Common use of REAL PROPERTY; REPORTING Clause in Contracts

REAL PROPERTY; REPORTING. (i) Company has never owned, leased or otherwise occupied, had an interest in or operated any real property other than the Leased Land. A true and complete copy of the AMS Lease, together with all amendments or other modifications thereto, is attached hereto as Schedule 5.10(i). Except as set forth on Schedule 5.10(i): (A) The Leased Land is fully licensed, permitted and authorized for the operation of the Business under all Applicable Laws (hereinafter defined) relating to the protection of the environment, the Leased Land and the conduct of the Business thereon (including, without limitation, all zoning restrictions and land use requirements). (B) The Leased Land is usable for its current uses and can be used by Buyer after the Closing for such uses without violating any Applicable Law or private restriction, and such uses are legal conforming uses. There are no proceedings or amendments pending and brought by or threatened by any third party which would result in a change in the allowable uses of the Leased Land or which would modify the right of Buyer to use the Leased Land for its current uses. (C) Stockholder and Company have made available to Buyer all engineering, geologic and other similar reports, documentation and maps relating to the Leased Land in the possession or control of Stockholder or Company. (D) No third parties have any rights to drill or explore for, collect, produce, mine, excavate, deliver or transport oil, gas, coal, or other minerals in, on, beneath, across, over, through, from or to any portion of the Leased Land. (E) Company, Stockholder nor the Leased Land now is or ever has been involved in any litigation or administrative proceeding seeking to impose fines, penalties or other liabilities or seeking injunctive relief for violation of any Applicable Laws relating to the environment. (F) No third party has an unrecorded present or future right to possession of all or any part of the Leased Land other than the landlord under the AMS Lease. (G) No portion of the Leased Land contains any areas that could be characterized as disturbed, undisturbed or man made wetlands or as "waters of the United States" pursuant to any Applicable Laws or the procedural manuals of the Environmental Protection Agency, U.S. Army Corps of Engineers or the Texas Department of Natural Resources, whether such characterization reflects current conditions or historic conditions which have been altered without the necessary permits or approvals. (H) There are no mechanics' liens affecting the Leased Land and no work has been performed thereon at the request of Company within 120 days of the date hereof for which a mechanic's lien could be filed. (I) There are no levied or pending special assessments affecting all or any part of the Leased Land and none is threatened. (J) There are no pending or threatened condemnation or eminent domain proceedings affecting all or any part of the Leased Land. (ii) Company has provided, to the government agencies requiring the same, all material reports, notices, filings and other disclosures required by Applicable Laws and all such reports, notices, filings and other documents were complete and accurate in all material respects at the time provided to said government agencies.

REAL PROPERTY; REPORTING. (i) Company has never ownedgood, leased fee simple or otherwise occupiedleasehold title, had an interest in or operated any real property other than as applicable, to the Leased Land. A true and complete copy of the AMS Lease, together with all amendments or other modifications thereto, is attached hereto Land except as Schedule 5.10(i)permitted under Article 3 hereof. Except as set forth on Schedule 5.10(i5.6(i): (Aa) The Leased At all times since August 26, 1997, the Treatment Facility Land is has been fully licensed, permitted and authorized for the operation of the Business Treatment Facility as currently conducted, in all material respects under all Applicable Laws (hereinafter defined) relating to the protection of the environment, the Leased Land and the conduct of the Business thereon (including, without limitation, all applicable zoning restrictions and land use requirementsrequirements (the "Zoning Laws"). (Bb) At all times during operation of the Solidification Facility and MSW Facility, the Solidification Facility Land has been, fully licensed, permitted and authorized for the operation of the Solidification Facility and MSW Facility under all Zoning Laws. (c) The Leased Land is usable for its current uses and can be used by Buyer after the Closing for such uses without materially violating any Applicable Law or private restrictionZoning Law, and such uses are legal conforming uses. There To the best of Seller's and Parent's knowledge, there are no proceedings or amendments pending and brought by or threatened by by, any third party which would result in a material change in the allowable uses of the Leased Land or which would modify the right of Buyer Company to use the Leased Land for its current usesuses after the Closing Date. (Cd) Stockholder and The Company have has made available to Buyer all engineering, geologic and other similar reports, documentation and maps relating to the Leased Land in the possession or control of Stockholder Seller, Parent or Company. (De) No third parties have any rights to drill or explore forSince August 26, collect1997, produce, mine, excavate, deliver or transport oil, gas, coal, or other minerals in, on, beneath, across, over, through, from or to any portion of the Leased Land. (E) neither Company, Stockholder Parent nor the Leased Land now is or ever Seller has been involved in any litigation or administrative proceeding relating to Company seeking to impose fines, penalties or other liabilities or seeking injunctive relief for violation of any Applicable Laws relating to the environment. (Ff) No third party has an unrecorded a present or future right to possession of all or any material part of the Leased Land other than Land, except the landlord respective lands under the AMS Office Lease. (G) No portion of the Leased Land contains any areas that could be characterized as disturbed, undisturbed or man made wetlands or as "waters of the United States" pursuant to any Applicable Laws or the procedural manuals of the Environmental Protection Agency, U.S. Army Corps of Engineers or the Texas Department of Natural Resources, whether