Common use of Environmental Matters Clause in Contracts

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 10 contracts

Samples: Credit Agreement (Funko, Inc.), Financing Agreement (Funko, Inc.), Credit Agreement (Funko, Inc.)

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Environmental Matters. Except as set forth on Schedule 6.01(r)6.01(q) hereto, (i) the operations no Loan Party or any of its Subsidiaries is in violation of any Environmental Law, (ii) each Loan Party are and each of its Subsidiaries has, and is in compliance with with, all Environmental LawsPermits for its respective operations and businesses, except as to the extent any failure to have or be in compliance therewith could not reasonably be expected to have a Material Adverse Effectresult in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (iiiii) there has been no Release at or threatened Release of Hazardous Materials on, in, at, under or from any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, its Subsidiaries or any respective predecessor in interest interest, which in any case of the foregoing could reasonably be expected to have a Material Adverse Effectresult in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (iiiiv) there are no pending or threatened Environmental Claims against, or Environmental Liability of, any Loan Party, its Subsidiaries or any respective predecessor in interest that could reasonably be expected to result in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (v) neither any Loan Party nor any of its Subsidiaries is performing or responsible for any Remedial Action has been asserted against that could reasonably be expected to result in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; and (vi) the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits and investigations in the possession or control of any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, its Subsidiaries with respect to the knowledge operations and business of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectits Subsidiaries.

Appears in 9 contracts

Samples: Financing Agreement (AgileThought, Inc.), Financing Agreement (AgileThought, Inc.), Financing Agreement (Troika Media Group, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could to matters that would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect; : (iia) no Environmental Claim has been received by any Loan Party or Material Subsidiary, and there are no Environmental Claims pending or, to any Loan Party’s knowledge, threatened, in each case relating to any Loan Party or Material Subsidiary or their respective properties or the Mortgaged Vessel, (b) each Loan Party and Material Subsidiary is in compliance with Environmental Laws, (c) each Loan Party and Material Subsidiary has all permits, licenses and other approvals required under Environmental Laws for its operations as currently conducted (“Environmental Permits”) and is in compliance with the terms of such Environmental Permits, (d) no Hazardous Material is located at, on or under any property currently or, to any Loan Party’s knowledge, formerly owned, operated or leased by any Loan Party or Material Subsidiary or their predecessors that would reasonably be expected to give rise to any Environmental Liability, and no Hazardous Material has been generated, used, treated, stored, handled, controlled, transported to or Released at, on, from, to or under any location or the Mortgaged Vessel in a manner that would reasonably be expected to give rise to any Environmental Liability, (e) there are no agreements in which any Loan Party or Material Subsidiary has expressly assumed or undertaken responsibility for any known or reasonably likely Environmental Liability of any other person, and (f) there has been no Release at written environmental assessment or audit conducted since January 1, 2013 (other than customary assessments not revealing anything that would reasonably be expected to result in a Material Adverse Effect), by or on behalf of any Loan Party or Material Subsidiary of the Mortgaged Vessel or properties currently or, to any Loan Party’s knowledge, formerly owned or operated leased by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action Subsidiary that has not been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, made available to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report Administrative Agent prior to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectClosing Date.

Appears in 6 contracts

Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Financing Agreement (Tpi Composites, Inc), Financing Agreement (Tpi Composites, Inc), Financing Agreement (Tpi Composites, Inc)

Environmental Matters. Except as set forth on Schedule 6.01(rNo Credit Party nor any of its Subsidiaries nor any of their respective current Facilities (solely during and with respect to Person’s ownership thereof) or operations, and to their knowledge, no former Facilities (solely during and with respect to any Credit Party or its Subsidiary’s ownership thereof), (i) the operations of each Loan Party is or are in compliance subject to any outstanding order, ongoing consent decree or settlement agreement with all any Person relating to any Environmental LawsLaw, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interestEnvironmental Claim, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Activity that, individually or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (iiib) no Credit Party nor any of its Subsidiaries has received any letter or request for information under Section 104 of the Comprehensive Environmental Action has Response, Compensation, and Liability Act (42 U.S.C. § 9604) or any comparable state law; (c) to each Credit Party’s and its Subsidiaries’ knowledge after due inquiry, there are no, and have been asserted no, Hazardous Materials Activities which could reasonably be expected to form the basis of an Environmental Claim against any Loan such Credit Party or any predecessor of its Subsidiaries that, individually or in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (ivd) no Environmental Actions have been asserted against Credit Party nor any facilities that may have received Hazardous Materials generated by of its Subsidiaries has filed any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required notice under any Environmental Law indicating past or present treatment of Hazardous Materials at any Facility (solely during and with respect to such Credit Party or its Subsidiary’s ownership thereof), and neither the Borrower’s nor any of its Subsidiaries’ operations involves the generation, transportation, treatment, storage or disposal of hazardous waste, as defined under 40 C.F.R. Parts 260-270 or any equivalent state rule defining hazardous waste. Compliance by the Credit Parties and their respective Subsidiaries with all current requirements pursuant to or under Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not be reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any workhave, repairsindividually or in the aggregate, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Physicians Realty Trust), Credit Agreement (Physicians Realty Trust), Credit Agreement (Healthpeak Properties, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (a) The Borrower shall at its sole expense: (i) the comply, and shall cause its Properties and operations of and each other Loan Party are in compliance and each other Loan Party’s Properties and operations to comply, with all applicable Environmental Laws, except as the violation of which could not be reasonably be expected to have a Material Adverse Effect; (ii) there has been no not Release at or threaten to Release, and shall cause each Subsidiary not to Release or threaten to Release, any Hazardous Material on, under, about or from any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Borrower’s or any predecessor other Loan Party’s Properties or any other property offsite the Property to the extent caused by the Borrower’s or any other Loan Party’s operations except in interest compliance with applicable Environmental Laws, the Release or threatened Release of which could reasonably be expected to have a Material Adverse Effect; (iii) no timely obtain or file, and shall cause each Subsidiary to timely obtain or file, all material Environmental Action has been asserted against any Loan Party Permits, if any, required under applicable Environmental Laws to be obtained or filed in connection with the operation or use of the Borrower’s or any predecessor in interest nor does any other Loan Party have knowledge Party’s Properties, which failure to obtain or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which file could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any promptly commence and diligently prosecute to completion, and shall cause each other Loan Party to promptly commence and diligently prosecute to completion, any assessment, evaluation, investigation, monitoring, containment, cleanup, removal, repair, restoration, remediation or other remedial obligations (collectively, the “Remedial Work”) in the event any Remedial Work is required or reasonably necessary under applicable Environmental Laws because of or in connection with the actual or suspected past, present or future Release or threatened Release of any Hazardous Material on, under, about or from any of the Borrower’s or any predecessor in interest other Loan Party’s Properties, which failure to commence and diligently prosecute to completion could reasonably be expected to have a Material Adverse Effect; (v) no property now orconduct, and cause each other Loan Party to conduct, its operations and businesses in a prudent manner relative to the knowledge exposure of any Property or Person to Hazardous Materials that could reasonably be expected to form the Loan Parties as of the Effective Date, formerly owned basis for a claim for damages or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Materialcompensation; and (vi) no establish and implement, and shall cause each other Loan Party has failed to report establish and implement, such procedures as may be necessary to continuously determine and assure that the proper Governmental Authority any Release Borrower’s and each other Loan Party’s obligations under this Section 8.10(a) are timely and fully satisfied, which is required failure to be so reported by any Environmental Laws which establish and implement could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Memorial Production Partners LP), Credit Agreement (Memorial Resource Development LLC), Credit Agreement (Memorial Resource Development Corp.)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r)3.17, as of the Closing Date: (i) to the operations knowledge of each Loan Borrower, the Real Estate is free of contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $500,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $500,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Actions have Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) as of the Closing Date, no notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any as of the Closing Date, the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 5 contracts

Samples: Credit Agreement (Universal Hospital Services Inc), Credit Agreement (Universal Hospital Services Inc), Credit Agreement (Universal Hospital Services Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) Each of the operations of Credit Parties and each Loan Party are Subsidiary is in compliance with all applicable Environmental Laws and the requirements of any permits issued under such Environmental Laws, except as to the extent that the aggregate effect of all non-compliances could not reasonably be expected to have a Material Adverse Effect; . There are no pending or, to the best knowledge of any Credit Party or any Subsidiary after due inquiry, threatened Environmental Claims, including any such claims (iiregardless of materiality) there has been no Release at for liabilities under CERCLA relating to the disposal of Hazardous Materials, against any of the properties Credit Party or any Subsidiary or any real property, including leaseholds, owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by itSubsidiary, except for such licenses, permits and approvals claims as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except . Except as could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, there are no facts, circumstances, conditions or occurrences on any real property, including leaseholds, owned or operated by any Credit Party or any Subsidiary that, to the best knowledge of any Credit Party or any Subsidiary after due inquiry, could reasonably be expected (i) to form the basis of an Environmental Claim against any Credit Party or any Subsidiary or any such real property, or (ii) to cause any such real property to be subject to any restrictions on the ownership, occupancy, use or transferability of such real property by any Credit Party or any Subsidiary under any applicable Environmental Law. Hazardous Materials have not been Released on or from any real property, including leaseholds, owned or operated by any Credit Party or any Subsidiary where such Release, individually, or when combined with other Releases, in the aggregate, may reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (McBc Holdings, Inc.), Credit and Guaranty Agreement (Addus HomeCare Corp), Assignment and Assumption (Addus HomeCare Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse EffectLaws in all material respects; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or or, to the knowledge of the Loan Parties, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which in either case could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which in either case could reasonably be expected to have a Material Adverse Effect; (iv) to the knowledge of the Loan Parties, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification from any Governmental Authority pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Financing Agreement (Xponential Fitness, Inc.), Financing Agreement (Xponential Fitness, Inc.), Financing Agreement (Xponential Fitness, Inc.)

Environmental Matters. (a) Except as set forth on Schedule 6.01(r)in SCHEDULE 3.15, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to materially adversely impact the value or marketability of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate where such Release could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $100,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $100,000 in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case in possession of the Credit Parties relating to have a Material Adverse Effectany of the Credit Parties or their Subsidiaries.

