Common use of Environmental Liability Clause in Contracts

Environmental Liability. Except as set forth in Section 4.20 of the Providian Disclosure Schedule, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation or ordinance, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of Providian, threatened against Providian or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected to have a Material Adverse Effect on Providian. Neither Providian nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected to have a Material Adverse Effect on Providian.

Environmental Liability. Except as set forth in on Section 4.20 3.18 of the Providian such Party’s Disclosure ScheduleMemorandum or as would not be material to such Party and its Subsidiaries taken as a whole, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, claims or actions or any private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, impose or that could reasonably could be expected to result in the imposition, on Providian such Party or any of its Subsidiaries Subsidiaries, of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statuteenvironmental, regulation health or ordinancesafety Law, including the Comprehensive Environmental Response, Compensation Compensation, and Liability Act of 1980, as amended amended, (collectively, the “Environmental Laws”), ) pending or, to the knowledge Knowledge of Providiansuch Party, threatened against Providian such Party or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge Knowledge of Providiansuch Party, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected to have a Material Adverse Effect on Providiansuch Party. To the knowledge Knowledge of Providiansuch Party, during or prior to the period of (i) its such Party’s, or any of its Subsidiaries’ ownership or operation of any of their respective current propertiesproperty, (ii) its such Party’s, or any of its Subsidiaries’ participation in the management of any property, or (iii) its such Party’s, or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected to to, individually or in the aggregate, have a Material Adverse Effect on Providiansuch Party. Neither Providian such Party nor any of its Subsidiaries is subject to any material agreement, order, judgment, decree, letter judgment or memorandum decree by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant with respect to the foregoing. There has been no material written third party environmental site assessment conducted since January 1, 2015 assessing the presence of hazardous materials located on any property owned or under leased by such Party or any Environmental Law of its Subsidiaries that would have is within the possession or would reasonably be expected control of such Party and its Subsidiaries or Affiliates as of the date of this Agreement that has not been delivered or made available to have a Material Adverse Effect on Providianthe other Parties prior to the date of this Agreement.

Environmental Liability. Except as set forth have not had and would not reasonably be expected to have, individually or in Section 4.20 of the Providian Disclosure Scheduleaggregate, a Material Adverse Effect on the Company, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations action or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian the Company or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation Law relating to the protection of the environment or ordinancehuman health or safety, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of Providianthe Company, threatened against Providian the Company or any of its Subsidiaries. Except as have not had and would not reasonably be expected to have, which liability individually or obligation would have in the aggregate, a Material Adverse Effect on the Company, to the knowledge of the Company, there are no past, present, or reasonably anticipated future facts, occurrences or circumstances that would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for give rise to any such proceeding, claim, action or governmental investigation that would impose any such liability or obligation that would have or would reasonably be expected obligation. During or, to have a Material Adverse Effect on Providian. To the knowledge of Providianthe Company prior to, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current or former properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials materials, gasoline or petroleum (including crude oil or any fraction thereof) or petroleum products, polychlorinated biphenyls, ureformaldehyde insulation, asbestos, pollutants, contaminants or other materials regulated pursuant to, or that would reasonably be expected to give rise to liability under Environmental Laws (“Materials of Environmental Concern”) in, on, under or affecting any such property which have had or would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect on Providianthe Company. Neither Providian the Company nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected relating to have a Material Adverse Effect on ProvidianMaterials of Environmental Concern.

Environmental Liability. Except as set forth have not had and would not reasonably be expected to have, individually or in Section 4.20 of the Providian Disclosure Scheduleaggregate, a Material Adverse Effect on the Company, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations action or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian the Company or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation Law relating to the protection of the environment or ordinancehuman health or safety, including the Comprehensive Environmental Response, Compensation and Liability Act of 19801980 (“CERCLA”), as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of Providianthe Company, threatened against Providian the Company or any of its Subsidiaries. Except as have not had and would not reasonably be expected to have, which liability individually or obligation would have in the aggregate, a Material Adverse Effect on the Company, to the knowledge of the Company, there are no past, present, or reasonably anticipated future facts, occurrences or circumstances that would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for give rise to any such proceeding, claim, action or governmental investigation that would impose any such liability or obligation that would have or would reasonably be expected obligation. During or, to have a Material Adverse Effect on Providian. To the knowledge of Providianthe Company prior to, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current or former properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials materials, gasoline or petroleum (including crude oil or any fraction thereof) or petroleum products, polychlorinated biphenyls, urea-formaldehyde insulation, asbestos, pollutants, contaminants or other materials regulated pursuant to, or that would reasonably be expected to give rise to liability under Environmental Laws (“Materials of Environmental Concern”) in, on, under or affecting any such property which have had or would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect on Providianthe Company. Neither Providian the Company nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected relating to have a Material Adverse Effect on ProvidianMaterials of Environmental Concern.