such characterization reflects current conditions or historic conditions which have been altered without the necessary permits or approvals. (H) There are no mechanics' liens affecting the Leased Land and no work has been performed thereon at the request of Company within 120 days of the date hereof for which a mechanic's lien could be filed. (I) There are no levied or pending special assessments affecting all or any part of the Leased Land and none is threatened. (Jg) There are no pending or or, to the best of Seller's and Parent's knowledge, threatened condemnation or eminent domain proceedings affecting all or any part of the Leased Land. (ii) To the best of Seller's knowledge, Company has provided, provided to the government agencies requiring the same, all material reports, notices, filings and other disclosures required by Applicable Laws and all such reports, notices, filings and other documents were complete and accurate in all material respects at the time provided to said government agencies. (iii) Except for the Office Lease, Company does not lease any real property necessary for the operation of the Business as currently operated. Set forth on Schedule 5.6 are correct and complete copies of the Office Lease. With respect to such lease: (a) such lease is legal, valid, binding, enforceable and in full force and effect and represents the entire agreement between the respective lessor and lessee with respect to such property; (b) neither Company, Seller nor Parent has: (A) received any notice of cancellation or termination under such lease and no lessor has any right of termination or cancellation under such lease, or (B) received any notice of a breach or default under such lease, which breach or default has not been cured; and (c) neither Company, Seller nor Parent nor (to the best knowledge of Company, Seller and Parent) any other party to such lease, is in breach or default in any material respect, and, to the best knowledge of Company, Seller and Parent, no event has occurred that, with notice or lapse of time would constitute such a breach or default or permit termination, modification or acceleration under the such lease. (iv) Seller presently enjoys peaceful and quiet possession of the Office Land.

REAL PROPERTY; REPORTING. (i) Company has never owned, leased or otherwise occupied, had an interest in or operated any real property other than the Leased Land. A Company has good, fee simple title to the Owned Land and a valid leasehold interest in the Austin Land and San Antonio Land. Attached hereto as Schedule 5.10(i) are true and complete copy correct copies of the AMS Lease, Real Estate Leases together with all amendments or other modifications thereto, is attached hereto as Schedule 5.10(i)modifications. Except as set forth on Schedule 5.10(i): (Aa) The Leased Austin Land is is, and at all times during operation of the Facility has been, fully licensed, permitted and authorized for the operation of the Business Facility under all Applicable Laws (hereinafter defined) relating to the protection of the environment, the Leased Austin Land and the conduct of the Business Facility thereon (including, without limitation, all zoning restrictions and land use requirements). (Bb) The Leased Land is usable for its current uses and and, to the best of Stockholders' knowledge, can be used by Buyer the Surviving Corporation after the Closing for such uses without violating any Applicable Law or private restriction, and such uses are legal conforming uses. There are no proceedings or amendments pending and brought by or or, to the best of Stockholders' knowledge, threatened by by, any third party which would result in a change in the allowable uses of the Leased Land or which would modify the right of Buyer the Surviving Corporation to use the Leased Land for its current usesuses after the Closing Date. (Cc) Stockholder Stockholders and Company have made available to Buyer all engineering, geologic and other similar reports, documentation and maps relating to the Leased Land in the possession or control of Stockholder Stockholders or Company. (Dd) No To the best of Stockholders' knowledge, no third parties have any rights to drill or explore for, collect, produce, mine, excavate, deliver or transport oil, gas, coal, or other minerals in, on, beneath, across, over, through, from or to any portion of the Leased Land. (Ee) Neither Company, Stockholder Stockholders nor the Leased Land now is or or, to the best of Stockholders' knowledge (with respect to the Land), ever has been involved in any litigation or administrative proceeding seeking to impose fines, penalties or other liabilities or seeking injunctive relief for violation of any Applicable Laws relating to the environment. (Ff) No To the best of Stockholders' knowledge, no third party has an unrecorded a present or future right to possession of all or any part of the Leased Land other than except pursuant to the landlord under the AMS LeaseReal Estate Leases. (Gg) No To the best of Stockholders' knowledge, no portion of the Leased Land contains any areas that could be characterized as disturbed, undisturbed or man made wetlands or as "waters of the United States" pursuant to any Applicable Laws or the procedural manuals of the Environmental Protection Agency, U.S. Army Corps of Engineers or the Texas Department of Natural ResourcesResources of the applicable state, whether such characterization reflects current conditions or historic conditions which have been altered without the necessary permits or approvals. (Hh) There are no mechanics' mechanic's liens affecting the Leased Land and no work has been performed thereon at on the request of Company Land within 120 days of the date hereof for which a mechanic's lien could be filed. (Ii) There are no levied or pending special assessments affecting all or any part of the Leased Land and and, to the best of Stockholders' knowledge, none is threatened. (Jj) There are no pending or or, to the best of Stockholders' knowledge, threatened condemnation or eminent domain proceedings affecting all or any part of the Leased Land. (ii) To the best of Stockholders' knowledge, Company has provided, provided to the government agencies requiring the same, all material reports, notices, filings and other disclosures required by Applicable Laws and all such reports, notices, filings and other documents were complete and accurate in all material respects at the time provided to said government agencies.