Appears in 4 contracts

Samples: Credit Agreement (RadNet, Inc.), Credit Agreement (RadNet, Inc.), Credit Agreement (Primedex Health Systems Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (ia) the operations of each Loan Neither any Credit Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at nor any of the properties owned their respective Subsidiaries nor any of their respective current Facilities or operated by operations, and to each Credit Party’s knowledge, no former Facilities, are subject to any Loan Party outstanding order, consent decree or a predecessor in interestsettlement agreement with any Person relating to any Environmental Law, any Environmental Claim, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Activity that, individually or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (iiib) no neither any Credit Party nor any of their respective Subsidiaries has received any letter or request for information under Section 104 of the Comprehensive Environmental Action has Response, Compensation, and Liability Act (42 U.S.C. § 9604) or any comparable state law; (c) there are no, and to each Credit Party’s knowledge have not been asserted any, Hazardous Materials Activities which could reasonably be expected to form the basis of an Environmental Claim against any Loan such Credit Party or any predecessor of its Subsidiaries that, individually or in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (ivd) no Environmental Actions have been asserted against neither any facilities that may have received Hazardous Materials generated by Credit Party nor any Loan Party or of their respective Subsidiaries has filed any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required notice under any Environmental Laws in connection with the operation Law indicating past or present treatment of the business carried on by itHazardous Materials at any Facility, except for such licenses, permits and approvals as to which a Loan neither any Credit Party’s failure nor any of their respective Subsidiaries’ operations involves the generation, transportation, treatment, storage or disposal of hazardous waste, as defined under 40 C.F.R. Parts 260-270 or any equivalent state rule defining hazardous waste. Compliance with all current requirements pursuant to maintain or comply with under Environmental Laws could not be reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any workhave, repairsindividually or in the aggregate, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Ebix Inc), Credit Agreement (Ebix Inc), Credit Agreement (Ebix Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse EffectLaws in all material respects; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the any Loan Parties as of the Effective DateParty, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc)

Environmental Matters. Except as set forth on in Schedule 6.01(r), 5.09 (ia) the operations of each Loan Party Parties and their Subsidiaries are in compliance with all Environmental Laws, except as could to the extent that any such failure to comply (together with any resulting penalties, fines or forfeitures) have not reasonably be expected to had or will not have a Material Adverse Effect; (iib) there has been no Release at any all licenses, permits, registrations or approvals required for the conduct of the properties owned business of the Loan Parties and any Subsidiary under any Environmental Law have been secured and the applicable Borrower, Guarantor or operated by any Loan Party Subsidiary is in compliance therewith, except for such licenses, permits, registrations or a predecessor in interest, approvals the failure to secure or at any disposal to comply therewith has not had or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to will not have a Material Adverse Effect; (iiic) no Environmental Action has been asserted against neither any Loan Party nor any Subsidiary has received notice, or otherwise knows, that it is in any predecessor respect in interest nor does noncompliance with, breach of or default under any Loan Party have knowledge applicable writ, order, judgment, injunction, or notice of any threatened or pending Environmental Action against any decree to which such Loan Party or any predecessor in interest which could reasonably be expected to have such Subsidiary is a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities party or that may have received Hazardous Materials generated by any would affect the ability of such Loan Party or such Subsidiary to operate any predecessor in interest which could reasonably be expected to have a Material Adverse Effectof its property and no event has occurred and is continuing that, with the passage of time or the giving of notice or both, would constitute noncompliance, breach of or default thereunder; (vd) there are no property now or, claims under any Environmental Laws (“Environmental Claim”) pending or to the knowledge of the Loan Parties as of the Effective Dateany Borrower, formerly owned threatened which have had or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could are reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected likely to have a Material Adverse Effect; and (viiie) there are no facts, circumstances, conditions or occurrences on any property now or at any time owned, leased or operated by any Loan Party has received or any written notification pursuant Subsidiary or on any property adjacent to any such property that could reasonably be expected: (i) to form the basis of any Environmental Laws that Claim against any Loan Party or any Subsidiary or any property of any Loan Party or any Subsidiary; or (Aii) any work, repairs, construction or Capital Expenditures are required to cause such property to be made as a condition subject to any restrictions on the ownership, occupancy, use or transferability of continued compliance with such property under any Environmental LawsLaw, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, except in each such case, except as could such Environmental Claims or restrictions that individually or in the aggregate have not reasonably be expected to had and will not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Allied Motion Technologies Inc), Credit Agreement (Allied Motion Technologies Inc), Credit Agreement (Allied Motion Technologies Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance in all material respects with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Financing Agreement (Motorcar Parts America Inc), Financing Agreement (Motorcar Parts America Inc), Financing Agreement (Motorcar Parts America Inc)

Environmental Matters. Except as set forth on disclosed in Schedule 6.01(r)3.16, (ia) the operations of each all facilities and property owned or leased by a Loan Party are have been and continue to be, owned or leased and operated by such Loan Party in material compliance with all Environmental Laws; (b) there has not been (during the period of such Loan Party’s ownership or lease) any Release of Hazardous Materials at, on, under or from any property now (or, to such Loan Party’s knowledge, previously) owned or leased by such Loan Party (i) that required, or may reasonably be expected to require, such Loan Party to expend funds on remediation or cleanup activities pursuant to any Environmental Law except for remediation or clean-up activities that would not be reasonably expected to have a Material Adverse Effect, or (ii) that otherwise, singly or in the aggregate, has, or may reasonably be expected to have, a Material Adverse Effect; (c) each Loan Party has been issued and is in material compliance with all permits, certificates, approvals, orders, licenses and other authorizations relating to environmental matters necessary for the conduct of its businesses; (d) there are no polychlorinated biphenyls (PCB’s) or asbestos-containing materials or surface impoundments in any of the facilities now (or, to the knowledge of such Loan Party, previously) owned or leased by such Loan Party, except as could for PCB’s and asbestos-containing materials of the type and in quantities that, to the knowledge of such Loan Party, do not currently require remediation, and if remediation of such PCB’s and asbestos-containing materials is hereafter required for any reason, such remediation activities would not reasonably be expected to have a Material Adverse Effect; (iie) there has Hazardous Materials have not been no Release at generated, used, treated, recycled, stored or disposed of at, on, under or from any of the properties owned facilities or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now (or, to the knowledge of the such Loan Parties as of the Effective DateParty, formerly previously) owned or operated leased by a such Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to during the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation time of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain ownership or comply with could not lease of such property that may require remediation or clean-up activities that would be reasonably be expected to have a Material Adverse Effect; and (viiif) no all underground storage tanks located on the property now (or, to the knowledge of such Loan Party, previously) owned or leased by such Loan Party has received any written notification pursuant have been (and to any Environmental Laws that (Athe extent currently owned or leased are) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued operated in material compliance with any all applicable Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Southern Union Co), Credit Agreement (Panhandle Eastern Pipe Line Co Lp), Credit Agreement (Panhandle Eastern Pipe Line Co Lp)

Environmental Matters. Except as set forth on Schedule 6.01(r)3.12, (ia) the operations of each Loan Credit Party and each Subsidiary of each Credit Party are and have been in compliance with all applicable Environmental Laws, including obtaining, maintaining and complying with all Permits required by any applicable Environmental Law, other than non-compliances that, in the aggregate, would not have a reasonable likelihood of resulting in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (b) no Credit Party and no Subsidiary of any Credit Party is party to, and no Credit Party and no Subsidiary of any Credit Party and no real property currently (or to the knowledge of any Credit Party previously) owned, leased, subleased, operated or otherwise occupied by or for any such Person is subject to or the subject of, any Contractual Obligation or any pending (or, to the knowledge of any Credit Party, threatened) order, action, investigation, suit, proceeding, audit, claim, demand, dispute or notice of violation or of potential liability or similar notice relating in any manner to any Environmental Law other than those that, in the aggregate, are not reasonably likely to result in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (c) no Lien in favor of any Governmental Authority securing, in whole or in part, Environmental Liabilities has attached to any property of any Credit Party or any Subsidiary of any Credit Party and, to the knowledge of any Credit Party, no facts, circumstances or conditions exist that could reasonably be expected to result in any such Lien attaching to any such property, (d) no Credit Party and no Subsidiary of any Credit Party has caused or suffered to occur a Release of Hazardous Materials at, to or from any real property of any such Person and each such real property is free of contamination by any Hazardous Materials except as for such Release or contamination that could not reasonably be expected to have a result, in the aggregate, in Material Adverse Effect; Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (e) no Credit Party and no Subsidiary of any Credit Party (i) is or has been engaged in, or has permitted any current or former tenant to engage in, operations or (ii) there has been no Release at knows of any facts, circumstances or conditions, including receipt of any information request or notice of potential responsibility under the properties owned Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. §§ 9601 et seq.) or operated by similar Environmental Laws, that, in the aggregate, would have a reasonable likelihood of resulting in Material Environmental Liabilities to any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice Subsidiary of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; and (ivf) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan each Credit Party has been used as a treatment made available to Agent copies of all existing environmental reports, reviews and audits and all documents pertaining to actual or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any potential Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase to the extent such reports, except as could not reasonably be expected to have a Material Adverse Effectreviews, audits and documents are in their possession, custody or control.

Appears in 4 contracts

Samples: Credit Agreement (Cryolife Inc), Credit Agreement (Cryolife Inc), Credit Agreement (Cryolife Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations of each Loan Party Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to exceed $100,000; (ii) the Credit Parties have a Material Adverse Effectobtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (iii) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iv) there is no Litigation arising under or related to any Environmental Actions have been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $25,000 or injunctive relief against, or that alleges criminal misconduct by, any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse EffectCredit Party; (v) no property now ornotice has been received by any Credit Party identifying it as a “potentially responsible party” or requesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Materialanalogous state statutes; and (vi) no Loan Party has failed the Credit Parties have provided to report Agent copies of all existing environmental reports, reviews and audits and all written information pertaining to the proper Governmental Authority any Release which is required to be so reported by any actual or potential Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 4 contracts

Samples: Fourth Amended (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/)

Environmental Matters. Except as set forth on Schedule 6.01(rNo Credit Party nor any of its Subsidiaries nor any of their respective current Facilities (solely during and with respect to such Person’s ownership thereof) or operations, and to their knowledge, no former Facilities (solely during and with respect to any Credit Party’s or its Subsidiary’s ownership thereof), (i) the operations of each Loan Party are in compliance subject to any outstanding order, consent decree or settlement agreement with all any Person relating to any Environmental LawsLaw, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interestEnvironmental Claim, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Activity that, individually or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (iiib) no Credit Party nor any of its Subsidiaries has received any letter or request for information under Section 104 of the Comprehensive Environmental Action has been asserted Response, Compensation, and Liability Act (42 U.S.C. § 9604) or any comparable state law; (c) there are and, to each Credit Party’s and its Subsidiaries’ knowledge, have been, no Hazardous Materials Activities which could reasonably be expected to form the basis of an Environmental Claim against any Loan such Credit Party or any predecessor of its Subsidiaries that, individually or in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (ivd) no Environmental Actions have been asserted against Credit Party nor any facilities that may have received Hazardous Materials generated by of its Subsidiaries has filed any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required notice under any Environmental Laws in connection Law indicating past or present treatment of Hazardous Materials at any Facility (solely during and with the operation of the business carried on by it, except for respect to such licenses, permits and approvals as to which a Loan Credit Party’s failure or its Subsidiary’s ownership thereof), and neither the Borrower’s nor any of its Subsidiaries’ operations involves the generation, transportation, treatment, storage or disposal of hazardous waste, as defined under 40 C.F.R. Parts 260-270 or any equivalent state rule defining hazardous waste. Compliance with all current requirements pursuant to maintain or comply with under Environmental Laws could not be reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any workhave, repairsindividually or in the aggregate, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Computer Programs & Systems Inc), Credit Agreement (Computer Programs & Systems Inc), Credit Agreement (Computer Programs & Systems Inc)

Environmental Matters. Except as set forth on in Schedule 6.01(r)3.12 and except where any failures to comply would not reasonably be expected to result in, either individually or in the aggregate, Material Environmental Liabilities to Credit Parties and their Restricted Subsidiaries, (ia) the operations of each Loan Credit Party and each Restricted Subsidiary of each Credit Party are and have been in compliance compliance, in all material respects, with all applicable Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated including obtaining, maintaining and complying with all Permits required by any Loan applicable Environmental Law, (b) no Credit Party and no Restricted Subsidiary of any Credit Party is party to, and no Real Estate currently (or a predecessor in interestto the knowledge of any Credit Party previously) owned, leased, subleased, operated or at otherwise occupied by the Credit Parties and their Restricted Subsidiaries is subject to or the subject of, any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Contractual Obligation or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; pending (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as any Credit Party, threatened) order, action, investigation, suit, proceeding, audit, claim, demand, dispute or notice of the Effective Dateviolation or of potential liability or similar notice relating in any manner to any Environmental Law, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vic) no Loan Lien in favor of any Governmental Authority securing, in whole or in part, Environmental Liabilities has attached to any Property of any Credit Party has failed to report or any Restricted Subsidiary of any Credit Party and, to the proper Governmental Authority knowledge of any Release which is required to be so reported by any Environmental Laws which Credit Party, no facts, circumstances or conditions exist that could reasonably be expected to have a Material Adverse Effect; result in any such Lien attaching to any such Property, (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viiid) no Loan Credit Party and no Restricted Subsidiary of any Credit Party has received caused or suffered to occur a Release or, to the knowledge of such Credit Party or Restricted Subsidiary, any written notification pursuant threatened Release of Hazardous Materials at, to or from any Environmental Laws that (A) any work, repairs, construction Real Estate in violation of or Capital Expenditures are required to be made as a condition of continued compliance with any requiring reporting under Environmental Laws, (e) other than Borrowers’ raw materials or products which are stored or produced thereon in compliance in all material respects with Environmental Laws, no Real Estate currently (or to the knowledge of any licenseCredit Party previously) owned, permit leased, subleased, operated or approval issued pursuant thereto otherwise occupied by or for any such Credit Party and each Restricted Subsidiary of each Credit Party is contaminated with or contains Hazardous Materials in amounts or concentrations which could be reasonably expected to give rise to liability under Environmental Laws, and (f) no Credit Party and no Restricted Subsidiary of any Credit Party (i) is or has been engaged in, or has permitted any current or former tenant to engage in, operations in violation of any Environmental Law in any material respect or (Bii) knows of any licensefacts, permit circumstances or approval referred conditions reasonably constituting notice of a violation of any Environmental Law or communicating to above is about to be reviewedany Credit Party or Restricted Subsidiary notice of liability or potential liability under the Comprehensive Environmental Response, made, subject to limitations Compensation and Liability Act (42 U.S.C. § 9601 et seq.) or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectsimilar Environmental Laws.

