RESPECTIVE OWNERSHIP INTERESTS HELD BY
THE BORROWER OR OTHER SUBSIDIARIES, AND IDENTIFIES EACH SUBSIDIARY THAT IS A
DESIGNATED SUBSIDIARY ON AND AS OF THE RESTATEMENT EFFECTIVE DATE.
SECTION 3.08.
LITIGATION.
EXCEPT FOR ANY DISCLOSED MATTER, THERE IS NO
LITIGATION, ARBITRATION, GOVERNMENTAL INVESTIGATION, PROCEEDING OR INQUIRY
PENDING OR, TO THE KNOWLEDGE OF ANY OF THEIR OFFICERS, THREATENED AGAINST OR
AFFECTING THE BORROWER OR ANY SUBSIDIARY THAT, INDIVIDUALLY OR IN THE AGGREGATE,
COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
SECTION 3.09.
MATERIAL AGREEMENTS.
NEITHER THE BORROWER NOR ANY SUBSIDIARY IS
IN DEFAULT IN THE PERFORMANCE, OBSERVANCE OR FULFILLMENT OF ANY OF THE
OBLIGATIONS, COVENANTS OR CONDITIONS CONTAINED IN ANY AGREEMENT TO WHICH IT IS A
PARTY, WHICH DEFAULT COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT.
SECTION 3.10.
REGULATION U.
MARGIN STOCK CONSTITUTES, AND AT ALL TIMES WILL
CONSTITUTE, LESS THAN 25% OF THE ASSETS OF THE BORROWER AND THE SUBSIDIARIES
THAT ARE SUBJECT TO ANY LIMITATION ON SALE OR PLEDGE HEREUNDER.
SECTION 3.11.
INVESTMENT COMPANY ACT.
NEITHER THE BORROWER NOR ANY SUBSIDIARY
IS AN "INVESTMENT COMPANY" OR A COMPANY "CONTROLLED" BY AN "INVESTMENT COMPANY",
WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED.
SECTION 3.12.
USE OF PROCEEDS.
THE BORROWER WILL USE THE PROCEEDS OF THE LOANS
ONLY FOR WORKING CAPITAL AND OTHER GENERAL CORPORATE PURPOSES.
SECTION 3.13.
TAXES.
THE BORROWER AND EACH SUBSIDIARY (OTHER THAN THE EXCLUDED
SUBSIDIARY) HAVE FILED ALL UNITED STATES FEDERAL TAX RETURNS, IN THE CASE OF THE
BORROWER AND EACH DOMESTIC SUBSIDIARY, AND ALL OTHER TAX RETURNS WHICH ARE
REQUIRED TO BE FILED AND HAVE PAID ALL TAXES DUE PURSUANT TO SAID RETURNS OR
PURSUANT TO ANY ASSESSMENT RECEIVED BY THE BORROWER OR ANY SUCH SUBSIDIARY,
INCLUDING ALL FEDERAL AND STATE WITHHOLDING TAXES AND ALL TAXES REQUIRED TO BE
PAID PURSUANT TO APPLICABLE LAW, EXCEPT SUCH TAXES, IF ANY, AS ARE BEING
CONTESTED IN GOOD FAITH AND AS TO WHICH ADEQUATE RESERVES HAVE BEEN PROVIDED.
THE CHARGES, ACCRUALS AND RESERVES ON THE BOOKS OF THE BORROWER AND THE
CONSOLIDATED SUBSIDIARIES IN RESPECT OF ANY TAXES OR OTHER GOVERNMENTAL CHARGES
ARE ADEQUATE.
SECTION 3.14.
ACCURACY OF INFORMATION.
THE BORROWER HAS DISCLOSED TO THE
LENDERS ALL AGREEMENTS, INSTRUMENTS AND CORPORATE OR OTHER RESTRICTIONS TO WHICH
THE BORROWER OR ANY SUBSIDIARY IS SUBJECT, AND ALL OTHER MATTERS KNOWN TO THE
BORROWER, THAT, INDIVIDUALLY OR IN THE AGGREGATE, COULD REASONABLY BE EXPECTED
TO RESULT IN A MATERIAL
51
ADVERSE EFFECT.
NEITHER THE CONFIDENTIAL INFORMATION MEMORANDUM NOR ANY OF THE
OTHER REPORTS, FINANCIAL STATEMENTS, CERTIFICATES OR OTHER WRITTEN OR FORMALLY
PRESENTED INFORMATION FURNISHED BY OR ON BEHALF OF THE BORROWER OR ANY LOAN
PARTY TO THE AGENT OR ANY LENDER IN CONNECTION WITH THE NEGOTIATION OF THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT, INCLUDED HEREIN OR THEREIN OR FURNISHED
HEREUNDER OR THEREUNDER (IN EACH CASE TAKEN AS A WHOLE AND AS MODIFIED OR
SUPPLEMENTED BY OTHER INFORMATION SO FURNISHED) CONTAINS ANY MATERIAL
MISSTATEMENT OF FACT OR OMITS TO STATE ANY MATERIAL FACT