Common use of Environmental and Safety Matters Clause in Contracts

Environmental and Safety Matters. The Borrowers and each of their respective Subsidiaries is in substantial compliance with all Environmental Laws in jurisdictions in which such Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, action, administrative proceeding, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, threatened against any Borrower or any of their respective Subsidiaries, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such Subsidiary. Neither any Borrower nor any of their respective Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Company and each of their respective Subsidiaries Subsidiary is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all applicable Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any Borrower the Company or any of their respective its Subsidiaries, any real property in which any Borrower the Company or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such Subsidiary. Neither any Borrower the Company nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows has knowledge of any basis for any facts, events or conditions which would reasonably be expected to result in or give rise to such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental LawLaw which could reasonably be expected to have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, to the best of each Borrower's knowledge, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply such would not have a Material Adverse Effect. No , as of the date thereof, except as disclosed on Schedule 4.12, no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which is likely to have a Material Adverse Effect. Neither Except where such would not have a Material Adverse Effect, neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as As to such matters disclosed on such ScheduleSchedule 4.12, to the best of each Borrower's knowledge, none will have a Material Adverse Effect. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law, except where such would not have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12 hereto, the Company and each Subsidiary of their respective Subsidiaries the Company is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity Person or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Company's actual knowledge, threatened against any Borrower the Company or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower the Company or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such SubsidiarySubsidiary which could have a Material Adverse Effect. Neither any Borrower As of the date hereof, except as disclosed in Schedule 4.12 hereto, neither the Company nor any Subsidiary of their respective Subsidiaries the Company (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on . As to the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as matters disclosed on in Schedule 4.13 4.12 hereto, and as to such matters disclosed on such Schedule, none will could have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental LawLaw which could have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would have a material adverse effect on the Company and its Subsidiaries, taken as a whole. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Company and its Subsidiaries taken as a whole. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Company and each of their respective Subsidiaries Subsidiary is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any Borrower the Company or any of their respective its Subsidiaries, any real property in which any Borrower the Company or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such Subsidiary. Neither any Borrower the Company nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule SCHEDULE 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Company or any of its Subsidiaries. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Company and each of their respective Subsidiaries Subsidiary is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any Borrower the Company or any of their respective its Subsidiaries, any real property in which any Borrower the Company or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such Subsidiary. Neither any Borrower the Company nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule SCHEDULE 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effectan adverse material affect on the financial condition or business of the Company or any of its Subsidiaries. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.. 101 31 ARTICLE V COVENANTS ---------

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would result in a Material Adverse Change. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, none will have result in a Material Adverse EffectChange. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12 hereto, the Company and each Restricted Subsidiary of their respective Subsidiaries the Company is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such Borrower the Company or any such Restricted Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity Person or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Company's actual knowledge, threatened against any Borrower the Company or any of their respective Subsidiariessuch Restricted Subsidiary, any real property in which any Borrower the Company or any such Restricted Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such SubsidiaryRestricted Subsidiary which could have a Material Adverse Effect. Neither any Borrower As of the date hereof, except as disclosed in Schedule 4.12 hereto, neither the Company nor any Restricted Subsidiary of their respective Subsidiaries the Company (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on . As to the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as matters disclosed on in Schedule 4.13 4.12 hereto, and as to such matters disclosed on such Schedule, none will could have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Restricted Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental LawLaw which could have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, to the best of the Borrower's knowledge, the Borrower and each Subsidiary of their respective Subsidiaries the Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such the Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply such would not have a Material Adverse Effect. No , as of the date thereof, except as disclosed on Schedule 4.12, no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Borrower's knowledge, threatened against any the Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any the Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any the Borrower or any such SubsidiarySubsidiary which is likely to have a Material Adverse Effect. Neither any Except where such would not have a Material Adverse Effect, neither the Borrower nor any Subsidiary of their respective Subsidiaries the Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as