PERSON ALLEGING THAT ANY OF THE LOAN PARTIES IS OR WILL BE SUBJECT TO, ANY
ENVIRONMENTAL LIABILITIES;
(VI)
NONE OF THE PROPERTIES OF THE LOAN PARTIES IS A TREATMENT FACILITY
(EXCEPT FOR THE RECYCLING OF HAZARDOUS MATERIALS GENERATED ON-SITE AND THE
TREATMENT OF LIQUID WASTES SUBJECT TO THE CLEAN WATER ACT OR OTHER APPLICABLE
ENVIRONMENTAL LAW) FOR TEMPORARY STORAGE OF HAZARDOUS MATERIALS GENERATED
ON-SITE PRIOR TO THEIR DISPOSAL OFF-SITE) OR DISPOSAL FACILITY REQUIRING A
PERMIT UNDER THE RESOURCE CONSERVATION AND RECOVERY ACT, 42 U.S.C. ' 6901
ET SEQ., REGULATIONS THEREUNDER OR ANY COMPARABLE PROVISION OF STATE LAW.
THE
LOAN PARTIES AND THEIR SUBSIDIARIES ARE COMPLIANCE WITH ALL APPLICABLE FINANCIAL
RESPONSIBILITY REQUIREMENTS OF ALL ENVIRONMENTAL LAWS; AND
(VII)
NONE OF THE LOAN PARTIES HAS FAILED TO FILE ANY NOTICE REQUIRED
UNDER APPLICABLE ENVIRONMENTAL LAW REPORTING A RELEASE.
(B)
NO LIEN ARISING UNDER ANY ENVIRONMENTAL LAW HAS ATTACHED TO ANY
PROPERTY OR REVENUES OF ANY LOAN PARTY.
SECTION 7.21
LABOR DISPUTES AND ACTS OF GOD.
NEITHER THE BUSINESS NOR
THE PROPERTIES OF ANY LOAN PARTY ARE AFFECTED BY ANY FIRE, EXPLOSION, ACCIDENT,
STRIKE, LOCKOUT OR OTHER LABOR DISPUTE, DROUGHT, STORM, HAIL, EARTHQUAKE,
EMBARGO, ACT OF GOD OR OF THE PUBLIC ENEMY OR OTHER CASUALTY (WHETHER OR NOT
COVERED BY INSURANCE) THAT IS HAVING OR COULD HAVE A MATERIAL ADVERSE EFFECT.
SECTION 7.22
MATERIAL CONTRACTS.
ATTACHED HERETO AS SCHEDULE 7.22 IS
A COMPLETE LIST, AS OF THE CLOSING DATE AND THE EFFECTIVE DATE, OF ALL MATERIAL
CONTRACTS OF THE LOAN PARTIES, OTHER THAN THE LOAN DOCUMENTS.
ALL OF THE
MATERIAL CONTRACTS ARE IN FULL FORCE AND EFFECT AND NONE OF THE LOAN PARTIES IS
IN DEFAULT UNDER ANY MATERIAL CONTRACT AND, TO THE BEST OF F.Y.I.'S OR ANY OF
ITS SUBSIDIARIES'
KNOWLEDGE AFTER DUE INQUIRY, NO OTHER PERSON THAT IS A PARTY
THERETO IS IN DEFAULT UNDER ANY OF THE MATERIAL CONTRACTS.
NONE OF THE MATERIAL
CONTRACTS PROHIBIT THE TRANSACTIONS CONTEMPLATED UNDER THE LOAN DOCUMENTS.
ALL
OF THE MATERIAL CONTRACTS HAVE BEEN TRANSFERRED OR ASSIGNED TO, OR ARE CURRENTLY
IN THE NAME OF, A LOAN PARTY.
F.Y.I. HAS DELIVERED TO THE ADMINISTRATIVE AGENT
A COMPLETE AND CURRENT COPY OF EACH MATERIAL CONTRACT (OTHER THAN PURCHASE
ORDERS ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS) EXISTING ON THE CLOSING
DATE AND, WITH RESPECT TO EACH MATERIAL CONTRACT (OTHER THAN PURCHASE ORDERS
ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS) ENTERED INTO AFTER THE CLOSING
DATE, WILL DELIVER TO THE ADMINISTRATIVE AGENT A COMPLETE AND CURRENT COPY OF
SUCH MATERIAL CONTRACT IN A REASONABLY PROMPT FASHION AFTER THE CREATION
THEREOF.
SECTION 7.23
BANK ACCOUNTS.
AS OF THE CLOSING DATE AND THE EFFECTIVE
DATE, SCHEDULE 7.23 SETS FORTH THE ACCOUNT NUMBERS AND LOCATION OF ALL PRIMARY
BANK ACCOUNTS OF F.Y.I.
SECTION 7.24
OUTSTANDING SECURITIES.
AS OF THE CLOSING DATE AND THE
EFFECTIVE DATE, ALL OUTSTANDING SECURITIES (AS DEFINED IN THE SECURITIES ACT OF
1933, AS AMENDED, OR ANY SUCCESSOR THERETO, AND THE RULES AND REGULATIONS OF THE
SECURITIES AND EXCHANGE COMMISSION THEREUNDER) OF THE LOAN PARTIES