HAZARDOUS MATERIAL FOR
WHICH SUCH COMPANY IS OR MAY BE LIABLE; AND (D) IS IN VIOLATION OF ANY JUDGMENT
OR LITIGATION BASED UPON ENVIRONMENTAL LAWS, OR SUBJECT TO ANY SUCH JUDGMENT OR
LITIGATION; (II) EACH COMPANY (A) HAS, IN FULL FORCE AND EFFECT, ALL PERMITS,
LICENSES, APPROVALS AND OTHER AUTHORIZATIONS NECESSARY FOR THE USE AND OPERATION
OF ITS PROPERTY, INCLUDING, THE GENERATION, HANDLING, TREATMENT, STORAGE,
DISPOSAL, TRANSPORTATION OR RELEASE OF ANY HAZARDOUS MATERIAL; AND (B) IS IN
COMPLIANCE WITH ALL ENVIRONMENTAL LAWS, EXCEPT TO THE EXTENT THE FAILURE TO SO
COMPLY COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT OR TO
RESULT IN ANY ENVIRONMENTAL LIABILITY THAT COULD REASONABLY BE EXPECTED TO HAVE
A MATERIAL ADVERSE EFFECT; AND (III) ALL PROPERTIES OF EACH COMPANY ARE FREE
FROM ANY HAZARDOUS MATERIAL AND ENVIRONMENTAL LIENS.
THERE HAVE BEEN NO
ENVIRONMENTAL INVESTIGATIONS, STUDIES, AUDITS, TESTS, REVIEWS OR OTHER ANALYSES
CONDUCTED BY OR ON BEHALF OF, OR WHICH ARE IN THE POSSESSION OR KNOWLEDGE OF,
ANY COMPANY, OR ANY OF SUCH COMPANY'S PREDECESSORS, IN RELATION TO ANY PROPERTY
NOW OR PREVIOUSLY OWNED OR LEASED BY SUCH COMPANY, OR ANY OF SUCH COMPANY'S
PREDECESSORS, WHICH HAVE NOT BEEN (Y) MADE AVAILABLE TO ANY BANK OR ITS AGENTS,
EMPLOYEES OR CONTRACTORS; AND (Z) LISTED IN SCHEDULE 4.20.
NO COMPANY HAS
RECEIVED A NOTICE OF ANY ENVIRONMENTAL LIABILITY, ENVIRONMENTAL LIEN OR
ENVIRONMENTAL COMPLAINT OTHER THAN THOSE THAT HAVE BEEN PROVIDED TO THE AGENT
AND LISTED IN SCHEDULE 4.20.
SECTION 4.21
INSURANCE; CERTIFICATIONS.
THE INSURANCE CERTIFICATES
DELIVERED PURSUANT TO SECTION 3.1 ARE TRUE, CORRECT AND COMPLETE, AND THE
INSURANCE COVERAGE SET FORTH THEREIN COMPLIES IN ALL REGARDS WITH THE
REQUIREMENTS SET FORTH IN SECTION 5.10.
IN FURTHERANCE OF THE FOREGOING, BUT
NOT IN LIMITATION THEREOF, AND IN FURTHERANCE OF ALL OTHER MATTERS AS TO WHICH
CERTIFICATIONS ARE REQUIRED PURSUANT TO SECTION 3.1, ALL MATTERS CERTIFIED TO BY
EACH AND EVERY PERSON WHICH WERE EVIDENCED BY CERTIFICATES AND CERTIFICATIONS
REFERRED TO IN SECTION 3.1 WERE TRUE, CORRECT AND COMPLETE, AS SO CERTIFIED AND
RECEIVED BY THE AGENT AND EACH BANK, AS OF THE CLOSING DATE AND WERE CERTIFIED
BY OFFICERS OF EACH COMPANY, EACH OF WHOM WAS AUTHORIZED TO EXECUTE AND DELIVER
SUCH CERTIFICATE FOR AND ON BEHALF OF SUCH COMPANY.
ARTICLE 5
AFFIRMATIVE COVENANTS
Until payment in full of the Notes, the payment and performance of all other
Obligations, and so long as the Banks have any obligation hereunder to make any
Loans, each Borrower and
20
Parent Company will, and Parent Company will cause each Company to, punctually
and completely perform and observe each of the following covenants:
SECTION 5.1
FINANCIAL STATEMENTS, REPORTS AND DOCUMENTS.
EACH BORROWER
SHALL DELIVER THE FOLLOWING TO THE AGENT, IN FORM, SUBSTANCE AND SCOPE
SATISFACTORY TO AGENT AND OTHERWISE AS PROVIDED HEREIN:
(A)
MONTHLY STATEMENTS.
AS SOON AS AVAILABLE, AND IN ANY EVENT WITHIN
30 DAYS AFTER THE END OF EACH MONTH, COPIES OF THE CONSOLIDATED STATEMENTS OF
INCOME AND CASH FLOW AND CONSOLIDATING STATEMENTS OF INCOME OF