BE EXPECTED TO HAVE, EITHER INDIVIDUALLY OR IN THE
AGGREGATE, A MATERIAL ADVERSE EFFECT.
SECTION 4.02.
CORPORATE POWER AND AUTHORITY.
EACH CREDIT PARTY HAS THE
CORPORATE POWER AND AUTHORITY TO EXECUTE, DELIVER AND CARRY OUT THE TERMS AND
PROVISIONS OF THE CREDIT DOCUMENTS TO WHICH IT IS A PARTY AND HAS TAKEN ALL
NECESSARY CORPORATE ACTION TO AUTHORIZE THE EXECUTION, DELIVERY AND PERFORMANCE
OF SUCH CREDIT DOCUMENTS.
EACH CREDIT PARTY HAS DULY EXECUTED AND DELIVERED
EACH CREDIT DOCUMENT TO WHICH IT IS A PARTY AND EACH SUCH CREDIT DOCUMENT
CONSTITUTES THE LEGAL, VALID AND BINDING OBLIGATION OF SUCH CREDIT PARTY
ENFORCEABLE AGAINST SUCH CREDIT PARTY IN ACCORDANCE WITH ITS TERMS, EXCEPT TO
THE EXTENT THAT ENFORCEABILITY THEREOF MAY BE LIMITED BY APPLICABLE BANKRUPTCY,
INSOLVENCY, MORATORIUM OR SIMILAR LAWS AFFECTING CREDITORS' RIGHTS GENERALLY AND
GENERAL PRINCIPLES OF EQUITY REGARDLESS OF WHETHER ENFORCEMENT IS SOUGHT IN A
PROCEEDING IN EQUITY OR AT LAW.
SECTION 4.03.
NO CONTRAVENTION OF LAWS, AGREEMENTS OR ORGANIZATIONAL
DOCUMENTS.
NEITHER THE EXECUTION, DELIVERY AND PERFORMANCE BY ANY CREDIT PARTY
OF THIS AGREEMENT OR THE OTHER CREDIT DOCUMENTS NOR COMPLIANCE WITH THE TERMS
AND PROVISIONS THEREOF, NOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED
THEREIN, (I) WILL CONTRAVENE ANY APPLICABLE PROVISION OF ANY LAW, STATUTE, RULE,
REGULATION, ORDER, WRIT, INJUNCTION OR DECREE OF ANY COURT OR GOVERNMENTAL
INSTRUMENTALITY, (II) WILL CONFLICT OR BE INCONSISTENT WITH OR RESULT IN ANY
BREACH OF ANY OF THE TERMS, COVENANTS, CONDITIONS OR PROVISIONS OF, OR
CONSTITUTE A DEFAULT UNDER, OR RESULT IN THE CREATION OR IMPOSITION OF (OR THE
OBLIGATION TO CREATE OR IMPOSE) ANY LIEN UPON ANY OF THE PROPERTY OR ASSETS OF
ANY CREDIT PARTY OR ANY OF ITS SUBSIDIARIES PURSUANT TO THE TERMS OF, ANY
INDENTURE, MORTGAGE, DEED OF TRUST, LOAN AGREEMENT, CREDIT AGREEMENT OR ANY
OTHER MATERIAL INSTRUMENT TO WHICH SUCH CREDIT PARTY OR ANY OF ITS SUBSIDIARIES
IS A PARTY OR BY WHICH IT OR ANY OF ITS PROPERTY OR ASSETS ARE BOUND OR TO WHICH
IT MAY BE SUBJECT OR (III) WILL VIOLATE ANY PROVISION OF THE CERTIFICATE OF
INCORPORATION, BY-LAWS OR OTHER ORGANIZATIONAL DOCUMENTS OF ANY CREDIT PARTY OR
ANY OF ITS SUBSIDIARIES.
SECTION 4.04.
LITIGATION AND CONTINGENT LIABILITIES.
THERE ARE NO ACTIONS,
SUITS OR PROCEEDINGS PENDING OR THREATENED IN WRITING INVOLVING PARENT BORROWER
OR ANY OF ITS SUBSIDIARIES (INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO THIS
AGREEMENT OR ANY OTHER CREDIT
65
DOCUMENT) THAT HAVE HAD, OR WOULD REASONABLY BE EXPECTED TO HAVE, EITHER
INDIVIDUALLY OR IN THE AGGREGATE, A MATERIAL ADVERSE EFFECT.
SECTION 4.05.
USE OF PROCEEDS; MARGIN REGULATIONS.
(A)
ALL PROCEEDS OF EACH
CREDIT EVENT SHALL BE UTILIZED FOR THE GENERAL CORPORATE AND WORKING CAPITAL
PURPOSES OF THE PARENT BORROWER AND ITS SUBSIDIARIES.
WITHOUT LIMITING THE
GENERALITY OF THE FOREGOING, TRANCHE 1 LETTERS OF CREDIT MAY BE ISSUED IN
SUPPORT OF LETTERS OF CREDIT OUTSTANDING UNDER THE EXISTING LC FACILITY.
(B)
NEITHER THE MAKING OF ANY LOAN HEREUNDER, THE ISSUANCE OF ANY
LETTER OF CREDIT NOR THE USE OF THE PROCEEDS THEREOF, WILL VIOLATE