As to such matters disclosed on such ScheduleSchedule 4.12, to the best of the Borrower's knowledge, none will have a Material Adverse Effect. No Except as set forth on Schedule 4.12, to the best of the Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any the Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law, except where such would not have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, to the best of each Borrower's knowledge, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply such would not have a Material Adverse Effect. No material adverse effect on the Company and its Subsidiaries, taken as a whole, as of the date thereof, except as disclosed on Schedule 4.12, no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which is likely to have a material adverse effect on the Company and its Subsidiaries, taken as a whole. Neither Except where such would not have a material adverse effect on the Company and its Subsidiaries, taken as a whole, neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as As to such matters disclosed on such ScheduleSchedule 4.12, to the best of each Borrower's knowledge, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Company and its Subsidiaries taken as a whole. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law, except where such would not have a material adverse effect on the Company and its Subsidiaries, taken as a whole.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, to the best of each Borrower's knowledge, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would have a material adverse effect on the Company and its Subsidiaries, taken as a whole. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, to the best of each Borrower's knowledge, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Company and its Subsidiaries taken as a whole. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Company and each of their respective Subsidiaries Subsidiary is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person Person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws laws is pending or, to the best of its knowledge, or threatened against any Borrower the Company or any of their respective its Subsidiaries, any real property in which any Borrower the Company or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Company or any such Subsidiary. Neither any Borrower the Company nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice notices of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 4.12 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No Except as disclosed on Schedule 4.12, to the best of the knowledge of the Company after due inquiry, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state, provincial and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower’s knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would result in a Material Adverse Change. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal federal, state or state provincial investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, none will have result in a Material Adverse EffectChange. No Except as set forth on Schedule 4.12, to the best of each Borrower’s knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers and each of their respective Subsidiaries is in substantial compliance with all Environmental Laws in jurisdictions in which such Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, action, administrative proceeding, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any Borrower or any of their respective Subsidiaries, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such Subsidiary. Neither any Borrower nor any of their respective Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Borrower and each of their respective Subsidiaries is Subsidiary are in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all -38- 116 Environmental Laws in jurisdictions in which such the Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure as disclosed on Schedule 4.12 hereto, and as to comply would not such matters disclosed on such Schedule, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries. No demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any the Borrower or any of their respective its Subsidiaries, any real property in which any the Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any the Borrower or any Subsidiary, except as disclosed on Schedule 4.12 hereto, and as to such Subsidiarymatters disclosed on such Schedule, none will have a material adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries. Neither any the Borrower nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 SCHEDULE 4.12 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effectan material adverse affect on the financial condition or business of the Borrower or any of its Subsidiaries. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any the Borrower or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law, except as disclosed on Schedule 4.12 hereto, and as to such matters disclosed on such Schedule, none will have a material adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, to the best of each Borrower's knowledge, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would have a material 38 44 adverse effect on the Company and its Subsidiaries, taken as a whole. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, to the best of each Borrower's knowledge, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Company and its Subsidiaries taken as a whole. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Except as disclosed in Item 6.13 of the Disclosure Schedule the Borrower and each of their respective its Subsidiaries is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to environmental condition, including, without limitation, all Environmental Laws in jurisdictions in which such the Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastesHazardous Material, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes Hazardous Material or holds or has held any interest in real property or otherwise. Except as disclosed in Item 6.13 of the Disclosure Schedule, except where the failure to comply would not have a Material Adverse Effect. No no demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry inquiry, whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Borrower's knowledge, after due investigation, threatened against any the Borrower or any of their respective its Subsidiaries, any real property in which any the Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any the Borrower or any such Subsidiary. Neither any the Borrower nor any of their respective its Subsidiaries (ai) is is, to the best of the Borrower's knowledge, after due investigation, the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release Release of any toxic substances, radioactive materials, hazardous wastes or related materials Hazardous Material into the