Common use of Year 2000 Matters Clause in Contracts

Year 2000 Matters. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) any computer systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface, and the testing of all such systems and other equipment as so reprogrammed or replaced, will be completed by October 31, 1999. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower Company or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interfaceothers), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October 31January 1, 1999, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect. The costs to Holdings, the Borrower Company and its Restricted Subsidiaries, taking into account the information systems upgrade that the Company and its Subsidiaries are engaged in as of the date hereof, that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to aboveabove and taking into account the information systems upgrade that the Company and its Subsidiaries are engaged in as of the date hereof, the computer systems of Holdings, the Borrower Company and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any Except as otherwise disclosed in the Borrower's most recent Form 10Q filed with Securities and Exchange Commission, any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the each Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the each Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be have been completed by October 31December 1, 1999. The costs to Holdings, the each Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the each Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any To the Borrower's knowledge, any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, otherwise controlled and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October 31September 30, 19991999 except for such failure to reprogram or test which would not reasonably be expected to have a Material Adverse Effect. The To the Borrower's knowledge, the costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will are expected to continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted, except for such insufficiencies as would not reasonably be expected to have a Material Adverse Effect.

Year 2000 Matters. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required material to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October 31, 1999. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other material computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries material to each of their respective businesses are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any To the extent that the failure to do so ----------------- could reasonably be expected to result in a Material Adverse Effect, (a) any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower Company or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower Company or any of its Restricted Subsidiaries interfaceinterface and which are material to the conduct, in the ordinary course, of business of the Company or any Subsidiary), and (b) the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October December 31, 1999. The costs to Holdings, the Borrower Company and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower Company and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, reasonably sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface, and the ) has been completed. The testing of all such systems and other equipment as so reprogrammed or replaced, will be completed by October 31at such times, 1999and to the extent necessary, so as to avoid a Material Adverse Effect. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the The computer systems of Holdings, the Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any In order to avoid a material adverse effect on the Borrower and its Subsidiaries taken as a whole, any reprogramming or systems replacement required to permit the proper functioning in all material respects (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 2000, of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including, to the Borrower's knowledge, any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October December 31, 1999. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effectmaterial adverse effect on the Borrower and its Subsidiaries taken as a whole. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to bebe in all material respects, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business, and the testing of all such systems as so reprogrammed or replaced, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October 31, 19991999 to the extent the failure to so reprogram and test would reasonably be expected to have a Material Adverse Effect. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment containing embedded microchips due to the occurrence of the year 2000 could would not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.

Year 2000 Matters. Any reprogramming or systems replacement required to permit the ----------------- proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of computer systems and other equipment containing embedded microchips, in either case owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their businessof, and the testing of all such systems as so reprogrammed or replacedmaterial to, will be completed by June 30, 1999. Any reprogramming or systems replacement required to permit the proper functioning (but only to the extent that such proper functioning would otherwise be impaired by the occurrence of the year 2000) in and following the year 2000 of (i) equipment containing embedded microchips (other than computer systems) owned or operated by Holdings, the Borrower or any of its Restricted Subsidiaries or used or relied upon in the conduct of their business and (ii) including any computer such systems and other equipment containing embedded microchips supplied by others or with which the computer systems of Holdings, the Borrower or any of its Restricted Subsidiaries interface), and the testing of all such systems and other equipment as so reprogrammed or replacedreprogrammed, will be completed by October 31September 30, 1999. The costs to Holdings, the Borrower and its Restricted Subsidiaries that have not been incurred as of the date hereof for such reprogramming or replacement and testing and for the other reasonably foreseeable consequences to them of any improper functioning of other computer systems and equipment material to the conduct of their respective businesses containing embedded microchips due to the occurrence of the year 2000 could not reasonably be expected to result in a Default or Event of Default or to have a Material Adverse Effect. Except for any reprogramming or replacement referred to above, the computer systems of Holdings, the Borrower and its Restricted Subsidiaries material to each of their respective businesses are and, with ordinary course upgrading and maintenance, will continue for the term of this Agreement to be, sufficient for the conduct of their business as currently conducted.