Environmental Investigation Sample Clauses

Environmental Investigation. Upon reasonable advance notice, Buyer and Buyer's representatives may enter, inspect and investigate the Properties, such inspection to be completed prior to Closing. In order to complete such investigation, Buyer or its representative shall have the right but not the obligation: (a) to conduct tests (including a "Phase I" and/or "Phase II" environmental study) of the structures, soil, surface or subsurface waters, and air quality at, in, on, beneath or about the Properties, in a manner consistent with good engineering practice; (b) to inspect all records, reports, permits, applications, monitoring results, studies, correspondence, data and any other information or documents relevant to Hazardous Materials or other environmental conditions; and (c) to inspect all buildings and Tangible Personal Property at the Properties for friable asbestos-containing materials or other Hazardous Materials. The Sellers agree to permit Buyer reasonable access to all portions of the Properties, during regular business hours; provided, however, that any inspection pursuant to this provision shall be commenced by Buyer within thirty (30) days of the execution of this Agreement, and provided further that within fifteen (15) days after the receipt by Buyer of any third-party report relating to such investigation, Buyer shall inform Sellers of any issues it believes are relevant to the provisions of this Agreement. Buyer shall have the right to terminate its obligations under this Agreement without penalty upon written notice to Sellers in the event that Buyer's environmental investigation discloses any violation of or any remedial work required by any applicable laws to the Joint Venture or Harriscope which would cost in excess of $250,000 in the aggregate to cure and remediate; PROVIDED, HOWEVER, that the Sellers shall have the right either to take or cause to be taken remedial action as is necessary to eliminate such violation(s) and complete such remedial work so as to eliminate any liability which could arise therefrom, and, in the event of such curative and remediative action, Buyer shall not be entitled to terminate this Agreement pursuant to this sentence. Buyer agrees to keep and hold confidential any and all reports, summaries, studies or results that are the product of its pre-Closing investigations of the Properties, to provide copies of such reports to Sellers within five business days of receipt of any request therefrom, and not to disclose such reports without the...

Environmental Investigation. (a) Heritage shall engage an environmental consultant acceptable to Acquiror to conduct a preliminary ("Phase I") environmental assessment of each of the parcels of real estate used in the operation of the businesses of Heritage and any Heritage Subsidiary and any other real estate owned by Heritage or a Heritage Subsidiary (other than single family residences). The fees and expenses of the consultant with respect to the Phase I assessments shall be shared equally by Acquiror and Heritage. The consultant shall complete and deliver the Phase I assessments not later than 60 days after the date of this Agreement. If any environmental conditions are found, suspected, or would tend to be indicated by the report of the consultant which may be contrary to the representations and warranties of Heritage set forth herein without regard to any exceptions that may be contained in Heritage's Schedules, then the parties shall obtain from one or more mutually acceptable consultants or contractors, as appropriate, an estimate of the cost of any further environmental investigation, sampling, analysis, remediation or other follow-up work that may be necessary to address those conditions in accordance with applicable laws and regulations. (b) Upon receipt of the estimate of the costs of all follow-up work to the Phase I assessments or any subsequent investigation phases that may be conducted, the parties shall attempt to agree upon a course of action for further investigation and remediation of any environmental condition suspected, found to exist, or that would tend to be indicated by the report of the consultant. All post-Phase I investigations or assessments (the cost of which shall be paid by Heritage), all work plans for any post-Phase I assessments or remediation, and any removal or remediation actions that may be performed, shall be mutually satisfactory to Acquiror and Heritage. If such work plans or removal or remediation actions would cost more than $3,000,000 (individually or in the aggregate on a tax affected basis) to complete, Acquiror and Heritage shall discuss a mutually acceptable modification of this Agreement. Acquiror and Heritage shall cooperate in the review, approval and implementation of all work plans. (c) If the parties are unable to agree upon a course of action for further investigation and remediation of an environmental condition or issue raised by an environmental assessment and/or a mutually acceptable modification to this Agreement, and the c...

Environmental Investigation. (a) If any Phase I Report indicates the presence of any hazardous substance with respect to any Owned Real Estate, and such presence is a condition that requires remediation pursuant to appropriate governmental standards, then, at Purchaser's request made in writing to Seller within ten (10) days after the date of this Agreement, and at Purchaser's sole cost and expense, Seller shall arrange to cause a consultant approved by both Seller and Purchaser to conduct a Phase II environmental audit as to such hazardous substance and deliver to Seller and Purchaser the results of such audit within forty-five days after the request by Purchaser. If the Phase II audit report confirms that such presence requires remediation pursuant to appropriate governmental standards and if such presence, if not remediated, would materially adversely affect the business of the Branch situated upon the Owned Real Estate and Purchaser requests that Seller take remedial action with respect thereto, then Purchaser shall so notify Seller in writing promptly after receipt of the Phase II environmental audit report, whereupon Seller shall have the right to (i) terminate this Agreement as it relates to the Assets and Liabilities of the affected Branch, (ii) undertake remedial action as to such presence at its sole cost and expense so that no material continuing violation of any environmental law exists (provided, however, that the timing of any such remediation shall be coordinated with Purchaser to minimize any resulting business interruption), or (iii) agree to indemnify Purchaser for all actual costs and expenses incurred by Purchaser to remediate the Owned Real Estate as to such presence so that no material continuing violation of any environmental law exists. (b) If Purchaser fails to request a Phase II environmental audit or to exercise its right to make a request that Seller remediate any Owned Real Estate in each case as and when required above, then Purchaser shall be bound to the terms of this Agreement without a right of termination except as provided in Article XI and without a further right to request or to require any Seller remediation or indemnification. Any termination by Seller under this Article X shall neither create nor result in any liability of the Seller to the Purchaser.

