21.29
ENVIRONMENTAL
(A)
NO GROUP MEMBER HAS INCURRED ANY ENVIRONMENTAL LIABILITY, AND NO ACT OR
OMISSION HAS OCCURRED OR IS OCCURRING AND THERE IS NO CIRCUMSTANCE RELATING TO
ANY GROUP MEMBER'S ASSETS, OPERATIONS OR BUSINESS WHICH HAS GIVEN RISE OR IS
REASONABLY LIKELY TO GIVE RISE TO AN ENVIRONMENTAL LIABILITY AFFECTING ANY GROUP
MEMBER'S ASSETS, OPERATIONS OR BUSINESS WHICH IN EACH CASE ABOVE HAS OR IS
REASONABLY LIKELY TO HAVE A MATERIAL ADVERSE EFFECT.
(B)
IT AND EACH OF ITS SUBSIDIARIES AND AFFILIATES IS IN COMPLIANCE, AND HAS
AT ALL TIMES COMPLIED, WITH ALL ENVIRONMENTAL HEALTH AND SAFETY LAWS (WHICH
COMPLIANCE INCLUDES OBTAINING, MAINTAINING AND COMPLYING WHERE FAILURE TO DO SO
WOULD HAVE OR IS REASONABLY LIKELY TO HAVE A MATERIAL ADVERSE EFFECT.
21.30
NO VIOLATION OF US MARGIN REGULATIONS
THE BORROWINGS MADE UNDER ANY FINANCE DOCUMENT, AND THE USE OF PROCEEDS THEREOF,
WILL NOT VIOLATE, OR GIVE RISE TO A VIOLATION OF, THE US MARGIN REGULATIONS
(BEING REGULATIONS T, U AND X OF THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE
SYSTEM OF THE UNITED STATES FROM TIME TO TIME IN FORCE, 12 CFR, PARTS 220, 221
AND 224, RESPECTIVELY).
21.31
US INVESTMENT COMPANY ACT
NONE OF THE OBLIGORS NOR ANY OF THEIR AFFILIATES IS, AND EACH OBLIGOR SHALL
ENSURE THAT NEITHER IT NOR ANY OF ITS AFFILIATES SHALL BECOME, AN "INVESTMENT
COMPANY" OR A COMPANY "CONTROLLED" BY AN "INVESTMENT COMPANY", AS DEFINED IN, OR
SUBJECT TO RULES AND REGULATIONS PROMULGATED UNDER, THE US INVESTMENT COMPANY
ACT OF 1940.
21.32
FRAUDULENT TRANSFERS
IN RESPECT OF ANY OBLIGOR THAT IS A US PERSON, AND AFTER TAKING ACCOUNT SUPPORT
FROM THE PARENT OR ANY OTHER MEMBER OF THE GROUP WHICH THE DIRECTORS OR
OFFICERS
OF THAT OBLIGOR REASONABLY BELIEVE IS ASSURED, THE AGGREGATE AMOUNT OF
ITS DEBTS (INCLUDING ITS OBLIGATIONS UNDER THE FINANCE DOCUMENTS) IS LESS THAN
THE AGGREGATE VALUE OF ITS ASSETS; ITS CAPITAL IS NOT UNREASONABLY SMALL TO
CARRY ON ITS BUSINESS AS IT IS BEING CONDUCTED; IT HAS NOT INCURRED AND DOES NOT
INTEND TO INCUR DEBTS BEYOND ITS ABILITY TO PAY AS THEY MATURE; AND IT HAS NOT
MADE A TRANSFER OR INCURRED ANY OBLIGATION UNDER ANY FINANCE DOCUMENT WITH THE
INTENT TO HINDER, DELAY OR DEFRAUD ANY OF ITS PRESENT OR FUTURE CREDITORS.
109
21.33
ERISA
EXCEPT AS COULD NOT REASONABLY BE EXPECTED, INDIVIDUALLY OR IN THE AGGREGATE, TO
HAVE A MATERIAL ADVERSE EFFECT:
(A)
THE PARENT AND EACH OTHER MEMBER OF THE ERISA GROUP ARE IN COMPLIANCE
WITH ANY APPLICABLE PROVISIONS OF ERISA AND THE INTERNAL REVENUE CODE WITH
RESPECT TO ALL BENEFIT ARRANGEMENTS, PLANS, AND MULTIEMPLOYER PLANS. THERE HAS
BEEN NO NON-EXEMPT PROHIBITED TRANSACTION WITH RESPECT TO ANY BENEFIT
ARRANGEMENT OR ANY PLAN OR, TO THE KNOWLEDGE OF THE PARENT, WITH RESPECT TO ANY
MULTIEMPLOYER PLAN OR MULTIPLE EMPLOYER PLAN, WHICH COULD RESULT IN ANY
LIABILITY OF THE PARENT OR ANY OTHER MEMBER OF THE ERISA GROUP. THE PARENT AND
ALL OTHER MEMBERS OF THE ERISA GROUP HAVE MADE WHEN DUE ANY AND