Environmental Liabilities and Costs all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, imposed by, under or pursuant to Environmental Laws, including all Losses related to Remedial Actions, and all fees disbursements and expenses of counsel, experts, personnel and consultants based on, arising out of or otherwise in respect of: (i) the ownership, operation, use or occupancy of the Business, the Assets, the Real Property or Other Leases or any other real properties, assets, equipment or facilities, by any Transferor, or any of their predecessors or Affiliates; (ii) the environmental conditions existing on the Closing Date on, under, above, about or emanating from any Real Property, the Assets or property subject to Other Leases or any other real properties, assets, equipment or facilities currently or previously owned, leased, operated, occupied or used by the any Transferor, or any of their predecessors or Affiliates; and (iii) expenditures necessary to cause any Real Property or any aspect of the Business or the Assets to be in compliance with any and all requirements of Environmental Laws as of the Closing Date, including all Environmental Permits issued or required under or pursuant to such Environmental Laws, and reasonably necessary to make full economic use of any Real Property or the Assets.
Environmental Liabilities and Costs. All Losses, whether direct or -------------------------------------- indirect, known or unknown, current or potential, past, present or future, imposed by, under or pursuant to Environmental Laws, including, without limitation, all Losses related to Remedial Actions, and all fees, disbursements and expenses of counsel, experts, personnel and consultants based on, arising out of or otherwise in respect of: (i) the ownership or operation of the Business, the Leased Real Property or any other real properties, assets, equipment or facilities, by Company, or any of its predecessors or Affiliates; (ii) the environmental conditions existing on the Closing Date on, under, above, or about any Leased Real Property or any other real properties, assets, equipment or facilities currently or previously owned, leased or operated by Company, or any of its predecessors or Affiliates; and (iii) expenditures necessary to cause any Leased Real Property or any aspect of the Business to be in compliance with any and all requirements of Environmental Laws as of the Closing Date, including, without limitation, all Environmental Permits issued under or pursuant to such Environmental Laws, and reasonably necessary to make full economic use of any Leased Real Property.
Environmental Liabilities and Costs. Environmental Liabilities and Costs shall mean all liabilities, monetary obligations, losses, damages, punitive damages, consequential damages, treble damages, costs and expenses (including all reasonable fees, disbursements and expenses of counsel, experts, or consultants, and costs of investigation and feasibility studies), fines, penalties, sanctions, and interest incurred as a result of any claim or demand, or Remedial Action required, by any governmental authority or any third party, and which relate to any Environmental Action.
Environmental Liabilities and Costs. 11 1.63. Environmental Lien..................................................................12 1.64. Equipment...........................................................................12 1.65. ERISA...............................................................................12 1.66. ERISA Affiliate.....................................................................12 1.67.
Environmental Liabilities and Costs. (i) None of the Company or the Company’s real properties, assets, equipment or facilities is subject to any existing, pending or, to the Knowledge of Caliper, threatened, and none of the Company nor any of its predecessors has caused or taken any action that could result in, Liability under or relating to Environmental Laws or Environmental Orders (including without limitation Liabilities arising out of the manufacture, processing, distribution, use or sale of any Company Products and Services).
Environmental Liabilities and Costs. In the event that the ----------------------------------- Purchaser, in the course of its due diligence review prior to the Closing Date, discovers any environmental conditions at the Seller's Yucaipa, California facility, AGI and the Seller agree to pay all Environmental Liabilities and Costs incurred by the Purchaser or Acquisition Sub to remediate such environmental conditions above $50,000.
Environmental Liabilities and Costs. Except as set forth on Section 2.22(j) of the Disclosure Schedule, there are no conditions or circumstances associated with Star's use of its currently or previously owned or leased properties or operations of Star which are likely to give rise to Environmental Liabilities and Costs.
Environmental Liabilities and Costs all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, imposed by, under or pursuant to Environmental Laws, including, without limitation, all Losses related to Remedial Actions, and all fees, disbursements and expenses of governmental authorities, counsel, experts, personnel and consultants based on, arising out of or otherwise in respect of: (i) the ownership or operation of the Neptune Business, Leased Real Property or Leases or any other real properties, assets, equipment or facilities, by Neptune, or any of their predecessors or Affiliates; (ii) the environmental conditions existing on the Closing Date on, under, above, or about any Leased Real Property or property subject to Leases or any other real properties, assets, equipment or facilities currently or previously owned, leased or operated by Neptune, or any of their predecessors or Affiliates; and
Environmental Liabilities and Costs all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, imposed by, under or pursuant to Environmental Laws, including, without limitation, all Losses related to Remedial Actions and all reasonable fees, disbursements and expenses of counsel, experts, personnel and consultants based on, arising out of or otherwise in respect of: (i) the ownership or operation of the Business, Real Property or Other Leases; (ii) the environmental conditions existing on the Closing Date on, under, above, or about any Real Property or property subject to Other Leases, or on properties or businesses adjoining any Real Property or property subject to the Other Leases; and (iii) expenditures necessary to cause any Real Property, property subject to Other Leases, or any aspect of the Business to be in compliance with any and all requirements of Environmental Laws as of the Closing Date, including, without limitation, all Environmental Permits issued under or pursuant to such Environmental Laws. ENVIRONMENTAL PERMITS: any federal, foreign, provincial, state, regional district, municipal and local permit, license, registration, consent, order, administrative consent order, certificate, approval or other authorization with respect to any Seller necessary for the conduct of the Business as currently conducted or previously conducted under any Environmental Law or with respect to the Business or the Real Property or property subject to Other Leases. ERISA: the Employee Retirement Income Security Act of 1974, as amended.
Environmental Liabilities and Costs all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, imposed by, under or pursuant to Environmental Laws, including, without limitation, all Losses related to Remedial Actions, and all fees, disbursements and expenses of counsel, experts, personnel and consultants based on, arising out of or otherwise in respect of: (i) the ownership of the Assets, Real Property or other leases or any other real properties, assets, equipment or facilities, by any Seller, or any of their predecessors or affiliates; (ii) the environmental conditions existing on the Closing Date on, under, above, or about any Real Property or property subject to Other Leases or any other real properties, assets, equipment or facilities currently or previously owned, leased or operated by any Seller, or any of their predecessors or affiliates; and (iii) expenditures necessary to cause any Real Property or any aspect of the Assets to be in compliance with any and all requirements of Environmental Laws as of the Clos-ing Date.
