Adverse Environmental Condition Sample Clauses

Adverse Environmental Condition. 5.7(b) Agreement..........................................................
Sample 1
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Adverse Environmental Condition. Any of the following: (i) ------------------------------- the existence, or the continuation of the existence, of a Release or threatened Release (including sudden or non-sudden, accidental or non-accidental Releases), of, or exposure to, any Hazardous Material or other Release into or onto the environment (including the air, ground, surface or ground water) at, in, or from or related to the Real Property caused by an act or omission of Sellers, without regard to whether any Seller had knowledge thereof; or (ii) any violation, or alleged violation, under any Environmental Law, or any violation of permits or licenses of, by or from any governmental entity pursuant to Environmental Law (including any penalties associated with any violations or any alleged violations) related to the Real Property, caused by an act or omission of Sellers, without regard to whether any Seller had knowledge thereof.
Sample 1
Adverse Environmental Condition. There exists no material amount of ------------------------------- Hazardous Substances on, under or at the Collateral. For purposes of this Section, "material" shall mean an amount of Hazardous Substances in excess of any established level of concentration or action level set forth in any rule, policy, regulation or guideline adopted or issued by any Governmental Authority or, in the absence of applicable action levels, in amounts that would require removal or remediation in accordance with good industry practices. The Collateral is not and has never been used for the storage, treatment or disposal of Hazardous Substances.
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Adverse Environmental Condition. 5.7(b) Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . .
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Adverse Environmental Condition. 15.01 Purchaser shall advise Seller of any Adverse Environmental Condition (as defined herein) related to the Interests of which Purchaser has actual knowledge not later than 12:00 p.m. local Denver time on Tuesday, March 25, 1997. Except as provided below, Seller, after the Closing, at its sole cost, shall remedy such Adverse Environmental Condition(s), individually or in the aggregate, to the reasonable satisfaction of Purchaser and in accordance with applicable Environmental Laws (as defined herein) in effect as of the Closing Date. In the event Seller reasonably determines in good faith that the cost of remediating Adverse Environmental Condition(s) as to any wells, units or other subxxxxxion of the Real Property listed on Exhibits "A-1 to A-3", exceeds the lesser of $300,000.00 or the corresponding allocated value in Exhibit "D", or that the aggregate cost of remediating Adverse Environmental Conditions as to all affected Interests exceeds $300,000,00, Seller may elect, by written notice to Purchaser not later than 12:00 p.m. local Denver time on Tuesday, March 26, 1997, not to remedy such Adverse Environmental Condition(s) under this Agreement. If Seller declines to remediate any Adverse Environmental Condition(s), Purchaser shall have the option to: (1) exclude the affected property and adjust the Sale Price by the value allocated thereto in Exhibit "D", or (2) terminate this Agreement without liability, in which event the Performance Deposit shall be returned to Purchaser, without interest. If Purchaser elects to exclude affected Interests aggregating more than twenty percent (20%) of the Sale Price, then Seller shall have the option to terminate the Agreement without liability, in which event the Performance Deposit shall be returned to Purchaser, without interest. As for Interests containing Adverse Environmental Condition(s) that are conveyed to and accepted by Purchaser that Seller undertakes to remedy, Seller shall indemnify, save, discharge, release and hold Purchaser harmless against all penalties, fines, cleanup or remediation liabilities, claims, demands and causes of action, resulting from the remediation of, or the failure to, fully and completely perform the remediation of the Adverse Environmental Condition(s) in accordance with applicable Environmental Laws. Seller agrees that it will exercise all reasonable efforts and diligence to complete any required environmental cleanup and remediation. according to plans approved by the appropr...
Sample 1
Adverse Environmental Condition. “Adverse Environmental Condition” means
Sample 1
Adverse Environmental Condition. “Adverse Environmental Condition” means any contamination or condition exceeding currently allowed regulatory limits and not otherwise authorized by permit or law, resulting from any discharge, release, disposal, production, storage, treatment, or any other activities on, in or from any Lease or Well, or the migration or transportation from other lands to any Lease or Well, prior to the Effective Time, of any wastes, pollutants, contaminants, Hazardous Substances or other materials or substances subject to any state or federal law or regulation relating to the protection of the environment, including, but not limited to, the Clean Air Act, the Comprehensive Environmental Response, Compensation and Liability Substance Control Act, the Hazardous Waste and Solid Waste Amendments Act of 1984, the Superfund Amendments and Reauthorization Act of 1986, the Hazardous Materials Transportation Act, the Clean Water Act, the National Environmental Policy Act, the Endangered Species Act, the Fish and Wildlife Coordination Act, the National Historic Preservation Act, and the Oil Pollution Act of 1990, as well as any state and local regulation or law governing the same, similar or related matters (“Environmental Laws”).
Sample 1
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Adverse Environmental Condition. The Buyer is not assuming any --------------------------------- obligation of the Seller arising out of or relating to any Adverse Environmental Condition related to the Business or the Purchased Assets existing as of or prior to the Closing Date, regardless of when it is discovered.
Sample 1
Adverse Environmental Condition. Adverse Environmental Condition" shall mean any of the following items which were in existence on or before the Effective Date of this Agreement: (a) any event or condition with respect to air, land, soil, surface, subsurface strata, surface water, ground water, or sediments which caused, or may cause, a Property to become subject to remediation under, or not be in compliance with, any Environmental Law (as defined in Section 19.6 hereof) or environmental permit; (b) any material spilling, leaking, pouring, emitting, emptying, discharging, injection, escaping, transmission, leaching, or dumping ("Release"), or threat of a Release, of Environmental Contaminants (as defined in Section 19.5 hereof) on, to, or from any of the xxxxx or Properties that results, or may result, in liability to any third party for injury to, or death of, any person, persons, or other living thing, or damage, loss, or destruction of property; and/or (c) any written notice, citation, claim, demand, action, suit, administrative proceeding, order, judgment, liability, or obligation of any kind or character, whether putative, threatened, or actual, asserted or assertable by, issued by, or running in favor of any third party or governmental body caused by, arising out of, resulting from, or related in any way to any event or condition described in the preceding clauses (a) and (b) of this definition.
Sample 1

