PROPERTY VIOLATES THE RIGHTS OF ANY THIRD PARTY.
EXCEPT AS SET
FORTH IN THE SCHEDULE, BORROWER IS NOT A PARTY TO, OR BOUND BY, ANY AGREEMENT
THAT RESTRICTS THE GRANT BY BORROWER OF A SECURITY INTEREST IN BORROWER'S RIGHTS
UNDER SUCH AGREEMENT.
5.7
NAME; LOCATION OF CHIEF EXECUTIVE OFFICE.
EXCEPT AS DISCLOSED IN
THE SCHEDULE, BORROWER HAS NOT DONE BUSINESS UNDER ANY NAME OTHER THAN THAT
SPECIFIED ON THE SIGNATURE PAGE HEREOF.
THE CHIEF EXECUTIVE OFFICE OF BORROWER
IS LOCATED AT THE ADDRESS INDICATED IN SECTION 10 HEREOF.
EXCEPT AS SET FORTH
ON THE SCHEDULE, ALL BORROWER'S INVENTORY AND EQUIPMENT IS LOCATED ONLY AT THE
LOCATION SET FORTH IN SECTION 10 HEREOF.
5.8
LITIGATION.
EXCEPT AS SET FORTH IN THE SCHEDULE, THERE ARE NO
ACTIONS OR PROCEEDINGS PENDING BY OR AGAINST BORROWER OR ANY SUBSIDIARY BEFORE
ANY COURT OR ADMINISTRATIVE AGENCY IN WHICH AN ADVERSE DECISION COULD HAVE A
MATERIAL ADVERSE EFFECT, OR A MATERIAL ADVERSE EFFECT ON BORROWER'S INTEREST OR
BANK'S SECURITY INTEREST IN THE COLLATERAL.
5.9
NO MATERIAL ADVERSE CHANGE IN FINANCIAL STATEMENTS.
ALL
CONSOLIDATED AND CONSOLIDATING FINANCIAL STATEMENTS RELATED TO BORROWER AND ANY
SUBSIDIARY THAT BANK HAS RECEIVED FROM BORROWER FAIRLY PRESENT IN ALL MATERIAL
RESPECTS BORROWER'S FINANCIAL CONDITION AS OF THE DATE THEREOF AND BORROWER'S
CONSOLIDATED AND CONSOLIDATING RESULTS OF OPERATIONS FOR THE PERIOD THEN ENDED.
THERE HAS NOT BEEN A MATERIAL ADVERSE CHANGE IN THE CONSOLIDATED OR THE
CONSOLIDATING FINANCIAL CONDITION OF BORROWER SINCE THE DATE OF THE MOST RECENT
OF SUCH FINANCIAL STATEMENTS SUBMITTED TO BANK.
5.10
SOLVENCY, PAYMENT OF DEBTS.
BORROWER IS SOLVENT AND ABLE TO PAY
ITS DEBTS (INCLUDING TRADE DEBTS) AS THEY MATURE.
5.11
REGULATORY COMPLIANCE.
BORROWER AND EACH SUBSIDIARY HAVE MET THE
MINIMUM FUNDING REQUIREMENTS OF ERISA WITH RESPECT TO ANY EMPLOYEE BENEFIT PLANS
SUBJECT TO ERISA, AND NO EVENT HAS OCCURRED RESULTING FROM BORROWER'S FAILURE TO
COMPLY WITH ERISA THAT COULD RESULT IN BORROWER'S INCURRING ANY MATERIAL
10
LIABILITY.
BORROWER IS NOT AN "INVESTMENT COMPANY" OR A COMPANY "CONTROLLED" BY
AN "INVESTMENT COMPANY" WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF
1940.
BORROWER IS NOT ENGAGED PRINCIPALLY, OR AS ONE OF THE IMPORTANT
ACTIVITIES, IN THE BUSINESS OF EXTENDING CREDIT FOR THE PURPOSE OF PURCHASING OR
CARRYING MARGIN STOCK (WITHIN THE MEANING OF REGULATIONS T AND U OF THE BOARD OF
GOVERNORS OF THE FEDERAL RESERVE SYSTEM).
BORROWER HAS COMPLIED WITH ALL THE
PROVISIONS OF THE FEDERAL FAIR LABOR STANDARDS ACT.
BORROWER HAS NOT VIOLATED
ANY STATUTES, LAWS, ORDINANCES OR RULES APPLICABLE TO IT, VIOLATION OF WHICH
COULD HAVE A MATERIAL ADVERSE EFFECT.
5.12
ENVIRONMENTAL CONDITION.
EXCEPT AS DISCLOSED IN THE SCHEDULE, NONE
OF BORROWER'S OR ANY SUBSIDIARY'S PROPERTIES OR ASSETS HAS EVER BEEN USED BY
BORROWER OR ANY SUBSIDIARY OR, TO THE BEST OF BORROWER'S KNOWLEDGE, BY PREVIOUS
OWNERS OR OPERATORS, IN THE DISPOSAL OF, OR TO PRODUCE, STORE, HANDLE, TREAT,
RELEASE, OR TRANSPORT, ANY HAZARDOUS WASTE OR HAZARDOUS SUBSTANCE OTHER THAN IN
ACCORDANCE WITH APPLICABLE LAW; TO THE BEST OF BORROWER'S KNOWLEDGE, NONE OF
BORROWER'S