Appears in 3 contracts

Samples: Credit Agreement (Rentech Nitrogen Partners, L.P.), Credit Agreement (Rentech Nitrogen Partners, L.P.), Credit Agreement (Rentech Nitrogen Partners, L.P.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse EffectLaws in all material respects; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or or, to the knowledge of the Loan Parties, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effect; (iv) to the knowledge of the Loan Parties, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could would reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could would reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification from any Governmental Authority pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Boxlight Corp), Credit Agreement (Boxlight Corp), Credit Agreement (Boxlight Corp)

Environmental Matters. Except as set forth on in Schedule 6.01(r)4.17, as of the Effective Date, (i) the operations Real Estate is free of each contamination from any Hazardous Material except for such contamination that would not result in Environmental Liabilities which would reasonably be expected to result in a Material Adverse Effect; (ii) no Loan Party and no Restricted Subsidiary of a Loan Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate which would result in Environmental Liabilities which would reasonably be expected to result in a Material Adverse Effect; (iii) the Loan Parties and their Restricted Subsidiaries are and have been in compliance with all Environmental Laws, except as could for such noncompliance which would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no the Loan Parties and their Restricted Subsidiaries have obtained, maintained and are in compliance with, all Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated Permits required by any Loan Party Environmental Laws for the operations of their respective businesses as presently conducted or any predecessor as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in interest Environmental Liabilities which could would reasonably be expected to have result in a Material Adverse Effect; (v) no property now or, to the knowledge Loan Party and no Restricted Subsidiary of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could involved in operations that would reasonably be expected to have result in a Material Adverse Effect; (viivi) each the Loan Party holds Parties’ and is in their Restricted Subsidiaries’ estimated costs of compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation and Environmental Permits for each of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could two Fiscal Years following the Effective Date would not reasonably be expected to have result in a Material Adverse Effect; and (viiivii) no notice has been received by any Loan Party has received or any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made of its Restricted Subsidiaries identifying it as a condition of continued compliance with any Environmental “potentially responsible party” or requesting information under CERCLA or analogous Laws, and to the knowledge of the Loan Parties, there are no facts, circumstances or conditions that would reasonably be expected to result in any Loan Party or any license, permit Restricted Subsidiary of a Loan Party being identified as a “potentially responsible party” under CERCLA or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, analogous Laws except in each case, except as could case under this clause (vii) those that would not reasonably be expected to have result in a Material Adverse Effect.

Appears in 3 contracts

Samples: First Lien Credit and Guaranty Agreement (RadNet, Inc.), Credit and Guaranty Agreement (RadNet, Inc.), Credit and Guaranty Agreement (RadNet, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r)3.12, (ia) the operations of each Loan Credit Party and each Subsidiary of each Credit Party are and have been in compliance with all applicable Environmental Laws, including obtaining, maintaining and complying with all Permits required by any applicable Environmental Law, other than non-compliances that, in the aggregate, would not have a reasonable likelihood of resulting in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (b) no Credit Party and, to the knowledge of any Credit Party, no Subsidiary of any Credit Party is party to, and no Credit Party and no Subsidiary of any Credit Party and no real property currently owned, leased or subleased by any Credit Party is subject to or the subject of, any pending (or, to the knowledge of any Credit Party, threatened) order, action, investigation, suit, proceeding, audit, claim, demand, dispute or notice of violation or of potential liability under any Environmental Law other than those that, in the aggregate, are not reasonably likely to result in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (c) no Lien in favor of any Governmental Authority securing, in whole or in part, Environmental Liabilities has attached to any owned property of any Credit Party or any Subsidiary of any Credit Party and, to the knowledge of any Credit Party, no facts, circumstances or conditions currently exist that could reasonably be expected to result in any such Lien attaching to any such owned property, (d) no Credit Party and no Subsidiary of any Credit Party has caused or suffered to occur a Release of Hazardous Materials at, to or from any real property of any such Credit Party or Subsidiary of any Credit Party at concentrations exceeding those allowed by Environmental Laws and each such real property is free of contamination by any Hazardous Materials except as for such Release or contamination that could not reasonably be expected to have result, in the aggregate, in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party in a Material Adverse Effect; fiscal year, (e) no Credit Party and no Subsidiary of any Credit Party (i) is or has been engaged in, or has knowingly permitted any current or former tenant to engage in, operations or (ii) there has been no Release at knows of any existing conditions, including receipt of any information request or notice of potential responsibility under the properties owned Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. §§ 9601 et seq.) or operated by similar Environmental Laws, that, in the aggregate, would have a reasonable likelihood of resulting in Material Environmental Liabilities to any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice Subsidiary of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; and (ivf) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan each Credit Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed made available to report Agent copies of all existing environmental reports, reviews and audits and all material, non-privileged documents pertaining to the proper Governmental Authority any Release which is required to be so reported by any material Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase to the extent such reports, except as could not reasonably be expected to have a Material Adverse Effectreviews, audits and documents are in their possession, custody or control.

Appears in 3 contracts

Samples: Credit Agreement (Banctec Inc), Credit Agreement (Banctec Inc), Credit Agreement (Banctec Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of With respect to each Loan Party and its Subsidiaries, (a) the business, operations, assets and property of such Loan Party and its Subsidiaries are in compliance with all Environmental Laws, Laws except as could not reasonably be expected (either individually or in the aggregate) to have result in material Environmental Liabilities and Costs to a Material Adverse EffectLoan Party or its Subsidiaries; (iib) there has been no Release by a Loan Party, its Subsidiaries or their respective Agents or contractors or, to the knowledge of each Loan Party, any other Person at any of the properties owned or operated operated, or, to the knowledge of each Loan Party, formerly owned and operated, by any Loan Party or its Subsidiaries or a predecessor in interest, or or, to the knowledge of each Loan Party, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, its Subsidiaries or any predecessor in interest which could in either case except as would not reasonably be expected (either individually or in the aggregate) to have result in material Environmental Liabilities and Costs to a Material Adverse EffectLoan Party or its Subsidiaries; (iiic) no Environmental Action that is pending or unresolved has been asserted against any Loan Party or any of its Subsidiaries or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any of its Subsidiaries or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectinterest; (ivd) to the knowledge of each Loan Party, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or its Subsidiaries or any predecessor in interest which could in either case except as would not reasonably be expected (either individually or in the aggregate) to have a Material Adverse Effectresult in material Environmental Liabilities and Costs; (ve) no property now orowned, or to the knowledge of the each Loan Parties as of the Effective DateParty, now leased or formerly owned or operated leased by a Loan Party or any of its Subsidiaries has been used as a treatment for the generation, treatment, storage, transportation, handling or disposal site for any Hazardous MaterialMaterial in a manner which violates the Environmental Laws in any material respect or has resulted in or would reasonably be expected to result in a material Environmental Action, material Environmental Liabilities and Costs, or a material obligation to conduct a Remedial Action, in each case, asserted against a Loan Party or its Subsidiary; (vif) no Loan Party or any of its Subsidiaries has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could except as would not reasonably be expected (either individually or in the aggregate) to have a Material Adverse Effectresult in material Environmental Liabilities and Costs; (viig) each Loan Party and its Subsidiaries holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws Permits in connection with the operation of the business carried on by it, except for such licenses, permits and approvals Environmental Permits as to which a Loan Party’s failure to maintain or comply with could would not reasonably be expected (either individually or in the aggregate) to have a Material Adverse Effectresult in material Environmental Liabilities and Costs; and (viiih) no Loan Party nor any of its Subsidiaries has received any written notification pursuant to any Environmental Laws that (Ai) any work, repairs, construction or Capital Expenditures capital expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto Environmental Permit or (Bii) any license, permit or approval Environmental Permit referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could would not reasonably (either individually or in the aggregate) be expected to result in material Environmental Liabilities and Costs, (i) there are no Environmental Liens asserted against any property owned or, to the knowledge of such Loan Party, operated by any Loan Party or any Subsidiaries, and (j) to the knowledge of any Loan Party, there are no facts or circumstances that would reasonably be expected to have result in Environmental Liabilities and Cost or require a Material Adverse Effectmaterial capital expenditure to comply with Environmental Laws.

Appears in 3 contracts

Samples: Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.)

Environmental Matters. Except as set forth on in Schedule 6.01(r)4.15, as of the Closing Date: (i) the operations of each Loan Party Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except for such noncompliance that would not reasonably be expected to result in Environmental Liabilities of the Loan Parties or their Subsidiaries in excess of $1,000,000 in the aggregate; (ii) the Loan Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Loan Parties or their Subsidiaries in excess of $1,000,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (iiiii) there has been no Release at Loan Party and no Subsidiary of a Loan Party is involved in operations under Environmental Laws or knows of any facts, circumstances or conditions under Environmental Laws, including any Releases of the properties owned or operated by Hazardous Materials, that are likely to result in any Environmental Liabilities of such Loan Party or Subsidiary which could reasonably be expected to be in excess of $1,000,000 in the aggregate, and no Loan Party or Subsidiary of a predecessor Loan Party has permitted any current or former tenant or occupant of the Real Estate to engage in interestany such operations; (iv) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $1,000,000 in the aggregate or injunctive relief against, or at any disposal or treatment facility which received Hazardous Materials generated that alleges criminal misconduct by any Loan Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse EffectLoan Party; and (iiiv) no Environmental Action notice has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (v) no property now orLoan Party identifying any of them as a “potentially responsible party” or requesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateParties, formerly owned there are no facts, circumstances or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could conditions that would reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is result in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain Parties or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made their Subsidiaries being identified as a condition of continued compliance with any Environmental Laws, “potentially responsible party” under CERCLA or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectanalogous state statutes.

