ITS SUBSIDIARIES FOR THE PERIOD ENDED ON SUCH DATE, IN EACH CASE GIVING
EFFECT TO THE TRANSACTIONS AND OTHER TRANSACTIONS CONTEMPLATED HEREBY.
(H)
FORECASTS.
THE CONSOLIDATED FORECASTED BALANCE SHEETS, INCOME
STATEMENTS AND CASH FLOWS STATEMENTS OF THE U.S. BORROWER AND ITS SUBSIDIARIES
DELIVERED TO THE LENDER PARTIES PURSUANT TO SECTION 3.01 OR 5.03 WERE PREPARED
IN GOOD FAITH ON THE BASIS OF THE ESTIMATES AND ASSUMPTIONS STATED THEREIN,
WHICH ESTIMATES AND ASSUMPTIONS WERE BELIEVED TO BE REASONABLE AND FAIR IN THE
LIGHT OF CONDITIONS EXISTING AT THE TIME MADE, IT BEING UNDERSTOOD BY THE LENDER
PARTIES THAT SUCH PROJECTIONS AS TO FUTURE EVENTS ARE NOT TO BE VIEWED AS FACTS
AND THAT ACTUAL RESULTS DURING THE PERIOD OR PERIODS COVERED BY ANY SUCH
PROJECTIONS MAY DIFFER FROM THE PROJECTED RESULTS.
(I)
OTHER INFORMATION.
NEITHER THE INFORMATION MEMORANDUM NOR ANY
OTHER INFORMATION, EXHIBIT OR REPORT FURNISHED BY ANY LOAN PARTY TO THE
ADMINISTRATIVE AGENT OR ANY LENDER PARTY IN WRITING IN CONNECTION WITH THE
NEGOTIATION OF THE LOAN DOCUMENTS OR PURSUANT TO THE TERMS OF THE LOAN DOCUMENTS
CONTAINED ANY UNTRUE STATEMENT OF A MATERIAL FACT OR OMITTED TO STATE A MATERIAL
FACT NECESSARY TO MAKE THE STATEMENTS MADE HEREIN AND THEREIN, TAKEN AS A WHOLE,
NOT MISLEADING AT SUCH TIME IN LIGHT OF THE CIRCUMSTANCES IN WHICH THE SAME WERE
MADE, IT BEING UNDERSTOOD THAT FOR PURPOSES OF THIS SECTION 4.01(I), SUCH
FACTUAL INFORMATION DOES NOT INCLUDE PROJECTIONS AND PRO FORMA FINANCIAL
INFORMATION.
(J)
LITIGATION, ETC.
THERE IS NO ACTION, SUIT, INVESTIGATION,
LITIGATION OR PROCEEDING AFFECTING ANY LOAN PARTY OR ANY OF ITS SUBSIDIARIES,
INCLUDING ANY ENVIRONMENTAL ACTION, PENDING OR, TO THE KNOWLEDGE OF EITHER
BORROWER, THREATENED BEFORE ANY COURT, GOVERNMENTAL AGENCY OR ARBITRATOR THAT
(I) COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT OR (II)
PURPORTS TO AFFECT THE LEGALITY, VALIDITY OR ENFORCEABILITY OF THIS AGREEMENT,
ANY NOTE, ANY OTHER LOAN DOCUMENT OR ANY RELATED DOCUMENT OR THE CONSUMMATION OF
THE TRANSACTIONS CONTEMPLATED HEREBY.
(K)
COMPLIANCE WITH MARGIN REGULATIONS.
(I)
SUCH BORROWER IS NOT
ENGAGED IN THE BUSINESS OF EXTENDING CREDIT FOR THE PURPOSE OF PURCHASING OR
CARRYING MARGIN STOCK, AND NO PROCEEDS OF ANY ADVANCE OR DRAWINGS UNDER ANY
LETTER OF CREDIT WILL BE USED TO PURCHASE OR CARRY ANY MARGIN STOCK OR TO EXTEND
CREDIT TO OTHERS FOR THE PURPOSE OF PURCHASING OR CARRYING ANY MARGIN STOCK.
(II)
FOLLOWING APPLICATION OF THE PROCEEDS OF EACH ADVANCE OR DRAWING
UNDER EACH LETTER OF CREDIT, NOT MORE THAN 25 PERCENT OF THE VALUE OF THE ASSETS
(EITHER OF EITHER BORROWER ONLY OR OF EITHER BORROWER AND ITS SUBSIDIARIES ON A
CONSOLIDATED BASIS) SUBJECT TO THE PROVISIONS OF SECTION 5.02(A) OR 5.02(D) OR
SUBJECT TO ANY RESTRICTION CONTAINED IN
65
ANY AGREEMENT OR INSTRUMENT BETWEEN EITHER BORROWER AND ANY LENDER PARTY OR ANY
AFFILIATE OF ANY LENDER PARTY RELATING TO DEBT AND WITHIN THE SCOPE OF SECTION
7.01(E) WILL BE MARGIN STOCK.
(L)
EMPLOYEE BENEFIT PLANS AND ERISA RELATED MATTERS.
(I)
EACH PLAN
IS IN COMPLIANCE WITH