AND REGULATIONS, NO
REPORTABLE EVENT HAS OCCURRED WITH RESPECT TO ANY PLAN, NEITHER THE BORROWER NOR
ANY OTHER MEMBER OF THE CONTROLLED GROUP HAS WITHDRAWN FROM ANY PLAN OR
INITIATED STEPS TO DO SO, AND NO STEPS HAVE BEEN TAKEN TO REORGANIZE OR
TERMINATE ANY PLAN.
6.11
DEFAULTS.
NO DEFAULT OR
UNMATURED DEFAULT HAS OCCURRED AND IS CONTINUING.
6.12
ACCURACY OF INFORMATION.
NO INFORMATION, EXHIBIT OR REPORT FURNISHED BY THE BORROWER OR ANY OF ITS
SUBSIDIARIES TO THE AGENT OR TO ANY LENDER IN CONNECTION WITH THE NEGOTIATION
OF, OR COMPLIANCE WITH, THE FACILITY DOCUMENTS CONTAINED ANY MATERIAL
MISSTATEMENT OF FACT OR OMITTED TO STATE A MATERIAL FACT OR ANY FACT NECESSARY
TO MAKE THE STATEMENTS CONTAINED THEREIN NOT MISLEADING.
6.13
REGULATION U.
MARGIN
STOCK (AS DEFINED IN REGULATION U) CONSTITUTES LESS THAN 25% OF THE VALUE OF
THOSE ASSETS OF THE BORROWER AND ITS SUBSIDIARIES WHICH ARE SUBJECT TO ANY
LIMITATION ON SALE, PLEDGE, OR OTHER RESTRICTION HEREUNDER.
NEITHER THE MAKING
OF ANY
39
REVOLVING CREDIT ADVANCE NOR ISSUANCE OF ANY LETTERS OF CREDIT HEREUNDER NOR THE
USE OF THE PROCEEDS THEREOF, WILL VIOLATE OR BE INCONSISTENT WITH THE PROVISIONS
OF REGULATION T, REGULATION U OR REGULATION X.
6.14
MATERIAL AGREEMENTS.
NEITHER THE BORROWER NOR ANY SUBSIDIARY IS A PARTY TO ANY AGREEMENT OR
INSTRUMENT OR SUBJECT TO ANY CHARTER OR OTHER CORPORATE RESTRICTION WHICH COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
NEITHER THE BORROWER
NOR ANY SUBSIDIARY IS IN DEFAULT IN THE PERFORMANCE, OBSERVANCE OR FULFILLMENT
OF ANY OF THE OBLIGATIONS, COVENANTS OR CONDITIONS CONTAINED IN (A) ANY
AGREEMENT TO WHICH IT IS A PARTY WHICH DEFAULT COULD REASONABLY BE EXPECTED TO
HAVE A MATERIAL ADVERSE EFFECT OR (B) ANY AGREEMENT OR INSTRUMENT EVIDENCING OR
GOVERNING INDEBTEDNESS.
6.15
COMPLIANCE WITH LAWS.
THE BORROWER AND ITS SUBSIDIARIES HAVE COMPLIED WITH ALL APPLICABLE STATUTES,
RULES, REGULATIONS, ORDERS AND RESTRICTIONS OF ANY DOMESTIC OR FOREIGN
GOVERNMENT OR ANY INSTRUMENTALITY OR AGENCY THEREOF HAVING JURISDICTION OVER THE
CONDUCT OF THEIR RESPECTIVE BUSINESSES OR THE OWNERSHIP OF THEIR RESPECTIVE
PROPERTY, EXCEPT WHERE THE FAILURE TO COMPLY COULD NOT REASONABLY BE EXPECTED TO
HAVE A MATERIAL ADVERSE EFFECT.
6.16
OWNERSHIP OF PROPERTIES.
THE BORROWER AND EACH OF ITS SUBSIDIARIES HAS GOOD TITLE, FREE OF ALL LIENS
OTHER THAN THOSE PERMITTED BY SECTION 7.16, TO ALL OF THE PROPERTY AND ASSETS
REFLECTED IN THE BORROWER'S MOST RECENT CONSOLIDATED FINANCIAL STATEMENTS
PROVIDED TO THE AGENT AS OWNED BY THE BORROWER AND ITS SUBSIDIARIES.
6.17
PLAN ASSETS; PROHIBITED
TRANSACTIONS.
THE BORROWER IS NOT AN ENTITY DEEMED TO HOLD "PLAN ASSETS" WITHIN
THE MEANING OF 29 C.F.R. § 2510.3-101 OF AN EMPLOYEE BENEFIT PLAN (AS DEFINED IN
SECTION 3(3) OF ERISA) WHICH IS SUBJECT TO TITLE I OF ERISA OR ANY PLAN (WITHIN
THE MEANING OF SECTION 4975 OF THE CODE), AND NEITHER THE EXECUTION OF THIS
AGREEMENT NOR THE MAKING OF REVOLVING CREDIT LOANS NOR THE ISSUANCE OF LETTERS
OF CREDIT HEREUNDER GIVES RISE TO A PROHIBITED TRANSACTION WITHIN THE MEANING OF
SECTION