OBTAIN, MAINTAIN OR COMPLY
WITH ANY PERMIT, LICENSE OR OTHER APPROVAL REQUIRED UNDER ANY APPLICABLE
ENVIRONMENTAL LAW, (II) HAS BECOME SUBJECT TO ANY ENVIRONMENTAL LIABILITY,
(III) HAS RECEIVED WRITTEN NOTICE OR TO ITS KNOWLEDGE ANY OTHER NOTICE OF ANY
CLAIM WITH RESPECT TO ANY ENVIRONMENTAL LIABILITY OR (IV) KNOWS OF ANY
REASONABLE BASIS FOR ANY ENVIRONMENTAL LIABILITY, IN EACH CASE OF (I), (II),
(III) OR (IV) WHICH COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT.
SECTION 4.6.
COMPLIANCE WITH LAWS AND
AGREEMENTS.
THE PARENT AND ITS SUBSIDIARIES ARE IN COMPLIANCE WITH (A) ALL
REQUIREMENTS OF LAW AND ALL JUDGMENTS, DECREES AND ORDERS OF ANY GOVERNMENTAL
AUTHORITY AND (B) ALL INDENTURES, AGREEMENTS OR OTHER INSTRUMENTS BINDING UPON
IT OR ITS PROPERTIES, EXCEPT WHERE NON-COMPLIANCE, EITHER SINGLY OR IN THE
AGGREGATE, WOULD NOT REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE
EFFECT.
51
SECTION 4.7.
INVESTMENT COMPANY ACT, ETC.
NEITHER THE PARENT NOR ANY OF ITS SUBSIDIARIES IS (A) AN "INVESTMENT COMPANY" OR
IS "CONTROLLED" BY AN "INVESTMENT COMPANY", AS SUCH TERMS ARE DEFINED IN, OR
SUBJECT TO REGULATION UNDER, THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED,
(B) A "HOLDING COMPANY" AS DEFINED IN, OR SUBJECT TO REGULATION UNDER, THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935, AS AMENDED OR (C) OTHERWISE SUBJECT
TO ANY OTHER REGULATORY SCHEME LIMITING ITS ABILITY TO INCUR DEBT OR REQUIRING
ANY APPROVAL OR CONSENT FROM OR REGISTRATION OR FILING WITH, ANY GOVERNMENTAL
AUTHORITY IN CONNECTION THEREWITH.
SECTION 4.8.
TAXES.
THE PARENT AND ITS
SUBSIDIARIES AND EACH OTHER PERSON FOR WHOSE TAXES THE PARENT OR ANY OF ITS
SUBSIDIARIES COULD BECOME LIABLE HAVE TIMELY FILED OR CAUSED TO BE FILED ALL
FEDERAL INCOME TAX RETURNS AND ALL OTHER MATERIAL TAX RETURNS THAT ARE REQUIRED
TO BE FILED BY THEM, AND HAVE PAID ALL TAXES SHOWN TO BE DUE AND PAYABLE ON SUCH
RETURNS OR ON ANY ASSESSMENTS MADE AGAINST IT OR ITS PROPERTY AND ALL OTHER
TAXES, FEES OR OTHER CHARGES IMPOSED ON IT OR ANY OF ITS PROPERTY BY ANY
GOVERNMENTAL AUTHORITY, EXCEPT WHERE THE SAME ARE CURRENTLY BEING CONTESTED IN
GOOD FAITH BY APPROPRIATE PROCEEDINGS AND FOR WHICH THE PARENT OR SUCH
SUBSIDIARY, AS THE CASE MAY BE, HAS SET ASIDE ON ITS BOOKS ADEQUATE RESERVES IN
ACCORDANCE WITH GAAP.
THE CHARGES, ACCRUALS AND RESERVES ON THE BOOKS OF THE
PARENT AND ITS SUBSIDIARIES IN RESPECT OF SUCH TAXES ARE ADEQUATE, AND NO TAX
LIABILITIES THAT COULD BE MATERIALLY IN EXCESS OF THE AMOUNT SO PROVIDED ARE
ANTICIPATED.
SECTION 4.9.
MARGIN REGULATIONS.
NONE OF THE
PROCEEDS OF ANY OF THE LOANS OR LETTERS OF CREDIT WILL BE USED, DIRECTLY OR
INDIRECTLY, FOR "PURCHASING" OR "CARRYING" ANY "MARGIN STOCK" WITH THE
RESPECTIVE MEANINGS OF EACH OF SUCH TERMS UNDER REGULATION U OF THE BOARD OF
GOVERNORS OF THE FEDERAL RESERVE SYSTEM AS NOW AND FROM TIME TO TIME HEREAFTER
IN EFFECT OR FOR ANY PURPOSE THAT VIOLATES THE PROVISIONS OF THE REGULATION U.
NEITHER THE PARENT NOR ITS SUBSIDIARIES IS ENGAGED