Common use of Assets; Insurance Clause in Contracts

Assets; Insurance. The PBF Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBF’s past practices. All Assets that are material to PBF’s business on a consolidated basis, held under leases or subleases by any of the PBF Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF or PBF Bank or, to the Knowledge of PBF or PBF Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF Companies or in which any PBF Company has any ownership or leasehold interest. Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF Company. None of the PBF Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBF. As to each parcel of real property owned or used by any PBF Company, no PBF Company has received notice of any pending or, to the Knowledge of each of the PBF Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF Companies include all assets required to operate the business of the PBF Companies as now conducted. The policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF Companies, and PBF has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF FCB Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF FCB Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF FCB Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFFCB’s past practices. All Assets that are material to PBFFCB’s business on a consolidated basis, held under leases or subleases by any of the PBF FCB Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF FCB or PBF FCB Bank or, to the Knowledge of PBF FCB or PBF FCB Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF FCB Companies or in which any PBF FCB Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF FCB Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF FCB Company. None of the PBF FCB Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFFCB. As to each parcel of real property owned or used by any PBF FCB Company, no PBF FCB Company has received notice of any pending or, to the Knowledge of each of the PBF FCB Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF FCB Companies include all assets required to operate the business of the PBF FCB Companies as now conducted. The policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF FCB Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF FCB Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF FCB Companies, and PBF FCB has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF FCB Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF Except as set forth on Schedule 5.10, the BANK Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF BANK Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF BANK Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFBANK’s past practices. All Assets that are material to PBFBANK’s business on a consolidated basis, held under leases or subleases by any of the PBF BANK Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF or PBF Bank BANK or, to the Knowledge of PBF or PBF BankBANK, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF BANK Companies or in which any PBF BANK Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF BANK Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF BANK Company. None of the PBF BANK Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFBANK. As to each parcel of real property owned or used by any PBF BANK Company, no PBF BANK Company has received notice of any pending or, to the Knowledge of each of the PBF BANK Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s materialmens’ liens. The Assets of the PBF BANK Companies include all assets required to operate the business of the PBF BANK Companies as now conducted. The policies of fire, theft, liability liability, D&O and other insurance maintained with respect to the Assets or businesses of the PBF BANK Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF BANK Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF BANK Companies, and PBF BANK has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF Company has Knowledge of any fact or condition presently existing that might form the basis of any such claimTIB.

Assets; Insurance. The PBF Except as set forth on Schedule 5.10, the United Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF United Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF United Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFUnited’s past practices. All Assets that are material to PBFUnited’s business on a consolidated basis, held under leases or subleases by any of the PBF United Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF or PBF Bank United or, to the Knowledge of PBF or PBF Bankeach United Company, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF United Companies or in which any PBF United Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF United Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF United Company. None of the PBF United Companies has violatedviolated since March 1, 2010 (or, to the Knowledge of each United Company, prior to March 1, 2010), or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFUnited. As to each parcel of real property owned or used by any PBF United Company, no PBF United Company has received notice of any pending or, to the Knowledge of each of the PBF United Companies, threatened condemnation proceedings, litigation Litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF United Companies include all assets required to operate the business of the PBF United Companies as now conducted. The policies of fire, theft, liability liability, D&O and other insurance maintained with respect to the Assets or businesses of the PBF United Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF United Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF United Companies, and PBF United has provided true and correct copies of each such policy to ANBNCC. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF United Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF Except as set forth on Schedule 5.10, the IRBC Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF IRBC Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF IRBC Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBF’s IRBC's past practices. All Assets that are material to PBF’s IRBC's business on a consolidated basis, held under leases or subleases by any of the PBF IRBC Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ ' rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF IRBC or PBF IRBC Bank or, to the Knowledge of PBF IRBC or PBF IRBC Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF IRBC Companies or in which any PBF IRBC Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF IRBC Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF IRBC Company. None of the PBF IRBC Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFIRBC. As to each parcel of real property owned or used by any PBF IRBC Company, no PBF IRBC Company has received notice of any pending or, to the Knowledge of each of the PBF IRBC Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s 's or materialmen’s 's liens. The Assets of the PBF IRBC Companies include all assets required to operate the business of the PBF IRBC Companies as now conducted. The Schedule 5.10(c) contains a list of all policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF IRBC Companies, and PBF IRBC has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF Except as set forth on Schedule 5.10, the FPFI Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF FPFI Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF FPFI Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFFPFI’s past practices. All Assets that are material to PBFFPFI’s business on a consolidated basis, held under leases or subleases by any of the PBF FPFI Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF or PBF Bank FPFI or, to the Knowledge of PBF or PBF Bankeach FPFI Company, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF FPFI Companies or in which any PBF FPFI Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF FPFI Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF FPFI Company. None of the PBF FPFI Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBF. As to each parcel of real property owned or used by any PBF Company, no PBF Company has received notice of any pending or, to the Knowledge of each of the PBF Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF Companies include all assets required to operate the business of the PBF Companies as now conducted. The policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF Companies, and PBF has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.ordinance