Appears in 3 contracts

Samples: Credit Agreement (Addus HomeCare Corp), Credit Agreement (Addus HomeCare Corp), Credit Agreement (Addus HomeCare Corp)

Environmental Matters. Except as set forth on specifically disclosed in Schedule 6.01(r)5.14 attached hereto, (i) the properties and operations of such Credit Party and each Loan Party are of its Subsidiaries comply in compliance all material respects with all applicable Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any none of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan operations of such Credit Party or any predecessor in interest which could reasonably be expected of its Subsidiaries is subject to have a Material Adverse Effectany judicial or administrative proceeding alleging the violation of any Environmental Law; (iii) no Environmental Action has been asserted against any Loan none of the properties or operations of such Credit Party or any predecessor in interest nor does any Loan Party have knowledge or notice of its Subsidiaries is the subject of any threatened federal or pending Environmental Action against state investigation concerning any Loan Party use or release of any predecessor in interest which could reasonably be expected to have a Material Adverse EffectHazardous Substance; (iv) no Environmental Actions have been asserted against neither such Credit Party nor any facilities that may have received Hazardous Materials generated by of its Subsidiaries, nor, to the best knowledge of such Credit Party, any Loan predecessor of such Credit Party or any predecessor in interest which could reasonably be expected to have of its Subsidiaries, has filed any notice under any federal or state law indicating past or present treatment, storage or disposal of a Material Adverse EffectHazardous Substance or reporting a spill or release of a Hazardous Substance into the environment; (v) no property now or, to the knowledge neither such Credit Party nor any of the Loan Parties as its Subsidiaries has any contingent liability in connection with any release of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialSubstance into the environment and no such release which could, under applicable law, require remediation has occurred; (vi) no Loan Party has failed to report to neither such Credit Party's nor any of its Subsidiaries' operations involve the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effectgeneration, transportation, treatment, storage or disposal of Hazardous Substances, except for the generation of Hazardous Substances in the ordinary course of business, and except for such activities carried out through licensed independent contractors; (vii) each Loan neither such Credit Party holds and is in compliance with all licensesnor any of its Subsidiaries has disposed of any Hazardous Substance in, permits and approvals required under on or about any Environmental Laws in connection with premises owned, leased or used by such Credit Party or any of its Subsidiaries and, to the operation best of the business carried on by itknowledge of such Credit Party, except for such licensesneither has any lessee, permits and approvals as to which a Loan Party’s failure to maintain prior owner, or comply with could not reasonably be expected to have a Material Adverse Effectother Person; and (viii) no Loan surface impoundments or, to the best of such Credit Party, underground storage tanks are located in, on or about any of the premises owned, leased or used by such Credit Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectof its Subsidiaries.

Appears in 3 contracts

Samples: Credit Agreement (Gentle Dental Service Corp), Credit Agreement (Gentle Dental Service Corp), Credit Agreement (Gentle Dental Service Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could to matters that would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect; : (iia) no Environmental Claim has been received by any Loan Party or Material Subsidiary, and there are no Environmental Claims pending or, to any Loan Party’s knowledge, threatened, in each case relating to any Loan Party or Material Subsidiary or their respective properties or the Mortgaged Vessels, (b) each Loan Party and Material Subsidiary is in compliance with Environmental Laws, (c) each Loan Party and Material Subsidiary has all permits, licenses and other approvals required under Environmental Laws for its operations as currently conducted (“Environmental Permits”) and is in compliance with the terms of such Environmental Permits, (d) no Hazardous Material is located at, on or under any property currently or, to any Loan Party’s knowledge, formerly owned, operated or leased by any Loan Party or Material Subsidiary or their predecessors that would reasonably be expected to give rise to any Environmental Liability, and no Hazardous Material has been generated, used, treated, stored, handled, controlled, transported to or Released at, on, from, to or under any location or any Mortgaged Vessel in a manner that would reasonably be expected to give rise to any Environmental Liability, (e) there are no agreements in which any Loan Party or Material Subsidiary has expressly assumed or undertaken responsibility for any known or reasonably likely Environmental Liability of any other person, and (f) there has been no Release at written environmental assessment or audit conducted since January 1, 2013 (other than customary assessments not revealing anything that would reasonably be expected to result in a Material Adverse Effect), by or on behalf of any Loan Party or Material Subsidiary of any of the Mortgaged Vessels or properties currently or, to any Loan Party’s knowledge, formerly owned or operated leased by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action Subsidiary that has not been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, made available to the knowledge of Administrative Agent prior to the Loan Parties as of the Restatement Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)

Environmental Matters. Except as set forth on disclosed in Schedule 6.01(r)3.17, (ia) the operations of each all facilities and property owned or leased by a Loan Party are have been and continue to be, owned or leased and operated by such Loan Party in material compliance with all Environmental Laws; (b) there has not been (during the period of such Loan Party’s ownership or lease) any Release of Hazardous Materials at, on, under or from any property now (or, to such Loan Party’s knowledge, previously) owned or leased by such Loan Party (i) that required, or may reasonably be expected to require, such Loan Party to expend funds on remediation or cleanup activities pursuant to any Environmental Law except for remediation or clean-up activities that would not be reasonably expected to have a Material Adverse Effect, or (ii) that otherwise, singly or in the aggregate, has, or may reasonably be expected to have, a Material Adverse Effect; (c) each Loan Party has been issued and is in material compliance with all permits, certificates, approvals, orders, licenses and other authorizations relating to environmental matters necessary for the conduct of its businesses; (d) there are no polychlorinated biphenyls (PCB’s) or asbestos-containing materials or surface impoundments in any of the facilities now (or, to the knowledge of such Loan Party, previously) owned or leased by such Loan Party, except as could for PCB’s and asbestos-containing materials of the type and in quantities that, to the knowledge of such Loan Party, do not currently require remediation, and if remediation of such PCB’s and asbestos-containing materials is hereafter required for any reason, such remediation activities would not reasonably be expected to have a Material Adverse Effect; (iie) there has Hazardous Materials have not been no Release at generated, used, treated, recycled, stored or disposed of at, on, under or from any of the properties owned facilities or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now (or, to the knowledge of the such Loan Parties as of the Effective DateParty, formerly previously) owned or operated leased by a such Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to during the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation time of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain ownership or comply with could not lease of such property that may require remediation or clean-up activities that would be reasonably be expected to have a Material Adverse Effect; and (viiif) no all underground storage tanks located on the property now (or, to the knowledge of such Loan Party, previously) owned or leased by such Loan Party has received any written notification pursuant have been (and to any Environmental Laws that (Athe extent currently owned or leased are) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued operated in material compliance with any all applicable Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Southern Union Co), Credit Agreement (Southern Union Co), Credit Agreement (Panhandle Eastern Pipe Line Co Lp)

Environmental Matters. Except as set forth on Schedule 6.01(r)6.01(q) hereto, (i) the operations no Loan Party or any of its Subsidiaries is in violation of any Environmental Law, (ii) each Loan Party are and each of its Subsidiaries has, and is in compliance with with, all Environmental LawsPermits for its respective operations and businesses, except as to the extent any failure to have or be in compliance therewith could not reasonably be expected to have a Material Adverse Effect; (iiiii) there has been no Release at or threatened Release of Hazardous Materials on, in, at, under or from any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, its Subsidiaries or any respective predecessor in interest interest, which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against in any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice case of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the foregoing could reasonably be expected to have a Material Adverse Effect; (iv) there are no pending or threatened Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by Claims against, or Environmental Liability of, any Loan Party Party, its Subsidiaries or any respective predecessor in interest which that could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a neither any Loan Party has been used as a treatment nor any of its Subsidiaries is performing or disposal site responsible for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which Remedial Action that could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viiivi) no the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits and investigations in the possession or control of any Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred of its Subsidiaries with respect to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectthe operations and business of the Loan Parties and its Subsidiaries.

Appears in 3 contracts

Samples: Financing Agreement (Unique Logistics International, Inc.), Financing Agreement (OptimizeRx Corp), Financing Agreement (Unique Logistics International, Inc.)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations of each Loan Party Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to exceed $100,000; (ii) the Credit Parties have a Material Adverse Effectobtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (iii) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iv) there is no Litigation arising under or related to any Environmental Actions have been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $25,000 or injunctive relief against, or that alleges criminal misconduct by, any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse EffectCredit Party; (v) no property now ornotice has been received by any Credit Party identifying it as a "potentially responsible party" or requesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Materialanalogous state statutes; and (vi) no Loan Party has failed the Credit Parties have provided to report Agent copies of all existing environmental reports, reviews and audits and all written information pertaining to the proper Governmental Authority any Release which is required to be so reported by any actual or potential Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 3 contracts

Samples: Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Navarre Corp /Mn/)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a legal predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any legal predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest interest, nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could interest, which, in either case, would reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effectbe material to the Loan Parties; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial in a manner which violates Environmental Laws in any material respect or has resulted in or would reasonably be expected to result in an Environmental Action, Environmental Liabilities and Costs, or an obligation on the part of any Loan Party or any of its Subsidiaries to conduct a Remedial Action, in each case which would reasonably be expected to have a Material Adverse Effect; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could would reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could would not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification by any Governmental Authority pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance to continue to comply with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Gannett Co., Inc.), First Lien Credit Agreement (Gannett Co., Inc.), First Lien Credit Agreement (Gannett Co., Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated occupied by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority the occurrence of any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have result in a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have result in a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Financing Agreement (Progressive Gaming International Corp), Financing Agreement (Dice Holdings, Inc.), Financing Agreement (Mattress Holding Corp.)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in compliance in all material respects with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or or, to the knowledge of any Loan Party, a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or or, to the knowledge of any Loan Party, any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) to the knowledge of any Loan Party, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial for which such Loan Party could reasonably be expected to be liable under Environmental Laws; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Financing Agreement (Cherokee Inc), Financing Agreement (Cherokee Inc), Financing Agreement (Cherokee Inc)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)5.13, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to adversely impact the value or marketability of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $250,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials in violation of applicable law on, at, in, under, above, to, from or about any of their Real Estate; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $250,000 in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $250,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $250,000 in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany of the Credit Parties or their Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement (Atlantis Plastics Inc), Credit Agreement (Atlantis Plastics Inc)

Environmental Matters. Except To the best of each Loan Party's knowledge, except as set forth on in Schedule 6.01(r)6.01(P) hereto, (i) the operations of each such Loan Party are comply in compliance all material respects with all Environmental Lawsapplicable Environmental, except as could not reasonably be expected to have a Material Adverse EffectHealth or Safety Requirements of Law; (ii) there has been no Release at any of the properties owned or operated by any such Loan Party or a predecessor has obtained all material environmental, health and safety Permits necessary for its operations, and all such Permits are in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any effect and such Loan Party or any predecessor is in interest which could reasonably be expected to have a Material Adverse Effectmaterial compliance with all terms and conditions of such Permits; (iii) no Environmental Action has been asserted against any Loan Party nor its operations is subject to any order from or agreement with any predecessor in interest nor does Governmental Authority or private party respecting any Loan Party have knowledge Environmental, Health or notice Safety Requirements of any threatened Law or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectrequiring Remedial Action; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party nor its operations is subject to any Liabilities and Costs arising from the Release or any predecessor in interest which could reasonably be expected to have threatened Release of a Material Adverse EffectContaminant into the environment; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment filed any notice under any Requirement of Law indicating treatment, storage or disposal site for of a hazardous waste, as that term is defined under 40 CFR Part 261 or any Hazardous Materialapplicable state equivalent; (vi) no Loan Party has failed to report to filed any notice under applicable Requirement of Law reporting a Release of a Contaminant into the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effectenvironment; (vii) each there is not on or in the Real Property of any such Loan Party holds and nor has there been under such Loan Party's ownership or occupancy of such Real Property: (A) any treatment, storage or disposal of any hazardous waste, as that term is defined under 40 CFR Part 261 or any applicable state equivalent, by such Loan Party, except in material compliance with all licensesEnvironmental, permits and approvals required under Health or Safety Requirements of Law, (B) any Environmental Laws underground storage tanks or surface impoundments, (C) any asbestos-containing material, or (D) any polychlorinated biphenyls (PCB's) used in connection with the operation of the business carried on by ithydraulic oils, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain electrical transformers or comply with could not reasonably be expected to have a Material Adverse Effectother equipment; and (viii) no Loan Party has received any written notification notice or Claim to the effect that it is or may be liable to any Person as a result of the Release or threatened Release of a Contaminant into the environment; (ix) no Loan Party's present Property or the Loan Party's past Property is listed or proposed for listing on the National Priorities List pursuant to any CERCLA ("NPL") or on the Comprehensive Environmental Laws that Response Compensation Liability Information System List (A"CERCLIS") any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or similar state list of sites requiring Remedial Action; and (Bx) no Environmental Lien has attached to any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectProperty of any Loan Party.