Environmental Liability. Except as set forth in Section 4.20 4.19 of the Providian SIB Disclosure Schedule, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian SIB or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation or ordinance, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “"Environmental Laws”"), pending or, to the knowledge of ProvidianSIB, threatened against Providian SIB or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSIB. To the knowledge of ProvidianSIB, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSIB. To the knowledge of ProvidianSIB, during or prior to the period of (i) its or any of its Subsidiaries’ ' ownership or operation of any of their respective current properties, (ii) its or any of its Subsidiaries’ ' participation in the management of any property, or (iii) its or any of its Subsidiaries’ ' holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected to have a Material Adverse Effect on ProvidianSIB. Neither Providian SIB nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSIB.

Environmental Liability. Except as set forth have not had and would not reasonably be expected to have, individually or in Section 4.20 of the Providian Disclosure Scheduleaggregate, a Material Adverse Effect on Acquiror, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations action or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian Acquiror or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation or ordinance, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of ProvidianAcquiror, threatened against Providian Acquiror or any of its Subsidiaries. Except as have not had and would not reasonably be expected to have, which liability individually or obligation would have in the aggregate, a Material Adverse Effect on Acquiror, to the knowledge of Acquiror, there are no past, present, or reasonably anticipated future facts, occurrences or circumstances that would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for give rise to any such proceeding, claim, action or governmental investigation that would impose any such liability or obligation that would have or would reasonably be expected obligation. During or, to have a Material Adverse Effect on Providian. To the knowledge of ProvidianAcquiror prior to, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current or former properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Materials of Environmental Laws Concern in, on, under or affecting any such property which have had or would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect on ProvidianAcquiror. Neither Providian Acquiror nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected relating to have a Material Adverse Effect on ProvidianMaterials of Environmental Concern.

Environmental Liability. Except as set forth have not had and would not reasonably be expected to have, individually or in Section 4.20 of the Providian Disclosure Scheduleaggregate, a Material Adverse Effect on the Company, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes or to the knowledge of action, the Company private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian the Company or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation Law relating to the protection of the environment or ordinancehuman health or safety, including the Comprehensive Environmental Response, Compensation and Liability Act of 19801980 ("CERCLA"), as amended (collectively, the “"Environmental Laws”"), pending or, to the knowledge of Providianthe Company, threatened against Providian the Company or any of its Subsidiaries. Except as have not had and would not reasonably be expected to have, which liability individually or obligation would have in the aggregate, a Material Adverse Effect on the Company, to the knowledge of the Company, there are no past, present, or reasonably anticipated future facts, occurrences or circumstances that would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for give rise to any such proceeding, claim, action or governmental investigation that would impose any such liability or obligation that would have other than with respect to real property securing Finance Receivables or would reasonably be expected on which the Company or any of its Subsidiaries may foreclose in connection with the enforcement of rights under a Finance Receivable. Other than with respect to have real property securing Finance Receivables or on which the Company or any of its Subsidiaries foreclosed in connection with the enforcement of rights under a Material Adverse Effect on Providian. To Finance Receivable, during or, to the knowledge of Providianthe Company prior to, during or prior to the period of (i) its or any of its Subsidiaries’ ' ownership or operation of any of their respective current or to the Company's knowledge former properties, (ii) its or any of its Subsidiaries’ ' participation in the management of any property, or (iii) its or any of its Subsidiaries’ ' holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials materials, gasoline or petroleum (including crude oil or any fraction thereof) or petroleum products, polychlorinated biphenyls, urea- formaldehyde insulation, asbestos, pollutants, contaminants or other materials regulated pursuant to, or that would reasonably be expected to give rise to liability under Environmental Laws ("Materials of Environmental Concern") in, on, under or affecting any such property which have had or would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect on Providianthe Company. Neither Providian the Company nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected relating to have a Material Adverse Effect on ProvidianMaterials of Environmental Concern.

Environmental Liability. Except as set forth in Section 4.20 of the Providian Disclosure Schedule, there (i) There are no legal, administrative, arbitral or other proceedings, claimsclaims or actions pending or, actionsto the Knowledge of Seller, causes of action, private threatened against Bank or any Bank Subsidiaries nor are there governmental or third party environmental investigations or remediation activities or governmental investigations of any nature seeking that seek to impose, impose or that could reasonably could be expected likely to result in the imposition, on Providian Bank or any of its Subsidiaries Bank Subsidiaries, of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental environmental, health or safety statute, regulation regulation, law (including common law) or ordinance, including the Comprehensive Environmental Response, Compensation Compensation, and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of Providian, threatened against Providian or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected likely, individually or in the aggregate, to have a Material Adverse Effect on Providian. To Effect; (ii) to the knowledge Knowledge of ProvidianSeller, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected likely to have a Material Adverse Effect on Providian. To Effect; (iii) to the knowledge Knowledge of ProvidianSeller, during or prior to the period of (ix) its Bank’s or any of its Subsidiaries’ Bank Subsidiary’s ownership or operation of any of their respective current propertiesproperty, (iiy) its Bank’s or any of its Subsidiaries’ the Bank Subsidiary’s participation in the management of any property, or (iiiz) its Bank’s or any of its Subsidiaries’ the Bank Subsidiary’s holding of a security interest or other interest in any propertyproperty reflected on the Balance Sheet or the Closing Statement, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected likely, individually or in the aggregate, to have a Material Adverse Effect on Providian. Neither Providian nor any of its Subsidiaries Effect; and (iv) Bank is not subject to any agreement, order, judgment, decree, letter judgment or memorandum decree by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law with respect to the Branches. Bank has delivered to Purchaser prior to July 6, 2010 any written third party environmental site assessment conducted since January 1, 2007 assessing the presence of hazardous materials located on any Owned Real Property or Leased Premises that would have is within the possession or would reasonably be expected to have a Material Adverse Effect on Providiancontrol of Seller and its Affiliates as of July 6, 2010.

