LTD., ANY REO AFFILIATE, ANY LATIN
AMERICAN ACQUISITION ENTITY OR EUROPEAN ACQUISITION ENTITY NOW OWNS OR, IN THE
CASE OF US PERSONS, LEASES OR AT ANY TIME IN THE FIVE (5) YEARS PRECEDING THE
EXECUTION DATE HAS OWNED OR LEASED ANY REAL PROPERTY.
NEITHER BORROWER, ANY
PRIMARY OBLIGOR, ANY PORTFOLIO ENTITY, ANY RELATED ENTITY, ANY IMMATERIAL
ENTITY, OR ANY OTHER LOAN PARTY HAS RECEIVED A SUMMONS, CITATION, NOTICE, OR
DIRECTIVE FROM THE ENVIRONMENTAL PROTECTION AGENCY OR ANY OTHER GOVERNMENTAL
AUTHORITY CONCERNING ANY ACTION OR OMISSION RESULTING IN THE RELEASING, OR
OTHERWISE DISPOSING OF HAZARDOUS WASTE OR HAZARDOUS SUBSTANCES INTO THE
ENVIRONMENT WITH RESPECT TO ANY REAL PROPERTY.
10.24
INVESTMENT COMPANY ACT AND PUBLIC UTILITY HOLDING COMPANY ACT.
NEITHER BORROWER NOR ANY PRIMARY OBLIGOR NOR ANY OTHER LOAN PARTY OR THE
ENTERING INTO OF ANY LOAN DOCUMENTS, NOR THE ISSUANCE OF THE NOTES IS SUBJECT TO
ANY OF THE PROVISIONS OF THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED.
NEITHER BORROWER, NOR ANY PRIMARY OBLIGOR OR ANY OTHER LOAN PARTY IS A "HOLDING
COMPANY" AS DEFINED IN THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935, AS
AMENDED, OR SUBJECT TO ANY OTHER FEDERAL OR STATE STATUTE OR REGULATION LIMITING
ITS ABILITY TO INCUR INDEBTEDNESS FOR MONEY BORROWED.
10.25
DISCLOSURE.
NEITHER THIS AGREEMENT NOR ANY OTHER LOAN DOCUMENT NOR
ANY STATEMENT, LIST, CERTIFICATE OR OTHER DOCUMENT OR INFORMATION, NOR ANY
SCHEDULES TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, DELIVERED OR TO BE
DELIVERED TO LENDERS OR AGENT, CONTAINS OR WILL CONTAIN ANY UNTRUE STATEMENT OF
A MATERIAL FACT OR OMITS OR WILL OMIT TO STATE A MATERIAL FACT NECESSARY TO MAKE
STATEMENTS CONTAINED HEREIN OR THEREIN, IN LIGHT OF THE CIRCUMSTANCES IN WHICH
THEY ARE MADE, NOT MISLEADING.
COPIES OF ALL DOCUMENTS DELIVERED TO LENDERS
AND/OR AGENT PURSUANT TO THIS SECTION 10 OR ANY OTHER PROVISION OF THIS
AGREEMENT ARE TRUE, CORRECT AND COMPLETE COPIES THEREOF AND INCLUDE ALL
AMENDMENTS, RESTATEMENTS, SUPPLEMENTS AND OTHER MODIFICATIONS THERETO AND
THEREOF.
10.26
QUALIFICATION.
(A)
SOLELY BY REASON OF (AND WITHOUT REGARD TO ANY OTHER ACTIVITIES OF
LENDERS AND/OR AGENT IN ANY STATE IN WHICH ASSETS OF THE BORROWER, ANY PRIMARY
OBLIGOR, ANY PORTFOLIO ENTITY, ANY RELATED ENTITY OR OTHER LOAN PARTY ARE
LOCATED) THE ENTERING INTO AND PERFORMANCE OF THIS AGREEMENT, THE NOTES, THE
OTHER LOAN DOCUMENTS AND THE DOCUMENTS, INSTRUMENTS AND AGREEMENTS DELIVERED IN
CONNECTION THEREWITH BY LENDERS AND/OR AGENT WILL NOT CONSTITUTE DOING BUSINESS
BY LENDERS AND/OR AGENT IN ANY OF SUCH STATES OR RESULT IN ANY LIABILITY OF
LENDERS AND/OR AGENT FOR TAXES OR OTHER GOVERNMENTAL CHARGES; AND QUALIFICATION
BY LENDERS AND/OR AGENT TO DO BUSINESS IN SUCH JURISDICTION IS NOT NECESSARY IN
CONNECTION WITH, AND THE FAILURE TO SO QUALIFY WILL NOT AFFECT, THE ENFORCEMENT
OF, OR EXERCISE OF ANY RIGHTS OR REMEDIES UNDER, ANY OF SUCH DOCUMENTS.
(B)
NO "BUSINESS ACTIVITY," "DOING BUSINESS" OR SIMILAR REPORT OR
NOTICE IS REQUIRED TO BE FILED BY THE LENDERS AND/OR AGENT IN ANY SUCH
JURISDICTION IN CONNECTION WITH THE LOANS OR THE