environment, (bii) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, Hazardous Material in or upon any of its properties in violation of any Environmental Laws, or (ciii) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such in Section 6.13 of the Disclosure Schedule, none will have a Material Adverse Effect. No releaseRelease, threatened release Release or disposal of hazardous waste, solid waste or other wastes Hazardous Material is occurring or has occurred on, under or to any real property in which any the Borrower or any of their respective its Subsidiaries holds any interest or performs any of its operations, operations in material violation of any Environmental Law, except as disclosed in Item 6.13 of the Disclosure Schedule. None of the matters disclosed on such Schedule has had or is reasonably likely to have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers and each of their respective Subsidiaries is are in substantial compliance with all Environmental Laws in jurisdictions in which such Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure to comply would not have a Material Adverse Effect. No demand, claim, notice, action, administrative proceeding, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, threatened against any Borrower or any of their respective Subsidiaries, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such Subsidiary. Neither any Borrower nor any of their respective Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Company and each of their respective its Subsidiaries is in substantial material compliance with all national, state, and local laws, ordinances, and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all Environmental Laws in jurisdictions in which such Borrower the Company or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes wastes, or other wastes or holds or has held any interest in real property or otherwise, except where the failure to so comply would will not have a Material Adverse Effect. No demand, claim, notice, action, administrative proceeding, investigation investigation, or inquiry inquiry, whether brought by any governmental authority, private person or entity entity, or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any Borrower the Company or any of their respective its Subsidiaries, any real property in which any Borrower the Company or any such of its Subsidiary holds or has held an interest interest, or any past or present operation of any Borrower the Company or any such Subsidiaryof its Subsidiaries. Neither any Borrower the Company nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes wastes, or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste waste, or related materials in, in or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice notice, or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effect. No release, threatened release or disposal of hazardous waste, solid waste waste, or other wastes is occurring or has occurred on, under under, or to any real property in which any Borrower the Company or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Except as disclosed on Schedule 4.12, each Borrower and each Subsidiary of their respective Subsidiaries each Borrower is in substantial compliance with all material federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all material Environmental Laws in jurisdictions in which such any Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise. Except as disclosed on Schedule 4.12, except where the failure to comply would not have a Material Adverse Effect. No no written demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its each Borrower's knowledge, threatened against any Borrower or any of their respective Subsidiariessuch Subsidiary, any real property in which any Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower or any such SubsidiarySubsidiary which would have a material adverse effect on the Company and its Subsidiaries, taken as a whole. Neither any Borrower nor any Subsidiary of their respective Subsidiaries any Borrower (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, or (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as . As to such matters disclosed on such ScheduleSchedule 4.12, none will have an adverse material effect on the financial condition or business of the Company and its Subsidiaries taken as a Material Adverse Effectwhole. No Except as set forth on Schedule 4.12, to the best of each Borrower's knowledge, no release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any Borrower or any of their respective Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law.

Environmental and Safety Matters. The Borrowers Borrower and each of their respective Subsidiaries is Subsidiary are in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to the environmental condition, including without limitation all Environmental Laws in jurisdictions in which such the Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastes, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes or holds or has held any interest in real property or otherwise, except where the failure as disclosed on Schedule 4.12 hereto, and as to comply would not such matters disclosed on such Schedule, none will have a Material Adverse Effectmaterial adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries. No demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its knowledge, or threatened against any the Borrower or any of their respective its Subsidiaries, any real property in which any the Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any the Borrower or any Subsidiary, except as disclosed on Schedule 4.12 hereto, and as to such Subsidiarymatters disclosed on such Schedule, none will have a material adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries. Neither any the Borrower nor any of their respective its Subsidiaries (a) is the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic substances, radioactive materials, hazardous wastes or related materials into the environment, (b) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, or upon any of its properties in violation of any Environmental Laws, or (c) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 SCHEDULE 4.12 hereto, and as to such matters disclosed on such Schedule, none will have a Material Adverse Effectan material adverse affect on the financial condition or business of the Borrower or any of its Subsidiaries. No release, threatened release or disposal of hazardous waste, solid waste or other wastes is occurring or has occurred on, under or to any real property in which any the Borrower or any of their respective its Subsidiaries holds any interest or performs any of its operations, in material violation of any Environmental Law, except as disclosed on Schedule 4.12 hereto, and as to such matters disclosed on such Schedule, none will have a material adverse effect on the financial condition or business of the Borrower or any of its Subsidiaries.

