GENERAL44265

• Permit No: M1977376
• IBM Index Class Name: General Documents
• Doc Name: COVENANT SUPPLEMETN TO ACCOUNTS FINANCING AGREEMENT SECURITY AGREEMENT
• Media Type: D
• Archive: No

(b) Without limiting the generality of the foregoing,
the loans,, advances and other financial accommodations otherwise
available to Borrower pursuant to the Agreement shall be subject
to a reserve for the amount of all claims for all outstaiidinq and
unpaid administrative expenses or other claims which are or may be
senior to Congress' administrative claims or liens in the property
of Borrower's estate pursuant to the Financing Order, as amended
(including, but not limited to, the allowed administrative claims
for professional persons and the fees of the United States Trustee
referred to in Section 2.12 below), or otherwise.
2.10 Compliance with other Agreements and Applicab:Le Law.
(a) Borrower is not in default in any respect under any
agreement, document or instrument to which it is a party or by
which it may be bound, as of the date of this Agreement, except as
set forth on Exhibit E hereto and/or such defaults existi.nq as of
the date hereof for the breach of a provision of any such
agreement, document or instrument relating to the commencement of
the Chapter 21 Case. Neither the execution and delivery of this
Agreement or any of the other Financing Agreements, or any of the
instruments and documents to be delivered pursuant hereto or
thereto, nor the consummation of the transaction herein or therein
contemplated, nor compliance with the provisions hereof or
thereof, will violate any law or regulation, or any order or
decree of any court or governmental instrumentality in any
respect, or will conflict with, or result in the breach of, or
constitute a default under any other agreement, document or
instrument to which Borrower is a party or by which it may be
bound (except as set forth on Exhibit E), or result in the
creation or imposition of any lien, charge or encumbrance upon any
of the property of Borrower (except as contemplated hereunder or
under the other Financing Agreements) or violate any provision of
Borrower's Certificate of Incorporation or By-Laws.
(b) Borrower is in compliance in all respects with the
requirements of all applicable laws, rules, regulations and orders
of any governmental authority relating to its business (including,
without limitation, those set forth in or promulgated pursuant to
the Employee Retirement Income Security Act of 1974, the Internal
Revenue Code of 1986, the Securities Act of 1933, the Securities
Exchange Act of 1934, as each of the same has heretofore or may
hereafter be amended, recodified, modified or supplemented),
except as set forth in Exhibit E, the failure to comply with which
could have a material adverse affect on its business.
2.11 Financing Order. The Financing Order has been duly
entered, is valid, subsisting and continuing and has not been
vacated, modified, reversed on appeal, or vacated or modified by
any Bankruptcy Judge or District Court Judge and is not subject to
any pending appeal or stay.
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