SHEETS, INCOME
STATEMENTS AND CASH FLOWS STATEMENTS OF THE U.S. BORROWER AND ITS SUBSIDIARIES
DELIVERED TO THE LENDER PARTIES PURSUANT TO THE CONSENT OR SECTION 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
52
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.
NO 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 LENDER 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 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 ANY AGREEMENT OR INSTRUMENT BETWEEN
EITHER BORROWER AND ANY LENDER OR ANY AFFILIATE OF ANY LENDER 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)
SCHEDULE
4.01(L), IN THE FORM APPROVED BY THE ADMINISTRATIVE AGENT, SETS FORTH EACH
SPECIFIED UNDERFUNDED PLAN AND THE UNFUNDED CURRENT LIABILITY THEREOF; EACH PLAN
IS IN COMPLIANCE WITH ERISA, THE INTERNAL REVENUE CODE AND ANY APPLICABLE
REQUIREMENT OF LAW; NO REPORTABLE EVENT HAS OCCURRED (OR IS REASONABLY