Environmental Investigation. (a) EQBK and its consultants, agents and representatives will have the right, to the same extent that RBI has the right, if any, but not the obligation or responsibility, to inspect any Property, including conducting asbestos surveys and sampling, environmental assessments and investigations, and other environmental surveys and analyses including soil and ground sampling (“Environmental Inspections”) at any time on or prior to the date that is forty-five (45) days after the date of this Agreement. EQBK will notify RBI prior to any physical inspections of the Property, and RBI may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation (“Secondary Investigation”) including, test borings, soil, water and other sampling is deemed desirable by EQBK, EQBK will (i) notify RBI of any Property for which it intends to conduct such a Secondary Investigation and the reasons for such Secondary Investigation, and (ii) commence such Secondary Investigation, on or prior to the date that is seventy-five (75) days after the date of this Agreement. EQBK will give reasonable notice to RBI of such Secondary Investigations, and RBI may place reasonable time and place restrictions on such Secondary Investigations. After completing the Environmental Inspections and Secondary Investigation contemplated by this Agreement, EQBK shall remove the equipment and restore any part of the Property that was affected by its activities to a condition that is reasonably similar to the condition of the Property at the time immediately preceding the commencement of said activities. (b) RBI agrees to make available to EQBK and its consultants, agents and representatives all documents and other material relating to environmental conditions of any Property including the results of other Environmental Inspections and surveys. RBI also agrees that all engineers and consultants who prepared or furnished such reports may discuss such reports and information with EQBK and will be entitled to certify the same in favor of EQBK and its consultants, agents and representatives and make all other data available to EQBK and its consultants, agents and representatives.

Environmental Investigation. The Borrowers or any of PLC’s Subsidiaries shall be the subject of any proceedings or investigation of any toxic or hazardous waste or substance into the environment, or any violation of any federal, state or local environmental, health or safety law or regulation, which, in either case, could reasonably be expected to have a Material Adverse Effect.

Environmental Investigation. (a) TCBX and its consultants, agents and representatives will have the right, to the same extent that Keystone has the right, if any, but not the obligation or responsibility, to inspect any Property, including conducting asbestos surveys and sampling, environmental assessments and investigations, and other environmental surveys and analyses including soil and ground sampling (“Environmental Inspections”) at any time on or prior to the date that is forty-five (45) days after the date of this Agreement. TCBX will notify Keystone prior to any physical inspections of the Property, and Keystone may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation (“Secondary Investigation”) including, test borings, soil, water and other sampling is deemed desirable by TCBX, TCBX will (i) notify Keystone of any Property for which it intends to conduct such a Secondary Investigation and the reasons for such Secondary Investigation, and (ii) commence such Secondary Investigation, on or prior to the date that is seventy-five (75) days after the date of this Agreement. TCBX will give reasonable notice to Keystone of such Secondary Investigations, and Keystone may place reasonable time and place restrictions on such Secondary Investigations. (b) Keystone agrees to make available to TCBX and its consultants, agents and representatives all documents and other material relating to environmental conditions of any Property including the results of other Environmental Inspections and surveys. Keystone also agrees that all engineers and consultants who prepared or furnished such reports may discuss such reports and information with TCBX and will be entitled to certify the same in favor of TCBX and its consultants, agents and representatives and make all other data available to TCBX and its consultants, agents and representatives.

Environmental Investigation. Pursuant to the terms described below, Purchaser shall commence, if it desires, and be permitted to conduct environmental assessments of: (a) any or all parcels of Company Real Property and Company-Leased Property; and (b) any real property acquired or leased by Company or any of the Company Subsidiaries after the date of this Plan of Merger (each of (a) and (b) an "Investigated Property"). As to each Investigated Property:

Environmental Investigation. Old Kent shall be permitted to conduct an environmental assessment of each parcel of Grand Premier's Real Property and Premises and, at Old Kent's option, (a) to the extent permitted by the current owners thereof, any other real estate formerly owned by Grand Premier or any of its subsidiaries, and (b) any other real estate acquired by any of Grand Premier's subsidiaries in satisfaction of a debt previously contracted. As to each such property:

Environmental Investigation. Buyer waives the right to perform a environmental investigation of the property at this time, however reserve the right to conduct such a investigation at the time that it exercises its first right of offer to acquire the property. Nothing shall affect the Seller’s representations and warranties in Section 8.25 or Buyer’s reliance on them or Seller’s indemnification obligations under Section 10 hereinafter.