Partnership, or any LLC or any of their respective Properties is subject which,
if enforced, would have a material adverse effect on the Borrower, or such
Subsidiaries, or any Partnership, or any LLC. Neither Borrower, nor any
Subsidiary, which acts as a general partner in a Partnership, nor any
Partnership, nor any LLC has failed to obtain any license, permit, franchise,
or other governmental authorization necessary to the ownership of any of their
Properties or to the conduct of their respective business. All improvements on
the real estate owned by, leased to or used by Borrower, or any Subsidiary
which acts as a general partner in any Partnership, or any Partnership, or any
LLC conform in all material respects to all applicable state and local laws,
zoning and building ordinances and health and safety ordinances, and such real
estate is zoned for the various purposes for which such real estate and
improvements thereon are presently being used.
Section 4.15 ERISA. Borrower, each Subsidiary, each Partnership, and
each LLC are in compliance in all material respects with the applicable
provisions of ERISA. Neither Borrower, nor any Subsidiary, nor any Partnership,
nor any LLC has incurred any "accumulated funding deficiency" within the
meaning of ERISA which is material, and Borrower has not incurred any material
liability to PBGC in connection with any Plan.
Section 4.16 Subsidiaries, Etc. The names, addresses of registered
offices, and states of incorporation of Borrower's Subsidiaries are attached
hereto as Exhibit F. Borrower owns a majority interest of all of the Voting
Stock of each Subsidiary and its ownership interest is noted on Exhibit F. The
Borrower uses no trade names.
The names, addresses of registered offices, and states of formation of
the Partnerships and LLC's are attached hereto as Exhibit G.
Section 4.17 No Material Misstatements. No information, exhibit, or
report furnished or to be furnished by Borrower to Agent or to Lenders in
connection with this Agreement, contain as of the date thereof, or will contain
as of the Closing Date, any material misstatement of fact or failed or will
fail to state any material fact, the omission of which would render the
statements therein materially false or misleading.
Section 4.18 Investment Company Act. Neither Borrower, nor any
Subsidiary, nor any Partnership, nor any LLC 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 4.19 Use of Proceeds; Purpose of the Credit. Borrower has used
and will use proceeds from the Term Notes and the