Environmental Due Diligence Sample Clauses

Environmental Due Diligence. During the Interim Period, Purchaser shall have the right (a) to perform an Environmental Site Assessment (“ESA”) and (b) to audit the operation of the Business for compliance with Environmental Laws including completing such testing of all underground storage tank components, including, but not limited to, underground storage tanks, associated lines, pipes, spill containment devices and pumping equipment as it deems necessary in its sole discretion (“Environmental Compliance Testing”), at the Locations before the Closing; provided that (i) the ESA and Environmental Compliance Testing conform to Schedule 7.3 and applicable ASTM standards, (ii) performance of the ESA and Environmental Compliance Testing do not damage or interfere with the operation of the Locations, (iii) completion of an ESA and Environmental Compliance Testing on Leased Real Properties conform with all of the requirements set forth in the applicable Leases, and (iv) Purchaser provides Sellers with a copy of any ESA and Environmental Compliance Testing report promptly after the report is issued. Purchaser shall indemnify, defend and hold Sellers harmless for the acts of Purchaser and/or Purchaser’s agents, employees or contractors in performing the ESA and Environmental Compliance Testing and Purchaser shall return each Location to its previous condition upon completion of its activities in connection with the ESA and Environmental Compliance Testing. Purchaser shall deliver a copy of any final reports or assessments resulting from such investigations and testing to Seller promptly after their completion. Any investigation conducted pursuant to this Section 7.3 shall be conducted in accordance with the terms of Article VII. Purchaser’s conduct of an ESA and Environmental Compliance Testing shall not be a condition to the Closing, and failure to perform or complete the ESA shall not extend the date for the Closing.

Environmental Due Diligence. Purchaser shall have completed its environmental due diligence of the Restaurants, Real Property and Purchased Assets and have received results which are satisfactory to Purchaser in its sole discretion.

Environmental Due Diligence. Poolmart shall have completed its --------------------------- environmental due diligence and shall be reasonably satisfied with the results of such due diligence; provided, however, that this condition shall be deemed to have been satisfied in full by March 31, 1997 unless prior thereto Poolmart shall have delivered a written notice to Leslie's California specifying in reasonable detail the respects in which it has not been satisfied;

Environmental Due Diligence. Regarding any Current Company Facility, the Company and the Sellers shall provide Buyer with the right, but not the obligation, to take all steps necessary to conduct all appropriate inquiries pursuant to Section 101(35)(B) of the federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601(35)(B), as the United States Environmental Protection Agency has defined such inquiries in a rule promulgated at 70 Fed. Reg. 66070 (November 1, 2005) and effective on November 1, 2006 (hereinafter, “All Appropriate Inquiries”). Buyer’s performance of All Appropriate Inquiries shall include but not be limited to, performance by or for Buyer, at Buyer’s sole cost, of any of the actions described in this Section 6.10. Within five (5) days of execution of this Agreement, Sellers shall make available to Buyer all records held by Sellers concerning each Current Company Facility and environmental conditions thereon, including but not limited to, for each Current Company Facility, any environmental site assessments, analytical results of sampling, remedial reports, investigations, permits, licenses, underground or aboveground storage tank test results, inventory records, administrative or judicial notices, and estimates of the cost of any environmental remediation, investigation, monitoring, or compliance. Sellers shall also provide to Buyer a list of, and make available to Buyer any written information on any environmental conditions at, every Former Company Facility. Buyer shall have the right, but not the obligation, to perform or cause to be performed an environmental site assessment of each Current Company Facility (each, a “Phase I assessment”) and to produce or cause to be produced a written report of each such assessment and any recommendations made as a result of each such assessment (each, a “Phase I”). If any Phase I recommends that samples of any environmental medium, including but not limited to any air, soil, surface water, ground water, sediment, rock, or bedrock at, above, or beneath any portion of a Current Company Facility, should be taken, or if any environmental site assessment or report provided to Buyer shows any contamination or remediation at a Current Company Facility, Buyer shall have the right, but not the obligation, to sample such Current Company Facility or cause it to be sampled, at Buyer’s sole cost (a “Phase II assessment”). A written report of any such Phase II assessment, any other e...

Environmental Due Diligence. Lender shall be provided with such Environmental Due Diligence for the Property as Lender may require, to be in form and content acceptable to Lender. All reports shall be addressed to Lender. Borrower shall pay for the cost of the Environmental Due Diligence.

Environmental Due Diligence. The Consultant will manage the BIDSF financed projects in compliance with the Bank´s Environmental Policy and Procedures (▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇/about/policies/enviro/policy/review/index.htm) and Slovak law. No environmental audits are expected to be performed by Consultant

Environmental Due Diligence. Environmental due diligence for the Project acceptable to Lender, which may include, at Lender’s discretion, a phase I environmental site assessment.

Environmental Due Diligence. The Administrative Agent and the Documentation Agent shall be satisfied with the environmental condition of the real property owned or leased by the Borrower and its Subsidiaries.

Environmental Due Diligence. (a) Purchaser may conduct at its own expense environmental audits by an independent qualified environmental engineer or consultant (the "Environmental Consultant") of the Real Property during the Environmental Due Diligence Period. In the event Purchaser conducts a Phase I audit, Purchaser shall use its best efforts to commence such audit within seven (7) days from the date hereof. (b) In the event the Phase I audit of any of the Real Property is not completed within the Environmental Due Diligence Period through no fault of Purchaser or its Environmental Consultant, Purchaser may request an extension of the Environmental Due Diligence Period for a reasonable period not exceeding fifteen (15) days solely to permit completion of such Phase I audit. (c) In the event that as a result of such Phase I audit, Purchaser elects in the exercise of its reasonable business judgment to conduct a Phase II environmental audit by the Environmental Consultant of any of the Real Property, upon receipt of written notice of such election and a copy of any report prepared with respect to such Phase I audit evidencing a reasonable basis for such election prior to the conclusion of the Environmental Due Diligence Period, Seller shall extend such Environmental Due Diligence Period for an additional thirty (30) days solely to permit completion of such Phase II audit. (d) In the event that during the Environmental Due Diligence Period or any extension thereof pursuant to this Section, Purchaser shall notify Seller in writing that the Environmental Consultant has discovered an Environmental Hazards at or on any parcel of the Real Property, the remediation of which, in the reasonable judgment of the Environmental Consultant, is or will be the responsibility of Seller, or Purchaser should it acquire such parcel, and will cost more than $25,000, Seller may elect to: (i) make an adjustment to the Purchase Price for the estimated remediation costs of any such Environmental Hazard, which shall not have been remediated on or prior to the Closing Date, in excess of $25,000 with respect to such parcel of Real Property; or (ii) take such remediation steps as are necessary to make the Real Property comply with Environmental Laws by the Closing Date (or make provisions to such remediation steps following the Closing Date as shall be reasonably satisfactory to Purchaser); or (iii) lease to Purchaser such parcel of Real Property for a period of ten (10) years pursuant to a Lease Agreement; provi...