Appears in 2 contracts

Samples: Credit Agreement (General Inspection Laboratories Inc), Credit Agreement (General Inspection Laboratories Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party and its Subsidiaries are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or and any of its Subsidiaries or, to the knowledge of any Loan Party, a predecessor in interestinterest for whose liability a Loan Party or any of its Subsidiaries is responsible, or , to the knowledge of any Loan Party, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or and any of its Subsidiaries or, to the knowledge of any Loan Party, any predecessor in interest for whose liability a Loan Party or any of its Subsidiaries is responsible which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or and its Subsidiaries or, to the knowledge of any Loan Party, any predecessor in interest for whose liability a Loan Party or any of its Subsidiaries is responsible in the last 7 years or that remains unresolved nor does any Loan Party and any of its Subsidiaries have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or and any of its Subsidiaries or, to the knowledge of any Loan Party, any predecessor in interest for whose liability a Loan Party or any of its Subsidiaries is responsible which could reasonably be expected to have a Material Adverse Effect; (iv) to the knowledge of any Loan Party, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party and any of its Subsidiaries or any predecessor in interest for whose liability a Loan Party or any of its Subsidiaries is responsible which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party and any of its Subsidiaries has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party and any of its Subsidiaries has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party and each of its Subsidiaries holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's of such Subsidiary's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party or any of its Subsidiaries has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Westmoreland Resource Partners, LP), Financing Agreement

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except 5.17 or as could not not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect: (i) each Borrower, MobilePro Subsidiary and Davel Credit Party is in compliance with all Environmental Laws and Permits applicable to its business or operations, including, but not limited to, the use, storage or disposal of Hazardous Material used by it; (ii) each Borrower, MobilePro Subsidiary and Davel Credit Parties have all Permits required for their business or operations; (iii) no Borrower, MobilePro Subsidiary or Davel Credit Party, with respect to any of its properties or operations, (A) has entered into or been a party to, and is subject to continuing liabilities, obligations or claims in connection with, any litigation, judicial order, consent decree, compliance order or administrative order or private settlement with respect to any Environmental Laws or with respect to any alleged contamination by or damage or injury caused by any Hazardous Material; (B) has received any written notice, demand letter or administrative complaint with respect to any alleged violation of Environmental Laws or with respect to any alleged contamination by or damage or injury caused by any Hazardous Material; or (C) has been or is currently subject to any governmental or third party enforcement action commenced under any Environmental Laws; (iv) there has been no Release at of any Hazardous Materials in reportable quantities from the operations of the properties any Borrower, MobilePro Subsidiary or any Davel Credit Party in violation of any Environmental Laws; (v) there are no Hazardous Materials in violation of any Environmental Laws on, in or under any Real Property owned or operated by any Loan Party or a predecessor in interestBorrower, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party MobilePro Subsidiary or any predecessor in interest which could reasonably be expected to have a Material Adverse EffectDavel Credit Party; (iiivi) no Environmental Action Lien has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now imposed or, to the knowledge of MobilePro, threatened on any Real Property of any Borrower, MobilePro Subsidiary or any Davel Credit Party by any Governmental Agency or other third person in connection with the Loan Parties as presence or Release of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vivii) there are no underground or aboveground storage tanks located on any Real Property owned by any Borrower, MobilePro Subsidiary or any Davel Credit Party or for which any Borrower, MobilePro Subsidiary or Davel Credit Party bears responsibility under any lease which are not in compliance with Environmental Laws; (viii) no Loan Hazardous Material generated by the operations of any Borrower, MobilePro Subsidiary or any Davel Credit Party has failed to report to the proper Governmental Authority been disposed of by any Release which is required to be so reported by Borrower or any Davel Credit Party (A) in violation of any Environmental Laws or (B) at any location which could reasonably be expected appears on the National Priority List promulgated under CERCLA or any similar list promulgated pursuant to have a Material Adverse Effectstate or local law; (viiix) each Loan Party holds and is in compliance with all licenses, permits and approvals required under no information request issued pursuant to Section 104 of CERCLA or other Environmental Law or any similar state or local or foreign Environmental Laws has been received by any Borrower, MobilePro Subsidiary or any Davel Credit Party with respect to any transaction of any Borrower, MobilePro Subsidiary or any Davel Credit Party or in connection with the operation operations of the business carried on by itany Borrower, except for such licenses, permits and approvals as to which a Loan MobilePro Subsidiary or any Davel Credit Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viiix) no Loan Hazardous Material has been generated, manufactured, refined, transported, treated, stored, handled, transferred, produced, or processed by any Borrower, MobilePro Subsidiary or any Davel Credit Party has received any written notification pursuant to in violation of any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectLaw.

Appears in 2 contracts

Samples: Credit Agreement (Mobilepro Corp), Credit Agreement (Davel Communications Inc)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)3.15, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to materially adversely impact the value or marketability of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $500,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate where such Release could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $500,000 in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $500,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $500,000 in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case in possession of the Credit Parties relating to have a Material Adverse Effectany of the Credit Parties or their Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement (Accuro Healthcare Solutions, Inc.), Credit Agreement (Accuro Healthcare Solutions, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r)6.01(q) hereto, (i) the operations of each no Loan Party are or any of its Subsidiaries is in violation of any Environmental Law except where any such non-compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) each Loan Party and each of its Subsidiaries has, and is in compliance with, all Environmental Permits for its respective operations and businesses, except to the extent any failure to have or be in compliance therewith could not reasonably be expected to have a Material Adverse Effect; (iii) there has been no Release at or threatened Release of Hazardous Materials on, in, at, under or from any properties currently or to the knowledge of the properties owned Borrower formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or Party, its Subsidiaries or, to the knowledge of the Borrower, any respective predecessor in interest interest, which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against in any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice case of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the foregoing could reasonably be expected to have a Material Adverse Effect; (iv) there are no pending or threatened Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by Claims against, or Environmental Liability of, any Loan Party or Party, its Subsidiaries or, to the knowledge of the Borrower, any respective predecessor in interest which that could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a neither any Loan Party has been used as a treatment nor any of its Subsidiaries is performing or disposal site responsible for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which Remedial Action that could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viiivi) no the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits and investigations in the possession or control of any Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred of its Subsidiaries with respect to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectthe operations and business of the Loan Parties and its Subsidiaries.

Appears in 2 contracts

Samples: Financing Agreement (Beachbody Company, Inc.), Financing Agreement (Beachbody Company, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r)5.01(q) or as would not reasonably be expected to have a Material Adverse Effect, to the knowledge of any Loan Party: (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a its predecessor in interest, or at any disposal or treatment facility which that received Hazardous Materials generated by any Loan Party or any predecessor of their predecessors in interest which could reasonably be expected to have a Material Adverse Effectinterest; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor of their predecessors in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor of their predecessors in interest which could reasonably be expected to have a Material Adverse Effectinterest; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor of their predecessors in interest which could reasonably be expected to have a Material Adverse Effectinterest; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which that is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse EffectLaws; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a an Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect of or as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Delek US Holdings, Inc.), Financing Agreement (Delek US Holdings, Inc.)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r(4.17), as of the Closing Date: (i) the operations Real Estate of each Loan Credit Party are and each of their Restricted Subsidiaries is free of contamination from any Hazardous Material except for such contamination that would not result in compliance with all Environmental Laws, except as Liabilities that could not reasonably be expected to have a Material Adverse Effect; (ii) there no Credit Party nor any Restricted Subsidiary of any Credit Party has been no caused or suffered to occur any material Release at of Hazardous Materials on, at, in, under, above, to, from or about any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received its Real Estate except for such Release of Hazardous Materials generated by any Loan Party or any predecessor that would not result in interest which Environmental Liabilities that could reasonably be expected to have a Material Adverse Effect; (iii) no the Credit Parties and each of their Restricted Subsidiaries are and have, for the past eight (8) years, been in compliance with all Environmental Action has been asserted against any Loan Party or any predecessor Laws, except for such noncompliance that would not result in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest Liabilities which could reasonably be expected to have a Material Adverse Effect; (iv) no the Credit Parties and each of their Restricted Subsidiaries (A) have obtained, (B) possess as valid, uncontested and in good standing, and (C) are in compliance with all Environmental Actions have been asserted against any facilities Permits required by Environmental Laws for the operation of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain, possess or comply with such Environmental Permits would not result in Environmental Liabilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge best of the Loan Parties as of the Effective DateBorrowers’ knowledge, formerly owned there is no Litigation arising under or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed related to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses the payment of which could reasonably be expected to have a Material Adverse EffectEffect or injunctive relief which could reasonably be expected to have a Material Adverse Effect against, or that alleges criminal misconduct by, any Credit Party or any Restricted Subsidiary of any Credit Party; (viivi) each Loan no written notice has been received by any Credit Party holds and is in compliance with all licenses, permits and approvals required or any Restricted Subsidiary of any Credit Party identifying it as a “potentially responsible party” or requesting information under any Environmental Laws in connection with the operation of the business carried on by itCERCLA or analogous state statutes, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with notice that would not result in Environmental Liabilities that could not reasonably be expected to have a Material Adverse Effect; and (viiivii) no Loan Party has received any the Credit Parties and each of their Restricted Subsidiaries have provided to Agent copies of existing environmental reports, reviews and audits and written notification pursuant information sufficient, along with Schedule (4.17), to any disclose actual or potential material Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party or any Restricted Subsidiary of any Credit Party.

