14
We may be
unable to adequately protect our proprietary rights and trade brands,
which may limit our ability to compete in our
markets and could adversely affect our liquidity,
financial position and results of operations.
We have a
limited number of patents and patent applications, including
patents issued, applied for, or acquired
in the U.S. and in
various foreign countries, some of which are material
to our business.
However, we rely principally on our
proprietary formulae and
the applications know-how and experience to meet
customer needs.
Also, our products are identified by trademarks that are registered
throughout our marketing area.
Despite our efforts to protect our proprietary information
through patent and trademark filings, and
the use of appropriate trade secret protections, it is possible
that competitors or other unauthorized third parties may obtain, copy,
use,
disclose or replicate our formulae, products, and proces
ses.
Similarly, third
parties may assert claims against us and our customers
and distributors alleging our products infringe upon
third-party intellectual property rights.
In addition, the laws and/or judicial
systems of foreign countries in which we design, manufacture,
market and sell our products may afford little or
no effective protection
of our proprietary technology or trade brands.
Also, security over our global information technology structure
is subject to increasing
risks associated with cyber-crime and other related cyber-security
threats.
These potential risks to our proprietary information, trade
brands and other intellectual property could subject us to
increased competition and a failure to protect, defend or enforce our
intellectual property rights could negatively impact
our liquidity, financial position
and results of operations.
General Risk Factors
Our business could be adversely affected
by environmental, health and safety laws and regulations or by
potential product, service
or other related liability claims.
The development, manufacture and sale of specialty
chemical products and other related services involve inherent
exposure to
potential product liability claims, service level claims, product
recalls and related adverse publicity.
Some customers have and may in
the future require us to represent that our products conform
to certain product specifications provided by them.
Any failure to comply
with such specifications could result in claims or legal
action against us.
Any of the foregoing potential product or service risks could
also result in substantial and unexpected expenditures
and affect customer confidence in our products and
services, which could have a
material adverse effect on our liquidity,
financial position and results of operations.
In addition, our business is subject to hazards associated
with the manufacturing, handling, use, storage, and transportation
of
chemical materials and products, including historical operations
at our current and former facilities.
These potential hazards could
cause personal injury and loss of life, severe damage
to, or destruction of, property or equipment and environmental contamination
or
other environmental damage, which could have an adverse
effect on our business, financial condition or results
of operations.
In the
jurisdictions in which we operate, we are subject to numerous U.S.
and non-U.S. national, federal, state and local environmental,
health and safety laws and regulations, including those
governing the discharge of pollutants into the air and
water, the management
and disposal of hazardous substances and wastes and the
cleanup of contaminated properties.
We currently
use, and in the past have
used, hazardous substances at many of our facilities, and
we have in the past been, and may in the future be, subject
to claims relating
to exposure to hazardous materials.
We also have
generated, and continue to generate, hazardous wastes at a number
of our facilities.
Liabilities associated with the investigation and
cleanup of hazardous substances, as well as personal injury,
property damages or
natural resource damages arising from the release of,
or exposure to, such hazardous substances, may be imposed in many situations
without regard to violations of laws or regulations
or other fault, and may also be imposed jointly and severally (so
that a responsible
party
may be held liable for more than its share of the losses involved,
or even the entire loss).
These liabilities may also be imposed
on many different entities, including, for
example, current and prior property owners or operators, as well as entities
that arranged for
the disposal of the hazardous substances.
The liabilities may be material and can be difficult to identify
or quantify.
In addition, the
occurrence of disruptions, shutdowns or other material
operating problems at our facilities or those of our customers
due to any of
these risks could adversely affect our reputation
and have a material adverse effect on our operations
as a whole, including our results
of operations and cash flows, both during and after the
period of operational difficulties.
Further, some of the raw materials we handle
are subject to government regulation.
These regulations affect the manufacturing
processes, handling, uses and applications of our products.
In addition, our production facilities and a number of our distribution
centers require numerous operating permits.
Due to the nature of these requirements and changes in our operations,
our operations
may exceed limits under permits or we may not have
the proper permits to conduct our operations.
Ongoing compliance with environmental laws, regulations
and permits that impact registration/approval requirements,
transportation and storage of raw materials and finished
products, and storage and disposal of wastes could require
us to make changes
in manufacturing processes or product formulations and
could have a material adverse effect on our results
of operations.
We may
incur substantial costs, including fines, damages, criminal
or civil sanctions and remediation costs, or experience
interruptions in our
operations, including as a result of revocation, non-renewal
or modification of the Company’s
operating permits and revocation of the
Company’s product
registrations, for violations arising under these laws or permit
requirements.
Any such revocation, modification or
non-renewal may require the Company to cease or limit
the manufacture and sale of its products at one or more of its facilities, which
may limit or prevent the Company’s
ability to meet product demand or build new facilities and
may have a material adverse effect on
the Company’s business, financial
position, results of operations and cash flows.
Additional information may arise in the future
concerning the nature or extent of our liability with
respect to identified sites, and additional sites may be identified
for which we are
alleged to be liable, that could cause us to materially increase
our environmental accrual or the upper range of the
costs we believe we
could reasonably incur for such matters.
Increased compliance costs may not affect competitors
in the same way that they affect us