Assets; Insurance. The PBF Except as set forth on Schedule 5.10, the IRBC Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF IRBC Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF IRBC Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFIRBC’s past practices. All Assets that are material to PBFIRBC’s business on a consolidated basis, held under leases or subleases by any of the PBF IRBC Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF IRBC or PBF IRBC Bank or, to the Knowledge of PBF IRBC or PBF IRBC Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF IRBC Companies or in which any PBF IRBC Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF IRBC Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF IRBC Company. None of the PBF IRBC Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would Table of Contents have a Material Adverse Effect on PBFIRBC. As to each parcel of real property owned or used by any PBF IRBC Company, no PBF IRBC Company has received notice of any pending or, to the Knowledge of each of the PBF IRBC Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF IRBC Companies include all assets required to operate the business of the PBF IRBC Companies as now conducted. The Schedule 5.10(c) contains a list of all policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF IRBC Companies, and PBF IRBC has provided true and correct copies of each such policy to ANB. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bonds, and no PBF Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF HBI Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF HBI Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF HBI Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFHBI’s past practices. All Assets that are material to PBFHBI’s business on a consolidated basis, held under leases or subleases by any of the PBF HBI Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF HBI or PBF HBI Bank or, to the Knowledge of PBF HBI or PBF HBI Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF HBI Companies or in which any PBF HBI Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF HBI Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF HBI Company. None of the PBF HBI Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFHBI. As to each parcel of real property owned or used by any PBF HBI Company, no PBF HBI Company has received notice of any pending or, to the Knowledge of each of the PBF HBI Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF HBI Companies include all assets required to operate the business of the PBF HBI Companies as now conducted. The In the reasonable opinion of the HBI Companies, the policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF HBI Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF HBI Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF HBI Companies, and PBF HBI has provided true and correct copies of each such policy to ANBJBI. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bondsbonds since January 1, 2005, and no PBF HBI Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.

Assets; Insurance. The PBF VBI Companies have marketable title, free and clear of all Liens, to all of their respective Assets. One of the PBF VBI Companies has good and marketable fee simple title to the real property described in Schedule 5.10(a) and has an enforceable leasehold interest in the real property described in Schedule 5.10(b), in each case if any, free and clear of all Liens. All tangible real and personal properties and Assets used in the businesses of the PBF VBI Companies are in good condition, reasonable wear and tear excepted, and are usable in the ordinary course of business consistent with PBFVBI’s past practices. All Assets that are material to PBFVBI’s business on a consolidated basis, held under leases or subleases by any of the PBF VBI Companies are held under valid Contracts enforceable in accordance with their respective terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceedings may be brought), and each such Contract is in full force and effect and there is not under any such Contract any Default or claim of Default by PBF VBI or PBF VBI Bank or, to the Knowledge of PBF VBI or PBF VBI Bank, by any other party to the Contract. Schedules 5.10(a) and 5.10(b) identify each parcel of real estate or interest therein owned, leased or subleased by any of the PBF VBI Companies or in which any PBF VBI Company has any ownership or leasehold interest. If applicable, Schedule 5.10(b) also lists or otherwise describes each and every written or oral lease or sublease under which any PBF VBI Company is the lessee of any real property and which relates in any manner to the operation of the businesses of any PBF VBI Company. None of the PBF VBI Companies has violated, or is currently in violation of, any Law, regulation or ordinance relating to the ownership or use of the real estate and real estate interests described in Schedules 5.10(a) and 5.10(b), including without limitation any Law relating to zoning, building, occupancy, environmental or comparable matter which individually or in the aggregate would have a Material Adverse Effect on PBFVBI. As to each parcel of real property owned or used by any PBF VBI Company, no PBF VBI Company has received notice of any pending or, to the Knowledge of each of the PBF VBI Companies, threatened condemnation proceedings, litigation proceedings or mechanic’s or materialmen’s liens. The Assets of the PBF VBI Companies include all assets required to operate the business of the PBF VBI Companies as now conducted. The In the reasonable opinion of the VBI Companies, the policies of fire, theft, liability and other insurance maintained with respect to the Assets or businesses of the PBF VBI Companies provide adequate coverage under current industry practices against loss or Liability, and the fidelity and blanket bonds in effect as to which any of the PBF VBI Companies is a named insured are reasonably sufficient. Schedule 5.10(c) contains a list of all such policies and bonds maintained by any of the PBF VBI Companies, and PBF VBI has provided true and correct copies of each such policy to ANBCBF. Except as set forth on Schedule 5.10(c), no claims have been made under such policies or bondsbonds since January 1, 2004, and no PBF VBI Company has Knowledge of any fact or condition presently existing that might form the basis of any such claim.