Appears in 2 contracts

Samples: Revolving Loan Credit Agreement (Visteon Corp), Revolving Loan Credit Agreement (Visteon Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could where the failure to be in compliance is not reasonably be expected likely to have result in a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or or, to the knowledge of the Loan Parties, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or written notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted or are continuing against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest interest, for which could any Loan Party has received notice, which is reasonably be expected likely to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been or was used as a treatment or disposal site for any Hazardous MaterialMaterial during the period of such Loan Party's ownership or operation; (vi) no Loan Party has failed to report to the proper Governmental Authority the occurrence of any Release which is required to be so reported by any Environmental Laws Law which could is reasonably be expected likely to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws Law in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could is not reasonably be expected likely to have a Material Adverse Effect; and (viii) except as is not reasonably likely to have a Material Adverse Effect, no Loan Party has received any written notification pursuant to any Environmental Laws Law that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental LawsLaw, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Allied Holdings Inc), Financing Agreement (Allied Holdings Inc)

Environmental Matters. Except as set forth on Schedule 6.01(rNo Credit Party nor any of its Subsidiaries nor any of their respective current Facilities (solely during and with respect to Person’s ownership thereof) or operations, and to their knowledge, no former Facilities (solely during and with respect to any Credit Party or its Subsidiary’s ownership thereof), (i) the operations of each Loan Party is or are in compliance subject to any outstanding order, ongoing consent decree or settlement agreement with all any Person relating to any Environmental LawsLaw, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interestEnvironmental Claim, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Activity that, individually or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (iiib) no Credit Party nor any of its Subsidiaries has received any letter or request for information under Section 104 of the Comprehensive Environmental Action has Response, Compensation, and Liability Act (42 U.S.C. § 9604) or any comparable state law; (c) to each Credit Party’s and its Subsidiaries’ knowledge after due inquiry, there are no, and have been asserted no, Hazardous Materials Activities which could reasonably be expected to form the basis of an Environmental Claim against any Loan such Credit Party or any predecessor of its Subsidiaries that, individually or in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which the aggregate, could reasonably be expected to have a Material Adverse Effect; (ivd) no Credit Party nor any of its Subsidiaries has filed any notice under any Environmental Actions have been asserted against any facilities that may have received Law indicating past or present treatment of Hazardous Materials generated by at any Loan Facility (solely during and with respect to such Credit Party or its Subsidiary’s ownership thereof), and neither the Borrower’s nor any predecessor in interest which of its Subsidiaries’ operations involves the generation, transportation, treatment, storage or disposal of hazardous waste, as defined under 40 C.F.R. Parts 260-270 or any equivalent state rule defining hazardous waste. Compliance by the Credit Parties and their respective Subsidiaries with all current requirements pursuant to or under Environmental Laws could not be reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.. Section 6.12

Appears in 2 contracts

Samples: Credit Agreement (Physicians Realty Trust), Credit Agreement (Physicians Realty L.P.)

Environmental Matters. Except as set forth on Schedule 6.01(r5.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) to the best of each Loan Party's knowledge, there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iv) no Loan Party has knowledge of any Environmental Actions that have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could are reasonably be expected likely to have a Material Adverse Effect; (v) to the best of each Loan Party's knowledge, no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could is reasonably be expected likely to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could is not reasonably be expected likely to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures capital expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could is not reasonably be expected likely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Senior Loan Agreement (DSW Inc.), Senior Loan Agreement (Retail Ventures Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r5.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Gordon Biersch Brewery Restaurant Group, Inc.), Financing Agreement (Ahl Services Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r5.01(q), (i) the operations of each Loan Credit Party and any Subsidiary of a Credit Party are and have been in material compliance with all applicable Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at on, in, at, to, from or under any of the properties currently or formerly owned or operated by any Loan Credit Party or any Subsidiary of a Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which that could reasonably be expected to have result in any material Environmental Liabilities and Costs to any Credit Party or any Subsidiary of a Material Adverse Effect; Credit Party, (iii) no Environmental Action has been asserted or threatened in writing against any Loan Credit Party or any predecessor in interest Subsidiary of a Credit Party which is unresolved, nor does any Loan Party have to the knowledge or notice of any Credit Party are there any threatened or pending Environmental Action Actions against any Loan a Credit Party or any predecessor Subsidiary of a Credit Party that in interest which either case could reasonably be expected to have result in any material Environmental Liabilities and Costs to any Credit Party or any Subsidiary of a Material Adverse Effect; Credit Party, (iv) to the knowledge of the Credit Parties no Environmental Actions have Action has been asserted against any facilities that may have received Hazardous Materials generated by a Credit Party or any Loan Subsidiary of a Credit Party or any predecessor in interest which that could reasonably be expected to have result in any material Environmental Liabilities and Costs to any Credit Party or any Subsidiary of a Material Adverse Effect; Credit Party, (v) no property now or, to the knowledge none of the Loan Credit Parties as or any Subsidiary of the Effective Datea Credit Party is subject to any outstanding order, formerly owned decree, injunction or operated by a Loan Party has been used as a treatment or disposal site for other agreement with any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority or any Release which is required indemnity or other agreement (other than routine permits, approvals, credit agreements and lease terms) imposing obligations with any third party relating to be so reported by any Environmental Laws which Law that could reasonably be expected to have result in any material Environmental Liabilities and Costs to any Credit Party or any Subsidiary of a Material Adverse Effect; Credit Party, (viivi) each Loan to the knowledge of any Credit Parties there are no other circumstances or existing conditions involving any Credit Party holds and is in compliance with all licenses, permits and approvals required under or any Environmental Laws in connection with the operation Subsidiary of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with Credit Party that could not reasonably be expected to have result in any such Credit Party or Subsidiary of a Material Adverse Effect; and (viii) no Loan Credit Party has received any written notification pursuant to becoming the subject of any Environmental Laws that (A) Actions or material Environmental Liabilities and Costs including any workmaterial restriction on the ownership, repairsuse, construction or Capital Expenditures are required to be made as a condition transfer of continued compliance any property in connection with any Environmental LawsLaw, or and (vii) the Credit Parties and any licenseSubsidiary of a Credit Party made available to the Administrative Agent and the Revolving Agent copies of all material environmental reports, permit or approval issued pursuant thereto or (B) studies, assessments, sampling data and other material environmental documents in its possession relating to the Credit Parties and any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have Subsidiary of a Material Adverse EffectCredit Party and their current and former properties and operations.

Appears in 2 contracts

Samples: Credit Agreement (Global Power Equipment Group Inc/), Credit Agreement (Global Power Equipment Group Inc/)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the ------------------------- Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 or injunctive relief, or that alleges criminal misconduct by any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Icon Health & Fitness Inc), Credit Agreement (Icon Health & Fitness Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are and have at all times been in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned currently owned, leased, or operated by any Loan Party or a any properties formerly owned, leased or operated by any Loan Party, any Subsidiary, or any predecessor in interestinterest of any Loan Party or any of its Subsidiaries during such Person’s ownership, lease or operation, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, Subsidiary or any predecessor in interest of any Loan Party or any of its Subsidiaries which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest Subsidiary nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest of any Loan Party or any of its Subsidiaries which could be reasonably be expected to have a Material Adverse Effect; (v) no property now orcurrently, or to the knowledge of the any Loan Parties as of the Effective DateParty, formerly owned owned, leased or operated by a Loan Party, Subsidiary or predecessor in interest of any Loan Party or any of its Subsidiaries has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party or Subsidiary has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; Laws, (vii) each Loan Party holds and is in compliance with all material licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits it and approvals as to which a Loan Party’s failure to maintain or comply is in material compliance with could not reasonably be expected to have a Material Adverse Effectthe terms and conditions thereof,; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws notice that (A) any work, repairs, construction or Capital Expenditures capital expenditures are required to be made as a condition of continued compliance with any Environmental Laws, Laws or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Angie's List, Inc.), Financing Agreement (Angie's List, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could to matters that would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect; : (iia) no Environmental Claim has been received by any Loan Party or Material Subsidiary, and there are no Environmental Claims pending or, to any Loan Party’s knowledge, threatened, in each case relating to any Loan Party or Material Subsidiary or their respective properties or the Mortgaged Vessels, (b) each Loan Party and Material Subsidiary is in compliance with Environmental Laws, (c) each Loan Party and Material Subsidiary has all permits, licenses and other approvals required under Environmental Laws for its operations as currently conducted (“Environmental Permits”) and is in compliance with the terms of such Environmental Permits, (d) no Hazardous Material is located at, on or under any property currently or, to any Loan Party’s knowledge, formerly owned, operated or leased by any Loan Party or Material Subsidiary or their predecessors that would reasonably be expected to give rise to any Environmental Liability, and no Hazardous Material has been generated, used, treated, stored, handled, controlled, transported to or Released at, on, from, to or under any location or any Mortgaged Vessel in a manner that would reasonably be expected to give rise to any Environmental Liability, (e) there are no agreements in which any Loan Party or Material Subsidiary has expressly assumed or undertaken responsibility for any known or reasonably likely Environmental Liability of any other person, and (f) there has been no Release at written environmental assessment or audit conducted since January 1, 2013 (other than customary assessments not revealing anything that would reasonably be expected to result in a Material Adverse Effect), by or on behalf of any Loan Party or Material Subsidiary of any of the Mortgaged Vessels or properties currently or, to any Loan Party’s knowledge, formerly owned or operated leased by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action Subsidiary that has not been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, made available to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report Administrative Agent prior to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectAcquisition Closing Date.

Appears in 2 contracts

Samples: Intercreditor Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)

Environmental Matters. Except To each Loan Party’s knowledge, upon inquiry and investigation completed by such Loan Party as diligently and as thoroughly as would reasonably be required to determine any facts relevant to the representations set forth herein, and except as set forth on Schedule 6.01(r)in Section 6.01(O) of the Disclosure Letter hereto, (i) the operations of each such Loan Party are and its operations and real property comply in compliance all respects with all Environmental Lawsapplicable Environmental, Health or Safety Requirements of Law, except as could where noncompliance has not resulted in or would not be reasonably be expected likely to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any such Loan Party or a predecessor has obtained all environmental, health and safety Permits necessary for its operations and Property and all such Permits are in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any good standing and such Loan Party is in compliance with all terms and conditions of such Permits except such as has not resulted in or any predecessor in interest which could would not be reasonably be expected likely to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party nor its operations is subject to any order from or written agreement with any Governmental Authority or private party or any predecessor in interest nor does judicial or administrative proceeding or investigation respecting any Loan Party have knowledge Environmental, Health or notice Safety Requirements of any threatened or pending Environmental Action against any Loan Party Law or any predecessor Release or threatened Release of a Contaminant into the indoor or outdoor environment except such as has not resulted in interest which could or would not be reasonably be expected likely to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party nor its operations is subject to any Remedial Action or any predecessor other Liabilities and Costs arising from the Release or threatened Release of a Contaminant into the indoor or outdoor environment except such as has not resulted in interest which could or would not be reasonably be expected likely to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment filed any notice under any Requirement of Law indicating treatment, storage or disposal site for of a hazardous waste, as that term is defined under 40 CFR Part 261 or any Hazardous Materialapplicable state equivalent except such as has not resulted in or would not be reasonably likely to have a Material Adverse Effect; (vi) no Loan Party has failed to report to filed any notice under applicable Requirement of Law reporting any unresolved Release of a Contaminant into the proper Governmental Authority any Release which is required to indoor or outdoor environment except such as has not resulted in or would not be so reported by any Environmental Laws which could reasonably be expected likely to have a Material Adverse Effect; (vii) each no Environmental Liens have attached to any Property of any Loan Party holds and is securing obligations, individually or in compliance with all licensesthe aggregate, permits and approvals required under any Environmental Laws in connection with the operation an amount of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain $25,000,000 or comply with could not reasonably be expected to have a Material Adverse Effectmore; and (viii) no Loan Party has received any written notification pursuant notice or claim to the effect that it is or may be liable to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made Person as a condition result of continued compliance with any Environmental Laws, the Release or any license, permit threatened Release of a Contaminant into the indoor or approval issued pursuant thereto outdoor environment except such as has not resulted in or (B) any license, permit or approval referred to above is about to would not be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected likely to have a Material Adverse Effect; and (ix) no transaction contemplated by this Agreement is subject to any Environmental Property Transfer Act.

