REQUIRE, THE CREATION OR IMPOSITION OF ANY LIEN (OTHER THAN THE LIEN OF THE
SECURITY AGREEMENT) UPON OR WITH RESPECT TO ANY OF THE PROPERTIES NOW OWNED OR
HEREAFTER ACQUIRED BY THE BORROWER.
SECTION 4.3
LEGAL AGREEMENTS.
THIS AGREEMENT CONSTITUTES AND, UPON
DUE EXECUTION BY THE BORROWER, THE OTHER LOAN DOCUMENTS WILL CONSTITUTE THE
LEGAL, VALID AND BINDING OBLIGATIONS OF THE BORROWER, ENFORCEABLE AGAINST THE
BORROWER IN ACCORDANCE WITH THEIR RESPECTIVE TERMS, SUBJECT TO APPLICABLE
BANKRUPTCY, REORGANIZATION, INSOLVENCY, MORATORIUM, AND OTHER SIMILAR LAWS
AFFECTING CREDITORS RIGHTS GENERALLY FROM TIME TO TIME IN EFFECT AND TO GENERAL
PRINCIPLES OF EQUITY.
SECTION 4.4
LITIGATION.
THERE ARE NO ACTIONS, SUITS OR PROCEEDINGS
PENDING OR, TO THE BORROWER'S KNOWLEDGE, THREATENED AGAINST OR AFFECTING THE
BORROWER OR ANY OF ITS AFFILIATES OR THE PROPERTIES OF THE BORROWER OR ANY OF
ITS AFFILIATES BEFORE ANY COURT OR GOVERNMENTAL DEPARTMENT, COMMISSION, BOARD,
BUREAU, AGENCY OR INSTRUMENTALITY, DOMESTIC OR FOREIGN, WHICH, IF DETERMINED
ADVERSELY TO THE BORROWER OR ANY OF ITS AFFILIATES, WOULD HAVE A MATERIAL
ADVERSE EFFECT ON THE FINANCIAL CONDITION, PROPERTIES OR OPERATIONS OF THE
BORROWER OR ANY OF ITS AFFILIATES.
SECTION 4.5
TAXES.
THE BORROWER AND ITS AFFILIATES HAVE PAID OR
CAUSED TO BE PAID TO THE PROPER AUTHORITIES WHEN DUE ALL FEDERAL, STATE AND
LOCAL TAXES REQUIRED TO BE WITHHELD BY EACH OF THEM.
THE BORROWER AND ITS
AFFILIATES HAVE FILED ALL FEDERAL, STATE AND LOCAL TAX RETURNS WHICH TO THE
KNOWLEDGE OF THE OFFICERS OF THE BORROWER OR ANY AFFILIATE, AS THE CASE MAY BE,
ARE REQUIRED TO BE FILED, AND THE BORROWER AND ITS AFFILIATES HAVE PAID OR
CAUSED TO BE PAID TO THE RESPECTIVE TAXING AUTHORITIES ALL TAXES AS SHOWN ON
SAID RETURNS OR ON ANY ASSESSMENT RECEIVED BY ANY OF THEM TO THE EXTENT SUCH
TAXES HAVE BECOME DUE.
SECTION 4.6
DEFAULT.
THE BORROWER IS IN COMPLIANCE WITH ALL
PROVISIONS OF ALL AGREEMENTS, INSTRUMENTS, DECREES AND ORDERS TO WHICH IT IS A
PARTY OR BY WHICH IT OR ITS PROPERTY IS BOUND OR AFFECTED, THE BREACH OR DEFAULT
OF WHICH COULD HAVE A MATERIAL ADVERSE EFFECT.
8
ARTICLE V
COVENANTS
So long as the Obligations shall remain unpaid, or the Credit Facility shall
remain outstanding, the Borrower will comply with the following requirements,
unless the Lender shall otherwise consent in writing:
SECTION 5.1
COMPLIANCE WITH LAWS.
THE BORROWER SHALL (A) COMPLY
WITH THE REQUIREMENTS OF APPLICABLE LAWS AND REGULATIONS, THE NON-COMPLIANCE
WITH WHICH WOULD MATERIALLY AND ADVERSELY AFFECT ITS BUSINESS OR ITS FINANCIAL
CONDITION AND (B) USE AND KEEP ITS ASSETS, ONLY FOR LAWFUL PURPOSES, WITHOUT
VIOLATION OF ANY FEDERAL, STATE OR LOCAL LAW, STATUTE OR ORDINANCE.
SECTION 5.2
PAYMENT OF TAXES AND OTHER CLAIMS.
THE BORROWER WILL
PAY OR DISCHARGE, WHEN DUE, (A) ALL TAXES, ASSESSMENTS AND GOVERNMENTAL CHARGES
LEVIED OR IMPOSED UPON IT OR UPON ITS INCOME OR PROFITS, UPON ANY PROPERTIES
BELONGING TO IT (INCLUDING THE COLLATERAL, AS DEFINED IN THE SECURITY AGREEMENT)
OR UPON OR AGAINST THE CREATION, PERFECTION OR CONTINUANCE OF THE SECURITY
INTEREST