SUBSIDIARY AND
IDENTIFIES EACH SUBSIDIARY THAT IS A SUBSIDIARY LOAN PARTY, IN EACH CASE AS OF
THE CLOSING DATE.
SECTION 4.15.
INSOLVENCY. AFTER GIVING EFFECT TO THE
EXECUTION AND DELIVERY OF THE LOAN DOCUMENTS, THE MAKING OF THE LOANS UNDER THIS
AGREEMENT, NEITHER THE BORROWER NOR ITS SUBSIDIARIES WILL BE "INSOLVENT," WITHIN
THE MEANING OF SUCH TERM AS DEFINED IN § 101 OF TITLE 11 OF THE UNITED STATES
CODE, AS AMENDED FROM TIME TO TIME, OR BE UNABLE TO PAY ITS DEBTS GENERALLY AS
SUCH DEBTS BECOME DUE, OR HAVE AN UNREASONABLY SMALL CAPITAL TO ENGAGE IN ANY
BUSINESS OR TRANSACTION, WHETHER CURRENT OR CONTEMPLATED.
SECTION 4.16.
RESERVED.
SECTION 4.17.
OFAC. NO LOAN PARTY (I) IS A PERSON
WHOSE PROPERTY OR INTEREST IN PROPERTY IS BLOCKED OR SUBJECT TO BLOCKING
PURSUANT TO SECTION 1 OF EXECUTIVE ORDER 13224 OF SEPTEMBER 23, 2001 BLOCKING
PROPERTY AND PROHIBITING TRANSACTIONS WITH PERSONS WHO COMMIT, THREATEN TO
COMMIT, OR SUPPORT TERRORISM (66 FED. REG. 49079 (2001)), (II) ENGAGES IN ANY
DEALINGS OR TRANSACTIONS PROHIBITED BY SECTION 2 OF SUCH EXECUTIVE ORDER, OR IS
OTHERWISE ASSOCIATED WITH ANY SUCH PERSON IN ANY MANNER VIOLATIVE OF SECTION 2,
OR (III) IS A PERSON ON THE LIST OF SPECIALLY DESIGNATED NATIONALS AND BLOCKED
PERSONS OR SUBJECT TO THE LIMITATIONS OR PROHIBITIONS UNDER ANY OTHER U.S.
DEPARTMENT OF TREASURY'S OFFICE OF FOREIGN ASSETS CONTROL REGULATION OR
EXECUTIVE ORDER.
SECTION 4.18.
PATRIOT ACT. EACH LOAN PARTY IS IN
COMPLIANCE, IN ALL MATERIAL RESPECTS, WITH (I) THE TRADING WITH THE ENEMY ACT,
AS AMENDED, AND EACH OF THE FOREIGN ASSETS CONTROL REGULATIONS OF THE UNITED
STATES TREASURY DEPARTMENT (31 CFR, SUBTITLE B, CHAPTER V, AS AMENDED) AND ANY
OTHER ENABLING LEGISLATION OR EXECUTIVE ORDER RELATING THERETO, AND (II) THE
UNITING AND STRENGTHENING AMERICA BY PROVIDING APPROPRIATE TOOLS REQUIRED TO
INTERCEPT AND OBSTRUCT TERRORISM (USA PATRIOT ACT OF 2001). NO PART OF THE
PROCEEDS OF THE LOANS WILL BE USED, DIRECTLY OR INDIRECTLY, FOR ANY PAYMENTS TO
ANY GOVERNMENTAL OFFICIAL OR EMPLOYEE, POLITICAL PARTY, OFFICIAL OF A POLITICAL
PARTY, CANDIDATE FOR POLITICAL OFFICE, OR ANYONE ELSE ACTING IN AN OFFICIAL
CAPACITY, IN ORDER TO OBTAIN, RETAIN OR DIRECT BUSINESS OR OBTAIN ANY IMPROPER
ADVANTAGE, IN VIOLATION OF THE UNITED STATES FOREIGN CORRUPT PRACTICES ACT OF
1977, AS AMENDED.
SECTION 4.19.
DEBARMENT AND SUSPENSION. NO EVENT HAS
OCCURRED AND, TO THE KNOWLEDGE OF THE BORROWER, NO CONDITION EXISTS THAT IS
REASONABLY LIKELY TO RESULT IN THE DEBARMENT OR SUSPENSION OF A LOAN PARTY FROM
ANY CONTRACTING WITH THE GOVERNMENT, AND NO LOAN PARTY NOR ANY AFFILIATE OF A
LOAN PARTY HAS BEEN SUBJECT TO ANY SUCH DEBARMENT OR SUSPENSION PRIOR TO THE
DATE OF THIS AGREEMENT. THERE IS NO GOVERNMENT INVESTIGATION OR INQUIRY PENDING,
OR TO THE KNOWLEDGE OF THE BORROWER, THREATENED, AGAINST ANY LOAN PARTY
INVOLVING FRAUD, DECEPTION OR WILLFUL MISCONDUCT IN CONNECTION WITH ANY
GOVERNMENT CONTRACT OF A LOAN PARTY OR A SUBSIDIARY OR ANY ACTIVITIES OF ANY
LOAN PARTY OR ANY SUBSIDIARY.
55
SECTION 4.20.
SECURITY DOCUMENTS.