AS SOON AS AVAILABLE AND IN ANY EVENT ON OR
PRIOR TO EACH MAY 1 AFTER THE CLOSE OF EACH FISCAL YEAR OF THE INSURANCE
SUBSIDIARIES, THE CONSOLIDATED ANNUAL STATEMENT OF THE INSURANCE SUBSIDIARIES
FOR SUCH FISCAL YEAR, PREPARED IN ACCORDANCE WITH SAP AND FILED WITH THE NEW
YORK INSURANCE DEPARTMENT.
(E)
AS SOON AS AVAILABLE AND IN ANY EVENT
WITHIN FIFTY (50) DAYS AFTER THE CLOSE OF EACH OF THE FIRST THREE FISCAL
QUARTERS IN EACH FISCAL YEAR OF EACH INSURANCE SUBSIDIARY, QUARTERLY FINANCIAL
STATEMENTS OF SUCH INSURANCE SUBSIDIARY (PREPARED IN ACCORDANCE WITH SAP) FOR
SUCH FISCAL QUARTER AND AS FILED WITH THE INSURANCE COMMISSIONER (OR SIMILAR
AUTHORITY) IN SUCH INSURANCE SUBSIDIARY'S STATE OF DOMICILE, TOGETHER WITH THE
OPINION THEREON OF THE CHIEF FINANCIAL OFFICER OF THE BORROWER STATING THAT SUCH
FINANCIAL STATEMENTS PRESENT THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OF SUCH INSURANCE SUBSIDIARY IN ACCORDANCE WITH SAP.
(F)
AS SOON AS AVAILABLE, BUT IN ANY EVENT
WITHIN 120 DAYS AFTER THE BEGINNING OF EACH FISCAL YEAR, A COPY OF THE PLAN AND
FORECAST OF THE BORROWER AND ITS SUBSIDIARIES FOR SUCH FISCAL YEAR IN THE FORM
CUSTOMARILY PREPARED BY THE BORROWER.
43
(G)
TOGETHER WITH THE FINANCIAL STATEMENTS
REQUIRED BY CLAUSES (A) AND (B) ABOVE, A COMPLIANCE CERTIFICATE IN SUBSTANTIALLY
THE FORM OF EXHIBIT B HERETO SIGNED BY ITS CHIEF FINANCIAL OFFICER SHOWING THE
CALCULATIONS NECESSARY TO DETERMINE COMPLIANCE WITH THIS AGREEMENT AND STATING
THAT NO DEFAULT OR UNMATURED DEFAULT EXISTS, OR IF ANY DEFAULT OR UNMATURED
DEFAULT EXISTS, STATING THE NATURE AND STATUS THEREOF.
(H)
AS SOON AS POSSIBLE AND IN ANY EVENT WITHIN
10 DAYS AFTER THE BORROWER KNOWS THAT ANY TERMINATION EVENT HAS OCCURRED WITH
RESPECT TO ANY PLAN, A STATEMENT, SIGNED BY THE CHIEF FINANCIAL OFFICER OF THE
BORROWER, DESCRIBING SAID TERMINATION EVENT AND THE ACTION WHICH THE BORROWER
PROPOSES TO TAKE WITH RESPECT THERETO.
(I)
AS SOON AS POSSIBLE AND IN ANY EVENT
WITHIN 10 DAYS AFTER RECEIPT BY THE BORROWER, A COPY OF (I) ANY NOTICE OR CLAIM
TO THE EFFECT THAT THE BORROWER OR ANY OF ITS SUBSIDIARIES IS OR MAY BE LIABLE
TO ANY PERSON AS A RESULT OF THE RELEASE BY THE BORROWER, ANY OF ITS
SUBSIDIARIES, OR ANY OTHER PERSON OF ANY TOXIC OR HAZARDOUS WASTE OR SUBSTANCE
INTO THE ENVIRONMENT, AND (II) ANY NOTICE ALLEGING ANY VIOLATION OF ANY FEDERAL,
STATE OR LOCAL ENVIRONMENTAL, HEALTH OR SAFETY LAW OR REGULATION BY THE BORROWER
OR ANY OF ITS SUBSIDIARIES.
(J)
AS SOON AS POSSIBLE AND IN ANY EVENT
WITHIN 10 DAYS AFTER THE BORROWER LEARNS THEREOF, NOTICE OF THE ASSERTION OR
COMMENCEMENT OF ANY CLAIMS, ACTION, SUIT OR PROCEEDING AGAINST OR AFFECTING THE
BORROWER OR ANY SUBSIDIARY WHICH MAY REASONABLY BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT.
(K)
PROMPTLY UPON THE FURNISHING THEREOF TO THE
SHAREHOLDERS OF THE BORROWER, COPIES OF ALL FINANCIAL STATEMENTS, REPORTS AND
PROXY STATEMENTS SO FURNISHED.
(L)
PROMPTLY UPON THE FILING THEREOF, COPIES
OF ALL REGISTRATION STATEMENTS AND ANNUAL, QUARTERLY, MONTHLY