Appears in 2 contracts

Samples: Credit Agreement (Watson Pharmaceuticals Inc), Credit Agreement (Watson Pharmaceuticals Inc)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)3.15, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate where such Release could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect; (iiiv) the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or Subsidiary which could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, and no Credit Party or Subsidiary of a Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (vi) there has been is no Release at Litigation arising under or related to any of Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses that, either individually or in the properties owned or operated by any Loan Party or a predecessor in interestaggregate, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against Effect or which seeks injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment “potentially responsible party” under CERCLA or disposal site analogous state statutes except for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with notices that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase in possession of the Credit Parties relating to any of the Credit Parties or their Subsidiaries other than any such reports, except as reviews, audits or information pertaining to actual or potential Environmental Liabilities that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Exopack Holding Corp), Credit Agreement (Exopack Holding Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r5.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) to the best of each Loan Party's knowledge, there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could is reasonably be expected likely to have a Material Adverse Effect; (iv) no Loan Party has knowledge of any Environmental Actions that have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could are reasonably be expected likely to have a Material Adverse Effect; (v) to the best of each Loan Party's knowledge, no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could is reasonably be expected likely to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could is not reasonably be expected likely to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could is not reasonably be expected likely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Value City Department Stores Inc /Oh), Senior Convertible Loan Agreement (Value City Department Stores Inc /Oh)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.11), as of the Closing Date: (i) the operations Real Estate is free of each Loan Party are contamination from any Hazardous Material except for such contamination that would not result in compliance with all Environmental Laws, except as Liabilities that could not reasonably be expected to have a Material Adverse Effect; (ii) there no Group Member has been no caused or suffered to occur any material Release at of Hazardous Materials on, at, in, under, above, to, from or about any of the properties owned or operated by any Loan Party or its Real Estate except where such a predecessor Release could not result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which Environmental Liabilities that could reasonably be expected to have a Material Adverse Effect; (iii) no the Group Members are and have been in compliance with all Environmental Action has been asserted against any Loan Party or any predecessor Laws, except for such noncompliance that would not result in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest Liabilities which could reasonably be expected to have a Material Adverse Effect; (iv) no the Group Members have obtained, and are in compliance with, all Environmental Actions have been asserted against any facilities Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orGroup Member is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to the knowledge result in any Environmental Liabilities of the Loan Parties as of the Effective Date, formerly owned or operated by such Group Member which could reasonably be expected to have a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial Adverse Effect; (vi) there is no Loan Party has failed Litigation arising under or related to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which Laws, Environmental Permits or Hazardous Material that has a reasonable risk of being determined adversely to any Group Member and that, if so determined, could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds no notice has been received by any Group Member identifying it as a “potentially responsible party” or requesting information under CERCLA or analogous state statutes, and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with to the operation knowledge of the business carried on by itCredit Parties, except for such licensesthere are no facts, permits and approvals circumstances or conditions that may result in any Group Member being identified as to which a Loan Party’s failure to maintain “potentially responsible party” under CERCLA or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Group Members have provided to Administrative Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Group Member.

Appears in 2 contracts

Samples: Credit Agreement (SITEL Worldwide Corp), Credit Agreement (Catalog Resources, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r5.0l(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or or, to the best knowledge of the Loan Parties, a predecessor in interest, or or, to the best knowledge of the Loan Parties, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or or, to the best knowledge of the Loan Parties, any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) to the best knowledge of the Loan Parties, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial other than in compliance with Environmental Laws, except to the extent that such non-compliance could not reasonably be expected to have a Material Adverse Effect; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Xanodyne Pharmaceuticals Inc), Financing Agreement (Xanodyne Pharmaceuticals Inc)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)4.15, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate where such Release could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect; (iiiv) the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or Subsidiary which could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, and no Credit Party or Subsidiary of a Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (vi) there has been is no Release at Litigation arising under or related to any of Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses that, either individually or in the properties owned or operated by any Loan Party or a predecessor in interestaggregate, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against Effect or which seeks injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment “potentially responsible party” under CERCLA or disposal site analogous state statutes except for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with notices that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect; and (viii) no Loan Party has received any the Credit Parties have provided to the Administrative Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase in possession of the Credit Parties relating to any of the Credit Parties or their Subsidiaries other than any such reports, except as reviews, audits or information pertaining to actual or potential Environmental Liabilities that could not reasonably be expected to have have, either individually or in the aggregate, a Material Adverse Effect. [***] = Confidential treatment requested for redacted portion; redacted portion has been filed separately with the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Exopack Holding Corp), Credit and Guaranty Agreement (Exopack Holding Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r)3.12, (ia) the operations of each Loan Credit Party and each Subsidiary of each Credit Party are and have been in compliance with all applicable Environmental Laws, including obtaining, maintaining and complying with all Permits required by any applicable Environmental Law, other than non-compliances that, in the aggregate, would not have a reasonable likelihood of resulting in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (b) no Credit Party and no Subsidiary of any Credit Party is party to, and no Credit Party and no Subsidiary of any Credit Party and no real property currently (or to the knowledge of any Credit Party previously) owned, leased, subleased, operated or otherwise occupied by or for any such Person is subject to or the subject of, any Contractual Obligation or any pending (or, to the knowledge of any Credit Party, threatened) order, action, investigation, suit, proceeding, audit, claim, demand, dispute or notice of violation or of potential liability or similar notice relating in any manner to any Environmental Law other than those that, in the aggregate, are not reasonably likely to result in Material Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (c) no Lien in favor of any Governmental Authority securing, in whole or in part, Environmental Liabilities has attached to any property of any Credit Party or any Subsidiary of any Credit Party and, to the knowledge of any Credit Party, no facts, circumstances or conditions exist that could reasonably be expected to result in any such Lien attaching to any such property, (d) no Credit Party and no Subsidiary of any Credit Party has caused or suffered to occur a Release of Hazardous Materials at, to or from any real property of any such Person and each such real property is free of contamination by any Hazardous Materials except as for such Release or contamination that could not reasonably be expected to have a result, in the aggregate, in Material Adverse Effect; Environmental Liabilities to any Credit Party or any Subsidiary of any Credit Party, (e) no Credit Party and no Subsidiary of any Credit Party (i) is or has been engaged in, or has permitted any current or former tenant to engage in, operations or (ii) there has been no Release at knows of any facts, circumstances or conditions, including receipt of any information request or notice of potential responsibility under the properties owned Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. Sections 9601 et seq.) or operated by similar Environmental Laws, that, in the aggregate, would have a reasonable likelihood of resulting in Material Environmental Liabilities to any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice Subsidiary of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; and (ivf) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan each Credit Party has been used as a treatment made available to Agent copies of all existing environmental reports, reviews and audits and all documents pertaining to actual or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any potential Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase to the extent such reports, except as could not reasonably be expected to have a Material Adverse Effectreviews, audits and documents are in their possession, custody or control.

Appears in 2 contracts

Samples: Credit Agreement (CSAV Holding Corp.), Credit Agreement (CSAV Holding Corp.)

Environmental Matters. Except as set forth on Schedule 6.01(r)9.17 hereto, (i) the operations no Loan Party or any of its Subsidiaries is in violation of any Environmental Law, (ii) each Loan Party are and each of its Subsidiaries has, and is in compliance with with, all Environmental LawsPermits for its respective operations and businesses, except as to the extent any failure to have or be in compliance therewith could not reasonably be expected to have a Material Adverse Effectresult in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (iiiii) there has been no Release at or threatened Release of Hazardous Materials on, in, at, under or from any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, its Subsidiaries or any respective predecessor in interest interest, which in any case of the foregoing could reasonably be expected to have a Material Adverse Effectresult in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (iiiiv) there are no pending or threatened Environmental Claims against, or Environmental Liability of, any Loan Party, its Subsidiaries or any respective predecessor in interest that could reasonably be expected to result in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; (v) neither any Loan Party nor any of its Subsidiaries is performing or responsible for any Remedial Action has been asserted against that could reasonably be expected to result in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party; and (vi) the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits and investigations in the possession or control of any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, its Subsidiaries with respect to the knowledge operations and business of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectits Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement (AgileThought, Inc.), Credit Agreement (AgileThought, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r)in SCHEDULE 3.15, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to materially adversely impact the value or marketability of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate where such Release could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $100,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $100,000 in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase in possession of the Credit Parties relating to any of the Credit Parties or their Subsidiaries. Each Credit Party hereby acknowledges and agrees that Agent (i) is not now, except as could and has not reasonably be expected ever been, in control of any of the Real Estate or affairs of such Credit Party or its Subsidiaries , and (ii) does not have the capacity through the provisions of the Loan Documents or otherwise to have a Material Adverse Effectinfluence any Credit Party's or its Subsidiaries' conduct with respect to the ownership, operation or management of any of their Real Estate or compliance with Environmental Laws or Environmental Permits.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Primedex Health Systems Inc), Credit Agreement (Primedex Health Systems Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (a) The Borrower shall at its sole expense: (i) the comply, and shall cause its Properties and operations of and each other Loan Party are in compliance and each other Loan Party’s Properties and operations to comply, with all applicable Environmental Laws, except as where the failure to do so, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no not Release at or threaten to Release, and shall cause each other Loan Party not to Release or threaten to Release, any Hazardous Material on, under, about or from any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Borrower’s or any predecessor other Loan Party’s Properties or any other property offsite the Property to the extent caused by the Borrower’s or any other Loan Party’s operations except in interest which compliance with applicable Environmental Laws, if the Release or threatened Release could reasonably be expected to have a Material Adverse Effect; (iii) no timely obtain, file or prepare, and shall cause each Subsidiary to timely obtain, file or prepare, all Environmental Action has been asserted against any Loan Party Permits, if any, required under applicable Environmental Laws to be obtained or filed in connection with the operation or use of the Borrower’s or any predecessor in interest nor does any other Loan Party have knowledge Party’s Properties, except where such failure to obtain or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which file could not reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any promptly commence and diligently prosecute to completion, and shall cause each other Loan Party to promptly commence and diligently prosecute to completion, any assessment, evaluation, investigation, monitoring, containment, cleanup, removal, repair, restoration, remediation or other remedial obligations (collectively, the “Remedial Work”) in the event any Remedial Work is required or reasonably necessary under applicable Environmental Laws because of or in connection with the actual or suspected past, present or future Release or threatened Release of any Hazardous Material on, under, about or from any of the Borrower’s or any predecessor in interest which other Loan Party’s Properties, if failure to commence and diligently prosecute to completion could reasonably be expected to have a Material Adverse Effect; (v) no property now orconduct, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a and cause each other Loan Party has been used as to conduct, their respective operations and businesses in a treatment manner that will not expose any Property or disposal site for any Person to Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which Materials that could reasonably be expected to have a Material Adverse Effect; (vii) each cause any Loan Party holds and is in compliance with all licenses, permits and approvals required under to owe any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain damages or comply with compensation that could not reasonably be expected to have a Material Adverse Effect; and (viiivi) no establish and implement, and shall cause each other Loan Party has received to establish and implement, such procedures as may be necessary to continuously determine and assure that the Borrower’s and any written notification pursuant other Loan Party’s obligations under this Section 8.11(a) are timely and fully satisfied, where failure to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as establish and implement such procedures could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: MLP Credit Agreement, MLP Credit Agreement (PennTex Midstream Partners, LP)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not materially adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $500,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $500,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 or injunctive relief against any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Reading International Inc), Credit Agreement (Reading International Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $2,000,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $2,000,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $2,000,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $2,000,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $2,000,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase to the extent such reports, except as could not reasonably be expected to have a Material Adverse Effectreviews, audits and documents are in Credit Parties’ possession, custody, or control.

