CAPITALIZED IN LIGHT OF
THE NATURE OF ITS BUSINESS.
(VIII)
BORROWER SHALL NOT ASSUME OR GUARANTEE THE LIABILITIES OF ITS
MEMBERS, ANY AFFILIATES OF ITS MEMBERS OR ANY OTHER PERSONS, EXCEPT FOR
LIABILITIES RELATING TO THE PROPERTY. BORROWER SHALL NOT ACQUIRE OBLIGATIONS OR
SECURITIES OF ITS MEMBERS, OR ANY AFFILIATES OF ITS MEMBERS OR ANY OTHER
PERSONS. EXCEPT FOR THE LIENS GRANTED PURSUANT TO THE LOAN DOCUMENTS, BORROWER
SHALL NOT PLEDGE ITS ASSETS FOR THE BENEFIT OF ANY OTHER PERSON (OTHER THAN THE
AGENT) OR MAKE LOANS OR ADVANCES TO ITS MEMBERS (OR ANY PREDECESSOR
CORPORATION), OR ANY AFFILIATES OF ITS MEMBERS OR ANY OTHER PERSONS.
(IX)
BORROWER SHALL NOT ENTER INTO OR BE A PARTY TO ANY TRANSACTION
WITH ITS MEMBERS OR ANY AFFILIATES OF ITS MEMBERS, EXCEPT FOR IN THE ORDINARY
COURSE OF BUSINESS ON TERMS WHICH ARE NO LESS FAVORABLE TO BORROWER THAN WOULD
BE OBTAINED IN A COMPARABLE ARM'S LENGTH TRANSACTION WITH AN UNRELATED THIRD
PARTY (OTHER THAN IN CONNECTION WITH THE EXECUTION BY BORROWER AND THE MANAGER
OF THE MANAGEMENT AGREEMENT).
(U)
ERISA.
BORROWER SHALL DELIVER TO AGENT AS SOON AS POSSIBLE, AND
IN ANY EVENT WITHIN TEN DAYS AFTER BORROWER KNOWS OR HAS REASON TO BELIEVE THAT
ANY OF THE EVENTS OR CONDITIONS SPECIFIED BELOW WITH RESPECT TO ANY PLAN OR
MULTIEMPLOYER PLAN HAS OCCURRED OR EXISTS, AN OFFICER'S CERTIFICATE SETTING
FORTH DETAILS RESPECTING SUCH EVENT OR CONDITION AND THE ACTION, IF ANY, THAT
BORROWER OR ITS ERISA AFFILIATE PROPOSES TO TAKE WITH RESPECT THERETO (AND A
86
COPY OF ANY REPORT OR NOTICE REQUIRED TO BE FILED WITH OR GIVEN TO PBGC BY
BORROWER OR AN ERISA AFFILIATE WITH RESPECT TO SUCH EVENT OR CONDITION):
(I)
ANY REPORTABLE EVENT, AS DEFINED IN SECTION 4043(B) OF ERISA AND
THE REGULATIONS ISSUED THEREUNDER, WITH RESPECT TO A PLAN, AS TO WHICH PBGC HAS
NOT BY REGULATION WAIVED THE REQUIREMENT OF SECTION 4043(A) OF ERISA THAT IT BE
NOTIFIED WITHIN THIRTY (30) DAYS OF THE OCCURRENCE OF SUCH EVENT (PROVIDED THAT
A FAILURE TO MEET THE MINIMUM FUNDING STANDARD OF SECTION 412 OF THE CODE OR
SECTION 302 OF ERISA, INCLUDING, WITHOUT LIMITATION, THE FAILURE TO MAKE ON OR
BEFORE ITS DUE DATE A REQUIRED INSTALLMENT UNDER SECTION 412(M) OF THE CODE OR
SECTION 302(E) OF ERISA, SHALL BE A REPORTABLE EVENT REGARDLESS OF THE ISSUANCE
OF ANY WAIVERS IN ACCORDANCE WITH SECTION 412(D) OF THE CODE); AND ANY REQUEST
FOR A WAIVER UNDER SECTION 412(D) OF THE CODE FOR ANY PLAN;
(II)
THE DISTRIBUTION UNDER SECTION 4041(C) OF ERISA OF A NOTICE OF
INTENT TO TERMINATE ANY PLAN OR ANY ACTION TAKEN BY BORROWER OR AN ERISA
AFFILIATE TO TERMINATE ANY PLAN;
(III)
THE INSTITUTION BY PBGC OF PROCEEDINGS UNDER SECTION 4042 OF
ERISA FOR THE TERMINATION OF, OR THE APPOINTMENT OF A TRUSTEE TO ADMINISTER, ANY
PLAN, OR THE RECEIPT BY BORROWER OR ANY ERISA AFFILIATE OF BORROWER OF A NOTICE
FROM A MULTIEMPLOYER PLAN THAT SUCH ACTION HAS BEEN TAKEN BY PBGC