REAL PROPERTY; REPORTING. (i) Company has never owned, leased or otherwise occupied, had an interest in or operated any real property other than the Leased LandLand and approximately two (2) acres in Dallas, Texas, previously leased by Company that was used solely for a staging area. A true and complete copy of Company has good, fee simple title to the AMS Lease, together with all amendments or other modifications thereto, is attached hereto Land except as Schedule 5.10(i)permitted under Article 3 hereof. Except as set forth on Schedule 5.10(i): (Aa) The Leased Land is is, and at all times during operation of the Facility has been, fully licensed, permitted and authorized for the operation of the Business Facility under all Applicable Laws (hereinafter defined) relating to the protection of the environment, the Leased Land and the conduct of the Business Facility thereon (including, without limitation, all zoning restrictions and land use requirements). (Bb) The Leased Land is usable for its current uses and can be used by Buyer the Surviving Corporation after the Closing for such uses without violating any Applicable Law or private restriction, and such uses are legal conforming uses. There are no proceedings or amendments pending and brought by or or, to the best of Stockholders' knowledge, threatened by by, any third party which would result in a change in the allowable uses of the Leased Land or which would modify the right of Buyer the Surviving Corporation to use the Leased Land for its current usesuses after the Closing Date (subject to Schedule 5.19). (Cc) Stockholder Stockholders and Company have made available to Buyer all engineering, geologic and other similar reports, documentation and maps relating to the Leased Land in the possession or control of Stockholder Stockholders or Company. (Dd) No To the best of Stockholders' knowledge, no third parties have any rights to drill or explore for, collect, produce, mine, excavate, deliver or transport oil, gas, coal, or other minerals in, on, beneath, across, over, through, from or to any portion of the Leased Land, other than as set forth in the Owner's Policy. (Ee) Neither Company, Stockholder Stockholders nor the Leased Land now is or ever has been involved in any litigation or administrative proceeding seeking to impose fines, penalties or other liabilities or seeking injunctive relief for violation of any Applicable Laws relating to the environment, other than as set forth on Schedule 5.19. (Ff) No third party has an unrecorded a present or future right to possession of all or any part of the Leased Land Land, other than Force, Inc., Texline Gas Company and Industrial Bank which hold deeds of trust to secure Company's debt (which debt is part of the landlord under the AMS LeaseAssumed Debt). (Gg) No portion of the Leased Land contains any areas that could be characterized as disturbed, undisturbed or man made wetlands or as "waters of the United States" pursuant to any Applicable Laws or the procedural manuals of the Environmental Protection Agency, U.S. Army Corps of Engineers or the Texas Department of Natural ResourcesResources of the applicable state, whether such characterization reflects current conditions or historic conditions which have been altered without the necessary permits or approvals. (Hh) There are no mechanics' mechanic's liens affecting the Leased Land and no work has been performed thereon at on the request of Company Land within 120 days of the date hereof for which a mechanic's lien could be filed. (Ii) There To the best of Stockholders' knowledge, there (subject to Schedule 5.19) are no levied or pending special assessments affecting all or any part of the Leased Land and none is threatened. (Jj) There are no pending or or, to the best of Stockholders' knowledge, threatened condemnation or eminent domain proceedings affecting all or any part of the Leased Land. (ii) To the best of Stockholders' knowledge, subject to Schedule 5.19, Company has provided, provided to the government agencies requiring the same, all material reports, notices, filings and other disclosures required by Applicable Laws and all such reports, notices, filings and other documents were complete and accurate in all material respects at the time provided to said government agencies.