Environmental and Safety Matters. The Borrowers Except as disclosed in Item 6.13 of -------------------------------- the Disclosure Schedule the Parent and each of their respective its Subsidiaries is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to environmental condition, including, without limitation, all Environmental Laws in jurisdictions in which such Borrower the Parent or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastesHazardous Material, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes Hazardous Material or holds or has held any interest in real property or otherwise. Except as disclosed in Item 6.13 of the Disclosure Schedule, except where the failure to comply would not have a Material Adverse Effect. No no demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry inquiry, whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Parent's knowledge, after due investigation, threatened against any Borrower the Parent or any of their respective its Subsidiaries, any real property in which any Borrower the Parent or any such Subsidiary holds or has held an interest or any past or present operation of any Borrower the Parent or any such Subsidiary. Neither any Borrower the Parent nor any of their respective its Subsidiaries (ai) is is, to the best of the Parent's knowledge, after due investigation, the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release Release of any toxic substances, radioactive materials, hazardous wastes or related materials Hazardous Material into the environment, (bii) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, Hazardous Material in or upon any of its properties in violation of any Environmental Laws, or (ciii) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such in Section 6.13 of the ------------ Disclosure Schedule, none will have a Material Adverse Effect. No releaseRelease, threatened release Release or disposal of hazardous waste, solid waste or other wastes Hazardous Material is occurring or has occurred on, under or to any real property in which any Borrower the Parent or any of their respective its Subsidiaries holds any interest or performs any of its operations, operations in material violation of any Environmental Law, except as disclosed in Item 6.13 of the Disclosure Schedule. None of the matters disclosed on such Schedule has had or is reasonably likely to have a Material Adverse Effect.

Environmental and Safety Matters. The Borrowers Except as disclosed in Item 6.13 of -------------------------------- --------- the Disclosure Schedule the Borrower and each of their respective its Subsidiaries is in substantial compliance with all federal, state and local laws, ordinances and regulations relating to safety and industrial hygiene or to environmental condition, including, without limitation, all Environmental Laws in jurisdictions in which such the Borrower or any such Subsidiary owns or operates, or has owned or operated, a facility or site, or arranges or has arranged for disposal or treatment of hazardous substances, solid waste, or other wastesHazardous Material, accepts or has accepted for transport any hazardous substances, solid wastes or other wastes Hazardous Material or holds or has held any interest in real property or otherwise. Except as disclosed in Item 6.13 of the Disclosure Schedule, except where the failure to comply would not have a Material Adverse Effect. No no --------- demand, claim, notice, suit, suit in equity, action, administrative proceedingaction, investigation or inquiry inquiry, whether brought by any governmental authority, private person or entity or otherwise, arising under, relating to or in connection with any Environmental Laws is pending or, to the best of its the Borrower's knowledge, after due investigation, threatened against any the Borrower or any of their respective its Subsidiaries, any real property in which any the Borrower or any such Subsidiary holds or has held an interest or any past or present operation of any the Borrower or any such Subsidiary. Neither any the Borrower nor any of their respective its Subsidiaries (ai) is is, to the best of the Borrower's knowledge, after due investigation, the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release Release of any toxic substances, radioactive materials, hazardous wastes or related materials Hazardous Material into the environment, (bii) has received any notice of any toxic substances, radioactive materials, hazardous waste or related materials in, Hazardous Material in or upon any of its properties in violation of any Environmental Laws, or (ciii) knows of any basis for any such investigation, notice or violation, or (d) owns or operates, or has owned or operated, property which appears on the United States National Priority List or any other governmental listing which identifies sites for remedial clean-up or investigatory actions, except as disclosed on Schedule 4.13 hereto, and as to such matters disclosed on such in Section 6.13 of the ------------ Disclosure Schedule, none will have a Material Adverse Effect. No releaseRelease, threatened release Release or disposal of hazardous waste, solid waste or other wastes Hazardous Material is occurring or has occurred on, under or to any real property in which any the Borrower or any of their respective its Subsidiaries holds any interest or performs any of its operations, operations in material violation of any Environmental Law, except as disclosed in Item 6.13 of the Disclosure Schedule. None of the matters disclosed on such --------- Schedule has had or is reasonably likely to have a Material Adverse Effect.