OF ANY ORDER ARISING UNDER ANY ENVIRONMENTAL LAW.
(D)
EXCEPT AS SET FORTH ON SCHEDULE 3.13(D), THE COMPANIES HAVE NOT GENERATED,
MANAGED, STORED, TRANSPORTED, TREATED, RELEASED, EMITTED, DISCHARGED OR DISPOSED
OF ANY HAZARDOUS SUBSTANCE EXCEPT AS WOULD NOT REASONABLY BE EXPECTED TO GIVE
RISE TO ANY MATERIAL LIABILITY UNDER ENVIRONMENTAL LAWS.
(E)
A LIST OF ALL PERMITS ISSUED TO THE COMPANIES PURSUANT TO ENVIRONMENTAL
LAWS IS SET FORTH ON SCHEDULE 3.13(E)(I), AND SUCH PERMITS WILL NOT BE ADVERSELY
AFFECTED BY THE CONSUMMATION OF THE TRANSACTIONS, EXCEPT AS SET FORTH ON
SCHEDULE 3.19(E)(II).
(F)
EXCEPT AS SET FORTH ON SCHEDULE 3.13(F)(I), (I) NO COMPANY HAS
(A) MANUFACTURED, TREATED, STORED, DISPOSED OF, ARRANGED FOR OR PERMITTED THE
TREATMENT OR DISPOSAL OF, TRANSPORTED, HANDLED OR RELEASED, OR PERMITTED PERSONS
TO BE EXPOSED TO, ANY HAZARDOUS SUBSTANCE, NOISE, ODOR OR RADIATION, OR
(B) OWNED OR OPERATED ANY PROPERTY OR FACILITY, IN A MANNER THAT HAS GIVEN OR
WILL GIVE RISE TO MATERIAL LIABILITIES UNDER ENVIRONMENTAL LAW; AND (II) EXCEPT
AS SET FORTH ON SCHEDULE 3.13(F)(II) AND CLEANING SUPPLIES MAINTAINED IN THE
ORDINARY COURSE OF BUSINESS AND IN COMPLIANCE WITH APPLICABLE LAWS, THERE ARE NO
HAZARDOUS SUBSTANCES PRESENT AT, AND NO
21
HAZARDOUS SUBSTANCES HAVE BEEN RELEASED AT, ON, UNDER OR FROM, ANY FACILITY OR
PROPERTY LEASED OR OPERATED BY ANY COMPANY, OR ANY OF THEIR RESPECTIVE
PREDECESSORS OR AFFILIATES.
(G)
EXCEPT AS SET FORTH ON SCHEDULE 3.13(G), NO COMPANY HAS INSTALLED, USED,
REMOVED OR REMEDIATED, AND NONE OF THE FOLLOWING ARE PRESENT, AT ANY LEASED REAL
PROPERTY: (I) UNDERGROUND IMPROVEMENTS, INCLUDING TREATMENT OR STORAGE TANKS, OR
UNDERGROUND PIPING ASSOCIATED WITH SUCH TANKS, USED CURRENTLY OR IN THE PAST FOR
THE MANAGEMENT OF HAZARDOUS SUBSTANCES; (II) ANY DUMP OR LANDFILL OR OTHER UNIT
FOR THE TREATMENT OR DISPOSAL OF HAZARDOUS SUBSTANCES; (III) FILLED IN LAND OR
WETLANDS; (IV) PCBS; (V) TOXIC MOLD; (VI) LEAD-BASED PAINT; OR
(VII) ASBESTOS-CONTAINING MATERIALS.
(H)
SELLERS HAVE MADE AVAILABLE TO PURCHASER ACCURATE AND COMPLETE COPIES OF
ALL ENVIRONMENTAL ASSESSMENTS, REPORTS, AUDITS AND OTHER DOCUMENTS IN THEIR OR
THE COMPANIES' POSSESSION OR UNDER THEIR OR THE COMPANIES' CONTROL THAT RELATE
TO THE COMPANIES' COMPLIANCE WITH ENVIRONMENTAL LAWS OR THE ENVIRONMENTAL
CONDITION OF ANY REAL PROPERTY THAT THE COMPANIES CURRENTLY OR FORMERLY HAVE
OWNED, OPERATED, OR LEASED.
(I)
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT OTHER THAN SECTIONS
3.3 (FINANCIAL STATEMENTS; INDEBTEDNESS), 3.4 (ABSENCE OF CERTAIN CHANGES OR
EVENTS), 3.9 (MATERIAL CONTRACTS), 3.11(B)(III) AND 3.11(C) (PROPERTIES;
ASSETS), AND 3.14 (INSURANCE), THIS SECTION 3.13 CONSTITUTES THE SOLE
REPRESENTATIONS AND WARRANTIES OF SELLERS WITH RESPECT TO ANY MATTERS COVERED BY
REPRESENTATIONS AND WARRANTIES IN THIS SECTION.
SECTION 3.14.
Insurance.
(A)
SCHEDULE 3.14(A) CONTAINS A LIST OF ALL MATERIAL POLICIES OF TITLE,
PROPERTY, FIRE, CASUALTY, LIABILITY, LIFE, WORKMEN'S COMPENSATION, AND OTHER
FORMS OF INSURANCE IN FORCE AT THE DATE THEREOF WITH RESPECT TO THE COMPANIES.
(b)
Except as set forth in Schedule 3.14(b): (i) all policies of insurance
listed on Schedule 3.14(a) are valid and outstanding; (ii) the policies of
insurance to which any