TO THE
CLOSING OF ANY PLANT OR OTHER FACILITY OF ANY SUCH PERSON (OTHER THAN, IN THE
CASE OF THIS CLAUSE (B), THOSE THAT WOULD NOT, IN THE AGGREGATE, HAVE A MATERIAL
ADVERSE EFFECT).
6.6
ERISA MATTERS.
THE BORROWER SHALL GIVE THE
ADMINISTRATIVE AGENT (A) ON OR PRIOR TO ANY FILING BY ANY ERISA AFFILIATE OF ANY
NOTICE OF INTENT TO TERMINATE ANY TITLE IV PLAN, A COPY OF SUCH NOTICE AND (B)
PROMPTLY, AND IN ANY EVENT WITHIN 10 DAYS, AFTER ANY RESPONSIBLE OFFICER OF ANY
ERISA AFFILIATE KNOWS OR HAS REASON TO KNOW THAT A REQUEST FOR A MINIMUM FUNDING
WAIVER UNDER SECTION 412 OF THE CODE HAS BEEN FILED WITH RESPECT TO ANY TITLE IV
PLAN OR MULTIEMPLOYER PLAN, A NOTICE (WHICH MAY BE MADE BY TELEPHONE IF PROMPTLY
CONFIRMED IN WRITING) DESCRIBING SUCH WAIVER REQUEST AND ANY ACTION THAT ANY
ERISA AFFILIATE PROPOSES TO TAKE WITH RESPECT THERETO, TOGETHER WITH A COPY OF
ANY NOTICE FILED WITH THE PBGC OR THE IRS PERTAINING THERETO.
6.7
ENVIRONMENTAL MATTERS.
(A) THE BORROWER SHALL
PROVIDE THE ADMINISTRATIVE AGENT NOTICE OF EACH OF THE FOLLOWING (WHICH MAY BE
MADE BY TELEPHONE IF PROMPTLY CONFIRMED BY THE ADMINISTRATIVE AGENT IN WRITING)
PROMPTLY AFTER ANY RESPONSIBLE OFFICER OF ANY GROUP MEMBER KNOWS OR HAS REASON
TO KNOW OF IT (AND, UPON REASONABLE
83
REQUEST OF THE ADMINISTRATIVE AGENT, DOCUMENTS AND INFORMATION IN CONNECTION
THEREWITH):
(I)(A) UNPERMITTED RELEASES, (B) THE RECEIPT BY ANY GROUP MEMBER OF
ANY MATERIAL NOTICE OF VIOLATION OF OR POTENTIAL LIABILITY OR SIMILAR NOTICE
UNDER ANY ENVIRONMENTAL LAW OR (C) THE COMMENCEMENT OF, OR ANY MATERIAL CHANGE
TO, ANY ACTION, INVESTIGATION, SUIT, PROCEEDING, AUDIT, CLAIM, DEMAND, DISPUTE
ALLEGING A VIOLATION OF OR LIABILITY UNDER ANY ENVIRONMENTAL LAW, THAT, FOR EACH
OF CLAUSES (A), (B) AND (C) ABOVE (AND, IN THE CASE OF CLAUSE (C), IF ADVERSELY
DETERMINED), IN THE AGGREGATE FOR EACH SUCH CLAUSE, COULD REASONABLY BE EXPECTED
TO RESULT IN ENVIRONMENTAL LIABILITIES IN EXCESS OF $2,000,000, (II) THE RECEIPT
BY ANY GROUP MEMBER OF NOTIFICATION THAT ANY PROPERTY OF ANY GROUP MEMBER IS
SUBJECT TO ANY LIEN IN FAVOR OF ANY GOVERNMENTAL AUTHORITY SECURING, IN WHOLE OR
IN PART, ENVIRONMENTAL LIABILITIES IN EXCESS OF $2,000,000 AND (III) ANY
PROPOSED ACQUISITION OR LEASE OF REAL PROPERTY (EXCEPT AS PART OF ANY PERMITTED
ACQUISITION) IF SUCH ACQUISITION OR LEASE WOULD HAVE A REASONABLE LIKELIHOOD OF
RESULTING IN AGGREGATE ENVIRONMENTAL LIABILITIES IN EXCESS OF $2,000,000.
(b)
Upon request of the Administrative Agent,
the Borrower shall provide the Administrative Agent a report containing an
update as to the status of any environmental, health or safety compliance,
hazard or liability issue identified in any document delivered to any Secured
Party pursuant to any Loan Document that the Administrative Agent reasonably
believes is likely to result in Material Environmental Liabilities.
6.8
OTHER INFORMATION.
THE BORROWER SHALL PROVIDE
THE ADMINISTRATIVE AGENT WITH SUCH OTHER DOCUMENTS AND INFORMATION WITH RESPECT
TO THE BUSINESS, PROPERTY, CONDITION (FINANCIAL OR OTHERWISE), LEGAL, FINANCIAL
OR CORPORATE OR SIMILAR AFFAIRS