BUSINESS DAYS AFTER OBTAINING KNOWLEDGE OF THE OCCURRENCE OF ANY EVENT OF
DEFAULT OR DEFAULT BY SUCH BORROWER OR ANY OF ITS SUBSIDIARIES CONTINUING ON THE
DATE OF SUCH STATEMENT, THE STATEMENT OF THE TREASURER OR AN ASSISTANT TREASURER
OF SUCH BORROWER SETTING FORTH DETAILS OF SUCH EVENT OF DEFAULT OR DEFAULT AND
THE ACTION WHICH SUCH BORROWER PROPOSES TO TAKE WITH RESPECT THERETO;
(V)
PROMPTLY AFTER BECOMING AWARE THEREOF,
NOTICE AS TO THE OCCURRENCE OF ANY ERISA EVENT THAT, ALONE OR TOGETHER WITH ANY
OTHER ERISA EVENTS THAT HAVE OCCURRED, WOULD REASONABLY BE EXPECTED TO HAVE A
MATERIAL ADVERSE EFFECT ON SUCH BORROWER;
(VI)
TO THE EXTENT NOT OTHERWISE DISCLOSED BY SUCH
BORROWER IN A REPORT ON FORM 10-K, FORM 10-Q OR FORM 8-K TO BE FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION, PROMPTLY AFTER BECOMING AWARE THEREOF,
NOTICE AS TO ANY DEVELOPMENT OR EVENT WHICH HAS HAD OR WOULD REASONABLY BE
EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON SUCH BORROWER;
(VII)
PROMPTLY AFTER BECOMING AWARE THEREOF, NOTICE AS
TO EACH DECREASE OR INCREASE IN THE REFERENCE RATINGS OF ANY OF THE RATING
AGENCIES; AND
(VIII)
SIMULTANEOUSLY WITH ANY DELIVERY OF EACH SET OF
FINANCIAL STATEMENTS REFERRED TO IN CLAUSES (I) AND (II) ABOVE, A CERTIFICATE OF
A RESPONSIBLE OFFICER OF SUCH BORROWER (A) SETTING FORTH IN REASONABLE DETAIL
THE CALCULATIONS REQUIRED TO ESTABLISH WHETHER SUCH BORROWER WAS IN COMPLIANCE
WITH THE REQUIREMENTS OF SECTION 6.2(D) ON THE DATE OF SUCH FINANCIAL STATEMENTS
AND (B) STATING WHETHER ANY DEFAULT OR EVENT OF DEFAULT EXISTS ON THE DATE OF
SUCH CERTIFICATE AND, IF ANY DEFAULT OR EVENT OF DEFAULT THEN EXISTS, SETTING
FORTH THE DETAILS THEREOF AND THE ACTION WHICH SUCH BORROWER IS TAKING OR
PROPOSES TO TAKE WITH RESPECT THERETO.
Documents required to be delivered pursuant to subparagraphs (i), (ii) or
(iii) of this Section 6.1(a) shall be deemed to have been delivered on the date
on which such items are