BORROWER SHALL, AND SHALL CAUSE ITS SUBSIDIARIES TO, PROMPTLY TAKE
ALL ACTIONS NECESSARY TO PREVENT THE IMPOSITION OF ANY LIENS ON ANY OF THEIR
RESPECTIVE PROPERTIES ARISING OUT OF OR RELATED TO ANY ENVIRONMENTAL LAWS.
SECTION 6.11.
ERISA.
COMPLY IN ALL MATERIAL RESPECTS WITH THE
PROVISIONS OF ERISA TO THE EXTENT APPLICABLE TO ANY PLAN MAINTAINED FOR THE
EMPLOYEES OF THE BORROWER OR ANY ERISA AFFILIATE; DO OR CAUSE TO BE DONE ALL
SUCH ACTS AND THINGS THAT ARE REQUIRED TO MAINTAIN THE QUALIFIED STATUS OF EACH
PLAN AND TAX EXEMPT STATUS OF EACH TRUST FORMING PART OF SUCH PLAN; NOT INCUR
ANY MATERIAL ACCUMULATED FUNDING DEFICIENCY (WITHIN THE MEANING OF ERISA AND THE
REGULATIONS PROMULGATED THEREUNDER), OR ANY MATERIAL LIABILITY TO THE PBGC (AS
ESTABLISHED BY ERISA); NOT PERMIT ANY EVENT TO OCCUR AS DESCRIBED IN SECTION
4042 OF ERISA OR WHICH MAY RESULT IN THE IMPOSITION OF A LIEN ON ITS PROPERTIES
OR ASSETS; NOTIFY THE BANKS IN WRITING PROMPTLY AFTER IT HAS COME TO THE
ATTENTION OF SENIOR MANAGEMENT OF THE BORROWER OF THE ASSERTION OR THREAT OF ANY
REPORTABLE EVENT OR OTHER EVENT DESCRIBED IN SECTION 4042 OF ERISA (RELATING TO
THE SOUNDNESS OF A PLAN) OR THE PBGC'S ABILITY TO ASSERT A MATERIAL LIABILITY
AGAINST THE BORROWER OR IMPOSE A LIEN ON ITS, OR ANY ERISA AFFILIATES',
PROPERTIES OR ASSETS; AND REFRAIN FROM ENGAGING IN ANY PROHIBITED TRANSACTIONS
OR ACTIONS CAUSING POSSIBLE LIABILITY UNDER SECTION 5.02 OF ERISA.
SECTION 6.12.
ASSET BASE.
MAKE SUCH PREPAYMENTS, FROM TIME TO TIME, AS
REQUIRED BY SECTION 2.07 HEREOF SO THAT THE OUTSTANDING PRINCIPAL AMOUNT OF ALL
LOANS TO THE BORROWER HEREUNDER SHALL, AT NO TIME, EXCEED THE ASSET BASE.
SECTION 6.13.
TRADE ACCOUNTS PAYABLE.
PROMPTLY PAY WHEN DUE, OR IN
CONFORMITY WITH CUSTOMARY TRADE TERMS, ALL OF ITS TRADE ACCOUNTS PAYABLE, EXCEPT
FOR LATE PAYMENTS IN THE ORDINARY COURSE OF BUSINESS WITH RESPECT TO CONTRACTS
OF THE BORROWER OTHER THAN MATERIAL CONTRACTS, THE LATENESS OF WHICH PAYMENTS,
SINGLY OR IN THE AGGREGATE, WOULD NOT, AND WOULD NOT REASONABLY BE EXPECTED TO
HAVE, A MATERIAL ADVERSE EFFECT ON THE BORROWER OR THE WILLIS COMPANIES.
SECTION 6.14.
LIENS.
CAUSE THE LIENS GRANTED TO THE SECURITY AGENT
PURSUANT TO THE SECURITY DOCUMENTS TO AT ALL TIMES BE FIRST PRIORITY PERFECTED
LIENS.
SECTION 6.15.
PRESERVATION OF INTERNATIONAL INTERESTS. AT ITS EXPENSE,
CAUSE (I) THE REGISTRATION WITH THE INTERNATIONAL REGISTRY OF THE INTERNATIONAL
INTERESTS WITH RESPECT TO THE MORTGAGE AND EACH LEASE WITH A LESSEE DOMICILED OR
WITH ITS CHIEF EXECUTIVE OFFICE IN A CONTRACTING STATE AND (II) MAINTAIN THE
RIGHTS AND INTERNATIONAL INTERESTS OF THE ENGINE OWNER IN THE ENGINES OR
TURBOPROP ENGINES, AS AGAINST ANY THIRD PARTIES UNDER THE APPLICABLE LAWS OF ANY
JURISDICTION WITHIN THE UNITED STATES AND AS AGAINST ANY THIRD PARTIES IN ANY
CONTRACTING STATE UNDER THE CAPE TOWN CONVENTION.
THE BORROWER AGREES TO
FURNISH THE SECURITY AGENT WITH COPIES OF ALL DOCUMENTS RELATING TO THE
FOREGOING AND WITH RECORDING AND REGISTRATION DATA AS PROMPTLY AS PRACTICABLE
FOLLOWING