COMPREHENSIVE ENVIRONMENTAL
RESPONSE, COMPENSATION AND LIABILITY INFORMATION SYSTEM LIST, OR LISTED ON ANY
SIMILAR STATE LIST OR (II) THE SUBJECT OF FEDERAL, STATE OR LOCAL ENFORCEMENT
ACTIONS OR OTHER INVESTIGATIONS, IN THE CASE OF EITHER OF THE FORGOING CLAUSES
(I) AND (II), WHICH MAY LEAD TO CLAIMS AGAINST ANY RESTRICTED PERSON FOR
CLEAN-UP COSTS, REMEDIAL WORK, DAMAGES TO NATURAL RESOURCES OR FOR PERSONAL
INJURY CLAIMS (WHETHER UNDER ENVIRONMENTAL LAWS OR OTHERWISE) WHICH COULD
REASONABLY BE EXPECTED TO CAUSE A MATERIAL ADVERSE CHANGE; AND (E) NO RESTRICTED
PERSON OTHERWISE HAS ANY KNOWN MATERIAL CONTINGENT LIABILITY UNDER ANY
ENVIRONMENTAL LAWS OR IN CONNECTION WITH THE RELEASE INTO THE ENVIRONMENT, OR
THE STORAGE OR DISPOSAL, OF ANY HAZARDOUS MATERIALS WHICH COULD REASONABLY BE
EXPECTED TO CAUSE A MATERIAL ADVERSE CHANGE.
EACH RESTRICTED PERSON UNDERTOOK,
AT THE TIME OF ITS ACQUISITION OF EACH OF ITS MATERIAL PROPERTIES, ALL
APPROPRIATE INQUIRY INTO THE PREVIOUS OWNERSHIP AND USES OF THE PROPERTY AND ANY
POTENTIAL ENVIRONMENTAL LIABILITIES ASSOCIATED THEREWITH.
SECTION 5.13.
NAMES AND PLACES OF BUSINESS.
AS OF THE CLOSING DATE, NO
RESTRICTED PERSON HAS, DURING THE PRECEDING TWO (2) YEARS, BEEN KNOWN BY, OR
USED ANY OTHER TRADE OR FICTITIOUS NAME, EXCEPT AS DISCLOSED IN SECTION 5.13 OF
THE DISCLOSURE SCHEDULE.
EXCEPT AS OTHERWISE INDICATED IN SECTION 5.13 OF THE
DISCLOSURE SCHEDULE, AS OF THE CLOSING DATE, THE CHIEF EXECUTIVE OFFICE AND
PRINCIPAL PLACE OF BUSINESS OF EACH RESTRICTED PERSON ARE (AND FOR THE PRECEDING
TWO (2) YEARS HAVE BEEN) LOCATED AT THE ADDRESS OF BORROWER SET OUT ON THE
SIGNATURE PAGES HERETO.
EXCEPT AS INDICATED IN SECTION 5.13 OF THE DISCLOSURE
SCHEDULE OTHERWISE DISCLOSED IN WRITING TO AGENT, NO RESTRICTED PERSON HAS ANY
OTHER OFFICE OR PLACE OF BUSINESS.
SECTION 5.14.
SUBSIDIARIES.
BORROWER DOES NOT PRESENTLY HAVE ANY
SUBSIDIARY EXCEPT THOSE LISTED IN SECTION 5.14 OF THE DISCLOSURE SCHEDULE OR
DISCLOSED TO AGENT IN WRITING.
NO RESTRICTED PERSON HAS ANY EQUITY INVESTMENTS
IN ANY OTHER PERSON EXCEPT THOSE LISTED IN SECTION 5.14 OF THE DISCLOSURE
SCHEDULE OR OTHERWISE PERMITTED UNDER THIS AGREEMENT.
BORROWER OWNS, DIRECTLY
OR INDIRECTLY, THE EQUITY INTERESTS IN EACH OF ITS SUBSIDIARIES INDICATED IN
SECTION 5.14 OF THE DISCLOSURE SCHEDULE OR AS DISCLOSED TO AGENT IN WRITING.
SECTION 5.15.
GOVERNMENT REGULATION.
NEITHER BORROWER NOR ANY OTHER
RESTRICTED PERSON OWING OBLIGATIONS IS (A) A "REGISTERED HOLDING COMPANY", OR A
"SUBSIDIARY COMPANY" OF A "REGISTERED HOLDING COMPANY", OR AN "AFFILIATE" OF A
"REGISTERED HOLDING COMPANY" WITHIN THE MEANING OF THE PUBLIC UTILITY HOLDING
COMPANY ACT OF 1935, AS AMENDED; OR (B) AN "INVESTMENT COMPANY" OR A COMPANY
"CONTROLLED" BY AN "INVESTMENT COMPANY" WITHIN THE MEANING OF THE INVESTMENT
COMPANY ACT OF 1940, AS AMENDED.
THE PLEDGE OF THE EQUITY OF EACH SUBSIDIARY OF
BORROWER DOES NOT VIOLATE REGULATION T, U, OR X OF THE BOARD OF GOVERNORS OF THE
FEDERAL RESERVE SYSTEM.
SECTION 5.16.
INSIDER.
NO RESTRICTED PERSON, NOR, TO THE KNOWLEDGE OF
BORROWER AS OF THE CLOSING DATE, ANY PERSON HAVING "CONTROL" (AS THAT TERM IS
DEFINED IN 12 U.S.C. § 375B(9) OR