Related to Adverse Environmental Condition

  • Environmental Condition 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 properties or assets has ever been designated or identified in any manner pursuant to any environmental protection statute as a hazardous waste or hazardous substance disposal site, or a candidate for closure pursuant to any environmental protection statute; no lien arising under any environmental protection statute has attached to any revenues or to any real or personal property owned by Borrower or any Subsidiary; and neither Borrower nor any Subsidiary has received a summons, citation, notice, or directive from the Environmental Protection Agency or any other federal, state or other governmental agency concerning any action or omission by Borrower or any Subsidiary resulting in the releasing, or otherwise disposing of hazardous waste or hazardous substances into the environment.

  • Environmental Conditions A Phase I environmental site assessment (or update of a previous Phase I and or Phase II environmental site assessment) and, with respect to certain Mortgage Loans, a Phase II environmental site assessment (collectively, an “ESA”) meeting ASTM requirements conducted by a reputable environmental consultant in connection with such Mortgage Loan within 12 months prior to its origination date (or an update of a previous ESA was prepared), and such ESA (i) did not identify the existence of Recognized Environmental Conditions (as such term is defined in ASTM E1527-05 or its successor, hereinafter “Environmental Condition”) at the related Mortgaged Property or the need for further investigation, or (ii) if the existence of an Environmental Condition or need for further investigation was indicated in any such ESA, then at least one of the following statements is true: (A) an amount reasonably estimated by a reputable environmental consultant to be sufficient to cover the estimated cost to cure any material noncompliance with applicable Environmental Laws or the Environmental Condition has been escrowed by the related Mortgagor and is held or controlled by the related lender; (B) if the only Environmental Condition relates to the presence of asbestos-containing materials, radon in indoor air, lead based paint or lead in drinking water, the only recommended action in the ESA is the institution of such a plan, an operations or maintenance plan has been required to be instituted by the related Mortgagor that can reasonably be expected to mitigate the identified risk; (C) the Environmental Condition identified in the related environmental report was remediated, abated or contained in all material respects prior to the date hereof, and, if and as appropriate, a no further action, completion or closure letter or its equivalent, was obtained from the applicable governmental regulatory authority (or the Environmental Condition affecting the related Mortgaged Property was otherwise listed by such governmental authority as “closed” or a reputable environmental consultant has concluded that no further action or investigation is required); (D) an environmental policy or a lender’s pollution legal liability insurance policy that covers liability for the Environmental Condition was obtained from an insurer rated no less than “A-” (or the equivalent) by Xxxxx’x, S&P and/or Fitch; (E) a party not related to the Mortgagor was identified as the responsible party for the Environmental Condition and such responsible party has financial resources reasonably estimated to be adequate to address the situation; or (F) a party related to the Mortgagor having financial resources reasonably estimated to be adequate to address the situation is required to take action. To Seller’s knowledge, except as set forth in the ESA, there is no Environmental Condition at the related Mortgaged Property.

