PAYMENT TO ANY PLAN OR MULTIEMPLOYER PLAN OR IN RESPECT OF ANY
BENEFIT ARRANGEMENT, OR MADE ANY AMENDMENT TO ANY PLAN OR BENEFIT ARRANGEMENT,
WHICH HAS RESULTED OR COULD RESULT IN THE IMPOSITION OF A LIEN OR THE POSTING OF
A BOND OR OTHER SECURITY UNDER ERISA OR THE INTERNAL REVENUE CODE OR (III)
INCURRED ANY LIABILITY UNDER TITLE IV OF ERISA OTHER THAN A LIABILITY TO THE
PBGC FOR PREMIUMS UNDER SECTION 4007 OF ERISA.
SECTION 4.09.
TAXES.
THE BORROWER AND ITS SUBSIDIARIES HAVE FILED ALL
UNITED STATES FEDERAL INCOME TAX RETURNS, AND THE BORROWER AND ITS SIGNIFICANT
SUBSIDIARIES HAVE FILED ALL OTHER MATERIAL TAX RETURNS, WHICH ARE REQUIRED TO BE
FILED BY THEM AND HAVE PAID ALL TAXES DUE PURSUANT TO SUCH RETURNS OR PURSUANT
TO ANY ASSESSMENT RECEIVED BY THE BORROWER OR ANY SIGNIFICANT SUBSIDIARY EXCEPT
WHERE THE PAYMENT OF ANY SUCH TAXES IS BEING CONTESTED IN GOOD FAITH BY
APPROPRIATE PROCEEDINGS. THE UNITED STATES FEDERAL INCOME TAX RETURNS OF THE
BORROWER AND ITS SUBSIDIARIES FOR THE FISCAL YEARS THROUGH JULY 29, 2000 ARE NOT
UNDER EXAMINATION BY THE UNITED STATES INTERNAL REVENUE SERVICE.
THE STATUTE OF
LIMITATIONS PERIOD FOR ASSESSMENT OF SUCH RETURNS HAS CLOSED AND NO EXTENSIONS
OF THE LIMITATIONS PERIOD HAVE BEEN REQUESTED OR GRANTED.
THE CHARGES, ACCRUALS
AND RESERVES ON THE BOOKS OF THE BORROWER AND ITS CONSOLIDATED SUBSIDIARIES IN
RESPECT OF TAXES OR OTHER GOVERNMENTAL CHARGES ARE, IN THE OPINION OF THE
BORROWER, ADEQUATE.
36
SECTION 4.10.
ENVIRONMENTAL MATTERS.
THE BORROWER HAS REASONABLY
CONCLUDED THAT THE COSTS OF COMPLIANCE WITH ENVIRONMENTAL LAWS ARE UNLIKELY TO
HAVE A MATERIAL ADVERSE EFFECT ON THE BUSINESS, FINANCIAL CONDITION OR RESULTS
OF OPERATIONS OF THE BORROWER AND ITS CONSOLIDATED SUBSIDIARIES, CONSIDERED AS A
WHOLE.
ARTICLE V
COVENANTS
The Borrower agrees that, so long as any Lender has any Credit Exposure
hereunder:
SECTION 5.01.
FURNISHING OF FINANCIAL DATA AND CERTIFICATES.
THE
BORROWER WILL DELIVER TO EACH OF THE LENDERS:
(A)
AS SOON AS PRACTICABLE, AND IN ANY EVENT WITHIN 45 DAYS AFTER THE
CLOSE OF EACH OF THE FIRST THREE QUARTERS OF EACH FISCAL YEAR OF THE BORROWER,
(I) THE CONDENSED CONSOLIDATED BALANCE SHEET OF THE BORROWER AND ITS
CONSOLIDATED SUBSIDIARIES AS AT THE END OF SUCH QUARTER, (II) THE CONDENSED
CONSOLIDATED STATEMENT OF OPERATIONS OF THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES FOR SUCH QUARTER AND FOR THE PORTION OF SUCH FISCAL YEAR TO AND
INCLUDING SUCH QUARTER AND (III) THE CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS OF THE BORROWER AND ITS CONSOLIDATED SUBSIDIARIES FOR THE PORTION OF SUCH
FISCAL YEAR TO AND INCLUDING SUCH QUARTER, EACH OF THE FOREGOING TO SET FORTH IN
COMPARATIVE FORM THE CORRESPONDING FIGURES OF THE PREVIOUS YEAR AND TO BE IN
REASONABLE DETAIL AND CERTIFIED BY A FINANCIAL OFFICER OF THE BORROWER, SUBJECT
TO YEAR-END AUDIT ADJUSTMENTS; PROVIDED THAT DELIVERY BY THE BORROWER WITHIN THE
TIME PERIOD SPECIFIED ABOVE OF ITS QUARTERLY REPORTS ON FORM 10-Q SHALL BE
DEEMED COMPLIANCE WITH THIS PROVISION;
(B)
AS SOON AS PRACTICABLE, AND IN