AFFAIRS AND FINANCIAL CONDITION OF SSCC AND THE
SUBSIDIARIES, OR COMPLIANCE WITH THE TERMS OF ANY LOAN DOCUMENT, AS ANY SENIOR
AGENT, THE ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 6.05.
LITIGATION AND OTHER NOTICES.
FURNISH TO EACH SENIOR AGENT, THE
ADMINISTRATIVE AGENT AND EACH LENDER WRITTEN NOTICE OF THE FOLLOWING PROMPTLY
UPON A RESPONSIBLE OFFICER OF SSCC OR ANY SUBSIDIARY OBTAINING KNOWLEDGE
THEREOF:
(A)
ANY EVENT OF DEFAULT OR DEFAULT, SPECIFYING THE NATURE AND EXTENT THEREOF
AND THE CORRECTIVE ACTION (IF ANY) TAKEN OR PROPOSED TO BE TAKEN WITH RESPECT
THERETO;
(B)
THE FILING OR COMMENCEMENT OF, OR ANY NOTICE TO SSCC OR ANY SUBSIDIARY OF
THE INTENTION OF ANY PERSON TO FILE OR COMMENCE, ANY ACTION, SUIT OR PROCEEDING
(WHETHER AT LAW OR IN EQUITY OR BY OR BEFORE ANY GOVERNMENTAL AUTHORITY OR ANY
ARBITRATOR) AGAINST SSCC OR ANY AFFILIATE THEREOF THAT, IF ADVERSELY DETERMINED,
COULD REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT;
(C)
ANY DEVELOPMENT THAT HAS RESULTED IN, OR COULD REASONABLY BE ANTICIPATED TO
RESULT IN, A MATERIAL ADVERSE EFFECT; AND
(D)
THE OCCURRENCE OF ANY ERISA EVENT THAT, ALONE OR TOGETHER WITH OTHER ERISA
EVENT, COULD REASONABLY BE EXPECTED TO RESULT IN LIABILITY OF SSCC OR ANY OF THE
SUBSIDIARIES IN AN AGGREGATE AMOUNT EXCEEDING U.S.$30,000,000.
SECTION 6.06.
MAINTAINING RECORDS; ACCESS TO PROPERTIES AND INSPECTIONS.
MAINTAIN ALL FINANCIAL RECORDS IN ACCORDANCE WITH U.S. GAAP OR CANADIAN GAAP, AS
APPLICABLE, AND PERMIT ANY REPRESENTATIVES DESIGNATED BY ANY SENIOR AGENT, THE
ADMINISTRATIVE AGENT OR ANY LENDER TO VISIT AND INSPECT THE PROPERTIES AND
FINANCIAL RECORDS OF SSCC AND ANY SUBSIDIARY DURING NORMAL BUSINESS HOURS AND
UPON REASONABLE NOTICE AND TO MAKE EXTRACTS FROM AND COPIES OF SUCH FINANCIAL
RECORDS (PROVIDED THAT, UNLESS AN EVENT OF DEFAULT SHALL HAVE OCCURRED AND IS
CONTINUING, NO MORE THAN THREE SUCH VISITS AND INSPECTIONS MAY BE MADE IN ANY
ONE YEAR) AND PERMIT ANY REPRESENTATIVES DESIGNATED BY ANY SENIOR AGENT, THE
ADMINISTRATIVE AGENT OR ANY LENDER TO DISCUSS AT SUCH REASONABLE TIMES AND AT
SUCH REASONABLE INTERVALS AS MAY BE REASONABLY REQUESTED THE AFFAIRS, FINANCES
AND CONDITION OF SSCC OR ANY SUBSIDIARY OR ANY PROPERTIES OF SSCC OR ANY
SUBSIDIARY WITH THE OFFICERS THEREOF AND (IN THE PRESENCE OF SSCC OR A
SUBSIDIARY, UNLESS A DEFAULT OR EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE
CONTINUING) INDEPENDENT
105
ACCOUNTANTS THEREFOR; PROVIDED, HOWEVER, THAT ALL SUCH VISITS, INSPECTIONS AND
INQUIRIES SHALL BE COORDINATED THROUGH THE SENIOR AGENTS.
SECTION 6.07.
USE OF PROCEEDS.
USE THE PROCEEDS OF LOANS AND REQUEST THE
ISSUANCE OF LETTERS OF CREDIT ONLY FOR THE PURPOSES SET FORTH IN THE
INTRODUCTORY STATEMENT TO THIS AGREEMENT.
NO PART OF THE PROCEEDS OF ANY LOAN
WILL BE USED, WHETHER DIRECTLY OR INDIRECTLY, FOR ANY PURPOSE THAT ENTAILS A
VIOLATION OF ANY OF THE REGULATIONS OF THE BOARD, INCLUDING REGULATIONS T, U AND
X.
SECTION 6.08.
COMPLIANCE WITH LAW.
COMPLY WITH THE REQUIREMENTS OF ALL
APPLICABLE LAWS (INCLUDING ENVIRONMENTAL LAWS), RULES, REGULATIONS AND DECREES,
DIRECTIVES AND