  • Compliance with Environmental Laws; Environmental Reports (a) Comply, and cause all lessees and other persons occupying Real Property owned, operated or leased by any Company to comply, in all material respects with all Environmental Laws and Environmental Permits applicable to its operations and Real Property; obtain and renew all material Environmental Permits applicable to its operations and Real Property; and conduct all Responses required by, and in accordance with, Environmental Laws; provided that no Company shall be required to undertake any Response to the extent that its obligation to do so is being contested in good faith and by proper proceedings and appropriate reserves are being maintained with respect to such circumstances in accordance with GAAP.

  • ENVIRONMENTAL CONCERNS In the worse case scenario, many environmental concerns must be addressed. Along with the police and fire marshal, the state environmental protection department will be on site to monitor the situation. Items to be concerned with in a large central office building could include:

  • Materials of Environmental Concern “Materials of Environmental Concern” include chemicals, pollutants, contaminants, wastes, toxic substances, petroleum and petroleum products and any other substance that is now or hereafter regulated by any Environmental Law or that is otherwise a danger to health, reproduction or the environment.

  • Environmental Compliance Except as could not reasonably be expected to have a Material Adverse Effect:

  • O.S.H.A. and Environmental Compliance (a) Each Borrower has duly complied with, and its facilities, business, assets, property, leaseholds, Real Property and Equipment are in compliance in all material respects with, the provisions of the Federal Occupational Safety and Health Act, the Environmental Protection Act, RCRA and all other Environmental Laws; there have been no outstanding citations, notices or orders of non-compliance issued to any Borrower or relating to its business, assets, property, leaseholds or Equipment under any such laws, rules or regulations.

  • Environmental Remediation Failure to remediate (or pursue the remediation process with due diligence and good faith) within the time period required by law or governmental order, (or within a reasonable time in light of the nature of the problem if no specific time period is so established), environmental problems in violation of Applicable Law related to Properties of the Borrower and/or its Subsidiaries where the estimated cost of remediation is in the aggregate in excess of Seventy-Five Million Dollars ($75,000,000), in each case after all administrative hearings and appeals have been concluded.

  • Preparation of Environmental Reports At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiaries, provide to the Administrative Agent within sixty (60) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in such request, prepared by a nationally recognized environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

  • Environmental Report Prior to the Closing, the Company shall (i) provide to Purchaser a letter from the Nebraska Department of Environmental Quality ("DEQ") stating that no further investigation or remediation will be required by DEQ related to the two fuel oil underground storage tanks formerly located at KOLN-TV, Lincoln, Nebraska and noted in Section 4.7 of the Environmental Report related to KOLN-TV (the "Former USTs"), or (ii) cause, at its sole cost and expense, Xxxxxxxxxx Xxxxxx or such other environmental consultant as shall be reasonably acceptable to Purchaser (the "Environmental Consultant") to perform an investigation, consistent with applicable state regulations (the "Investigation"), of the area surrounding the Former USTs to determine if contamination from the Former USTs is present. In the event actionable levels of contamination related to the Former USTs are detected by such Investigation, the Stockholders may, at their sole discretion, elect to cause the Company to remediate the identified contamination in compliance with applicable state regulations (the "Remedial Action"). In the event the Stockholders do not make such election or the Remedial Action is not completed on or prior to the Closing Date, then the Purchase Price shall be reduced by the amount determined by the Environmental Consultant to be reasonably necessary to complete the Remedial Action. The Company shall keep the Purchaser reasonably apprised of the status of any Investigation or Remedial Action by providing the Purchaser with Material documents and information relating to the performance of the Investigation and Remedial Action. Prior to the Closing, the Company shall further cause Xxxxxxxxxx Xxxxxx or the Environmental Consultant to visually observe the towers located in Beaver Crossing and Heartwell, Nebraska and provide a letter report summarizing such observations to Purchaser and the Company. The Environmental Consultant's costs to conduct such visual observations shall be paid equally by the Stockholders and Purchaser. Such letter report shall state that no condition exists with respect to the assets currently owned, leased, operated, or controlled by the Company or any of the Subsidiaries that has resulted in, or would reasonably be expected to result in, any violation of an Environmental Law, any Environmental Claim, or in any Liability relating to an Environmental Matter. Such report shall include an estimate of the total cost of remedying any such condition reported therein. In the event such letter report indicates that such a condition exists, the Stockholders shall remedy such condition to Purchaser's reasonable satisfaction within ninety (90) days after the date of the Stockholders' receipt of the final draft of the letter report. If such condition cannot be remedied to Purchaser's reasonable satisfaction within ninety (90) days, the Purchase Price shall be reduced by the amount determined by Xxxxxxxxxx Xxxxxx or the Environmental Consultant to be reasonably necessary to remedy such condition.

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