Environmental Liability. Except as set forth have not had and would not reasonably be expected to have, individually or in Section 4.20 of the Providian Disclosure Scheduleaggregate, a Material Adverse Effect on the Company, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes or to the knowledge of action, the Company private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian the Company or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation Law relating to the protection of the environment or ordinancehuman health or safety, including the Comprehensive Environmental Response, Compensation and Liability Act of 19801980 (“CERCLA”), as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of Providianthe Company, threatened against Providian the Company or any of its Subsidiaries. Except as have not had and would not reasonably be expected to have, which liability individually or obligation would have in the aggregate, a Material Adverse Effect on the Company, to the knowledge of the Company, there are no past, present, or reasonably anticipated future facts, occurrences or circumstances that would reasonably be expected to have a Material Adverse Effect on Providian. To the knowledge of Providian, there is no reasonable basis for give rise to any such proceeding, claim, action or governmental investigation that would impose any such liability or obligation that would have other than with respect to real property securing Finance Receivables or would reasonably be expected on which the Company or any of its Subsidiaries may foreclose in connection with the enforcement of rights under a Finance Receivable. Other than with respect to have real property securing Finance Receivables or on which the Company or any of its Subsidiaries foreclosed in connection with the enforcement of rights under a Material Adverse Effect on Providian. To Finance Receivable, during or, to the knowledge of Providianthe Company prior to, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current or to the Company’s knowledge former properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials materials, gasoline or petroleum (including crude oil or any fraction thereof) or petroleum products, polychlorinated biphenyls, urea-formaldehyde insulation, asbestos, pollutants, contaminants or other materials regulated pursuant to, or that would reasonably be expected to give rise to liability under Environmental Laws (“Materials of Environmental Concern”) in, on, under or affecting any such property which have had or would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect on Providianthe Company. Neither Providian the Company nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected relating to have a Material Adverse Effect on ProvidianMaterials of Environmental Concern.

Environmental Liability. Except as set forth in Section 4.20 of the Providian Disclosure ScheduleSchedule 4.20, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian Independent or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, safety or under any local, state or federal environmental statute, regulation or ordinance, including including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the best knowledge of ProvidianIndependent, threatened against Providian Independent or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected to have a Material Adverse Effect on ProvidianIndependent. To the best knowledge of ProvidianIndependent, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianIndependent. To the best knowledge of ProvidianIndependent, during or prior to the period of (ia) its or any of its Subsidiaries’ ownership or operation of any of their respective current properties, (iib) its or any of its Subsidiaries’ participation in the management of any property, or (iiic) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected to have a Material Adverse Effect on Providianproperty. Neither Providian Independent nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianIndependent.

Environmental Liability. Except as set forth in Section 4.20 4.19 of the Providian SunCoast Disclosure Schedule, there are no legal, administrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any nature seeking to impose, or that reasonably could be expected to result in the imposition, on Providian SunCoast or any of its Subsidiaries of any liability or obligation arising under common law standards relating to environmental protection, human health or safety, or under any local, state or federal environmental statute, regulation or ordinance, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (collectively, the “Environmental Laws”), pending or, to the knowledge of ProvidianSunCoast, threatened against Providian SunCoast or any of its Subsidiaries, which liability or obligation would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSunCoast. To the knowledge of ProvidianSunCoast, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSunCoast. To the knowledge of ProvidianSunCoast, during or prior to the period of (i) its or any of its Subsidiaries’ ownership or operation of any of their respective current properties, (ii) its or any of its Subsidiaries’ participation in the management of any property, or (iii) its or any of its Subsidiaries’ holding of a security interest or other interest in any property, there were no releases or threatened releases of hazardous, toxic, radioactive or dangerous materials or other materials regulated under Environmental Laws in, on, under or affecting any such property which would reasonably be expected to have a Material Adverse Effect on ProvidianSunCoast. Neither Providian SunCoast nor any of its Subsidiaries is subject to any agreement, order, judgment, decree, letter or memorandum by or with any court, governmental authority, regulatory agency or third party imposing any material liability or obligation pursuant to or under any Environmental Law that would have or would reasonably be expected to have a Material Adverse Effect on ProvidianSunCoast.