None of the Borrowers sponsors, is obligated to contribute to, or is itself an “employee benefit plan,” as defined in [Section 3(3)] of ERISA, subject to Title I of ERISA, and none of the assets of any Borrower constitutes or will constitute, during the term of the Loan, “plan assets” of one or more such plans within the meaning of 29 C.F.R. Section 2510.3-101, as modified by [Section 3(42)] of ERISA. In addition, none of the Borrowers is a “governmental plan” within the meaning of [Section 3(32)] of ERISA.

Plan Assets; Prohibited Transactions. None of the Borrowers is an entity deemed to hold “plan assets” within the meaning of 29 C.F.R. § 2510.3-101, as modified by [Section 3(42)] of ERISA, of an employee benefit plan (as defined in Section 3(3) of ERISA) which is subject to Title I of ERISA or any plan (within the meaning of Section 4975 of the Code). ​ and its Subsidiaries have not engaged in any prohibited transaction within the meaning of [Section 406] of ERISA or Section 4975 of the Code which could reasonably be expected to result in liability, individually or in the aggregate, having a Material Adverse Effect; and neither the execution of this Agreement nor the making of Loans (assuming that the Lenders do not fund any of the Loans with any “plan assets” as defined under ERISA) hereunder give rise to a non-exempt prohibited transaction within the meaning of [Section 406] of ERISA or Section 4975 of the Code.