Appears in 2 contracts

Samples: Credit Agreement (Insteel Industries Inc), Credit Agreement (Insteel Industries Inc)

Environmental Matters. Except as set forth for matters disclosed on Schedule 6.01(r)5.14 hereto, no operation conducted by any Borrower-Related Party and no real or personal property now or previously owned or leased by any Borrower-Related Party (iincluding, without limitation, any Credit Party’s Mineral Interests) and no operations conducted thereon, and to the Borrower’s or Parent’s knowledge, no operations of any prior owner, lessee or operator of any such properties, is in violation of any Environmental Law other than violations which neither individually nor in the aggregate would reasonably be expected to result in a Material Adverse Change. Except for matters disclosed on Schedule 5.14 hereto, no Borrower-Related Party, nor any such property or operation is the subject of any existing, pending or, to the Borrower’s or Parent’s knowledge, threatened Environmental Complaint which would reasonably be expected to, individually or in the aggregate, result in Material Adverse Change. All notices, permits, licenses, and similar authorizations required to be obtained or filed in connection with the ownership of each Loan tract of real property or operations of any Borrower-Related Party are thereon and each item of personal property owned, leased or operated by any Borrower-Related Party including, without limitation, notices, licenses, permits and authorizations required in compliance connection with all Environmental Lawsany past or present treatment, storage, disposal, or release of Hazardous Substances into the environment, have been duly obtained or filed, except as could to the extent the failure to obtain or file such notices, licenses, permits and authorizations would not reasonably be expected to have result in a Material Adverse Effect; (ii) there has been no Release Change. All Hazardous Substances generated at any each tract of the properties owned real property and by each item of personal property owned, leased or operated by any Loan Borrower-Related Party have been transported, treated, and disposed of only by carriers or facilities maintaining valid permits under RCRA and all other Environmental Laws for the conduct of such activities, except in such cases where the failure to obtain such permits would not reasonably be expected to, individually or in the aggregate, result in a predecessor Material Adverse Change. Except for matters disclosed on Schedule 5.14 hereto, there have been no Hazardous Discharges which were not in interestcompliance with Environmental Laws other than Hazardous Discharges which would not reasonably be expected to, individually or at in the aggregate, result in a Material Adverse Change. Except for matters disclosed on Schedule 5.14 hereto, no Borrower-Related Party has any disposal or treatment facility known contingent liability in connection with any Hazardous Discharge which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could would reasonably be expected to have result in a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectChange.

Appears in 2 contracts

Samples: Credit Agreement (Encore Acquisition Co), Subordinated Credit Agreement (Encore Energy Partners LP)

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Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state or foreign statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain analogous state or comply with could not reasonably be expected to have a Material Adverse Effectforeign statutes; and (viii) no Loan Party has received any the Credit Parties have made available to Agent copies of all existing material environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potentially material Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Thermadyne Holdings Corp /De), Credit Agreement (Thermadyne Holdings Corp /De)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)5.13, as of the Closing Date: (i) the operations real property owned, leased or subleased by any Credit Party or any of each Loan its Subsidiaries is free of contamination from any Hazardous Material except for such contamination that could not reasonably be expected to impact materially and adversely the value or marketability of such Real Estate (based on continued commercial or industrial use as part of the Credit Parties’ business or a similar business to that conducted on the Closing Date) and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $500,000 or the Dollar Equivalent thereof in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate, except for such Releases that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $500,000 in the aggregate; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $500,000 or the Dollar Equivalent thereof in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $500,000 or the Dollar Equivalent thereof in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $500,000 or the Dollar Equivalent thereof in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 or the Dollar Equivalent thereof in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest nor does Subsidiary of a Credit Party; (vii) no notice has been received by any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Credit Party or any predecessor in interest which could reasonably be expected to have Subsidiary of a Material Adverse Effect; (iv) no Environmental Actions have been asserted against Credit Party identifying any facilities that may have received Hazardous Materials generated by any Loan Party of them as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, Canadian federal or provincial statutes, and to the knowledge of the Loan Parties as Credit Parties, there are no facts, circumstances or conditions that may result in any of the Effective Date, formerly owned Credit Parties or operated by a Loan Party has been used their Subsidiaries being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licensesanalogous state statutes, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain Canadian federal or comply with could not reasonably be expected to have a Material Adverse Effectprovincial statutes; and (viii) no Loan Party has received any written notification pursuant the Credit Parties have provided to any Environmental Laws that Agent (Aor, in the case of Canadian Borrower, Canadian Agent) any workcopies of all existing, repairsnon-privileged, construction Phase One or Capital Expenditures are required to be made as a condition of continued Phase Two environmental reports, environmental compliance with any Environmental Lawsreviews or audits, or any licensedocuments of similar scope and content, permit material unresolved notices of violation, pending complaints, and pending orders pertaining to actual or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedpotential Environmental Liabilities, in each casecase relating to any of the Credit Parties or their subsidiaries, except as could not reasonably be expected to have a Material Adverse Effect.and in each case in the possession, custody or control of Apollo Management, L.P.

Appears in 2 contracts

Samples: Credit Agreement (Uap Holding Corp), Credit Agreement (Uap Holding Corp)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)5.13, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that could not reasonably be expected to adversely impact the value or marketability of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any result in Environmental Liabilities of the properties owned Credit Parties or operated by any Loan Party or a predecessor their Subsidiaries in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor excess of $100,000 in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectthe aggregate; (iv) no the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated Permits required by any Loan Party Environmental Laws for the operations of their respective businesses as presently conducted or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required proposed to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by itconducted, except for such licenses, permits and approvals as to which a Loan Party’s where the failure to maintain so obtain or comply with such Environmental Permits could not reasonably be expected to have result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $100,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or Subsidiary that could reasonably be expected to be in excess of $100,000 in the aggregate, and no Credit Party or Subsidiary of a Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (vi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material Adverse Effectthat seeks damages, penalties, fines, costs or expenses in excess of $500,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Credit Party or any Subsidiary of a Credit Party; (vii) no notice has been received by any Credit Party or any Subsidiary of a Credit Party identifying any of them as a "potentially responsible party" or requesting information under CERCLA or analogous state statutes, and to the knowledge of the Credit Parties, there are no facts, circumstances or conditions (other than disposals of waste in the ordinary course of business by licensed waste handlers) that could reasonable be expected to result in any of the Credit Parties or their Subsidiaries being identified as a "potentially responsible party" under CERCLA or analogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany of the Credit Parties or their Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement (Osullivan Industries Holdings Inc), Credit Agreement (Osullivan Industries Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r)would not, (i) individually or in the operations of each Loan Party are in compliance with all Environmental Lawsaggregate, except as could not reasonably be expected to have a Material Adverse Effect, (i) neither Borrower nor any other Credit Party nor any of their respective Facilities or operations are subject to any outstanding written order, consent decree or legally binding settlement agreement with any Person pursuant to or under any Environmental Law or as a result of any Environmental Claim, or any Hazardous Materials Activity; (ii) there neither Borrower nor any other Credit Party has been no Release at received any letter or request for information under Section 104 of the properties owned Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. § 9604) or operated by any Loan Party or a predecessor in interestcomparable state law; (iii) to each of Borrower’s and each other Credit Party’s knowledge, there are and have been, no conditions, occurrences, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which Activities that could reasonably be expected to have a Material Adverse Effect; (iii) no form the basis of an Environmental Action has been asserted Claim against any Loan Party Borrower or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectother Credit Party; (iv) no neither Borrower nor any other Credit Party nor, to any Credit Party’s knowledge, any predecessor of Borrower or any other Credit Party has filed any notice under any Environmental Actions have been asserted against Law reporting that it has conducted any facilities that may have received treatment of Hazardous Materials generated by at any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse EffectFacility; (v) no property now orto any Credit Party’s knowledge, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required current requirements (including requirements promulgated but not yet effective) pursuant to or under any Environmental Laws in connection with during the operation of the business carried on by it, except for such licenses, permits current and approvals as to which a Loan Party’s failure to maintain or comply with could following fiscal year would not reasonably be expected to have a Material Adverse Effectresult in expenditures by Borrower or any other Credit Party in excess of amounts budgeted for those fiscal years as of the Closing Date; and (viiivi) no Loan neither Borrower nor any other Credit Party has received any written notification is subject to liability pursuant to any Environmental Laws that (A) Law relating to any workRelease of Hazardous Materials, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, Hazardous Materials Activity or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectviolation of an Environmental Law.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/), Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a legal predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any legal predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest interest, nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could interest, which, in either case, would reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have a Material Adverse Effectbe material to the Loan Parties; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial in a manner which violates Environmental Laws in any material respect or has resulted in or would reasonably be expected to result in an Environmental Action, Environmental Liabilities and Costs, or an obligation on the part of any Loan Party or any of its Subsidiaries to conduct a Remedial Action, in each case which would reasonably be expected to have a Material Adverse Effect; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could would reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could would not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification by any Governmental Authority pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance to continue to comply with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Gannett Co., Inc.), Credit Agreement (Gannett Co., Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (a) The Borrower shall at its sole expense: (i) the comply, and shall cause its Properties and operations of and each other Loan Party are in compliance and each other Loan Party’s Properties and operations to comply, with all applicable Environmental Laws, except as the violation of which could not be reasonably be expected to have a Material Adverse Effect; (ii) there has been no not Release at or threaten to Release, and shall cause each Subsidiary not to Release or threaten to Release, any Hazardous Material on, under, about or from any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Borrower’s or any predecessor other Loan Party’s Properties or any other property offsite the Property to the extent caused by the Borrower’s or any other Loan Party’s operations except in interest compliance with applicable Environmental Laws, the Release or threatened Release of which could reasonably be expected to have a Material Adverse Effect; (iii) no timely obtain or file, and shall cause each Subsidiary to timely obtain or file, all material Environmental Action has been asserted against any Loan Party Permits, if any, required under applicable Environmental Laws to be obtained or filed in connection with the operation or use of the Borrower’s or any predecessor in interest nor does any other Loan Party have knowledge Party’s Properties, which failure to obtain or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which file could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against promptly commence and diligently prosecute to completion, and shall cause each other Loan Party to promptly commence and diligently prosecute to completion, any facilities that may have received Hazardous Materials generated assessment, evaluation, investigation, monitoring, containment, cleanup, removal, repair, restoration, remediation or other remedial obligations (collectively, the “Remedial Work”) in the event any Remedial Work is required or reasonably necessary by any Loan Party under applicable Environmental Laws because of or in connection with the actual or suspected past, present or future Release or threatened Release of any Hazardous Material on, under, about or from any of the Borrower’s or any predecessor in interest other Loan Party’s Properties, which failure to commence and diligently prosecute to completion could reasonably be expected to have a Material Adverse Effect; (v) no property now orconduct, and cause each other Loan Party to conduct, its operations and businesses in a prudent manner relative to the knowledge exposure of any Property or Person to Hazardous Materials that could reasonably be expected to form the Loan Parties as of the Effective Date, formerly owned basis for a material claim for damages or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Materialcompensation; and (vi) no establish and implement, and shall cause each other Loan Party has failed to report establish and implement, such procedures as may be necessary to continuously determine and assure that the proper Governmental Authority any Release Borrower’s and each other Loan Party’s obligations under this Section 8.10(a) are timely and fully satisfied, which is required failure to be so reported by any Environmental Laws which establish and implement could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (WildHorse Resource Development Corp), Credit Agreement (WildHorse Resource Development Corp)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $2,500,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $2,500,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $2,500,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $2,500,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $2,500,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have made available to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential material Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Caraustar Industries Inc), Credit Agreement (Caraustar Industries Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have made available to Agent copies of all existing material environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potentially material Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Thermadyne Holdings Corp /De), Credit Agreement (Thermadyne Holdings Corp /De)

Environmental Matters. Except as set forth on Schedule 6.01(r7.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Oglebay Norton Co /Ohio/), Financing Agreement (Oglebay Norton Co /Ohio/)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in material compliance with all applicable Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which interest, in any such case which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialMaterial prior to or during such Loan Party’s ownership or operation; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any applicable Environmental Laws which which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected expected, either individually or in the aggregate, to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected expected, either individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (Life Sciences Research Inc), Financing Agreement (Life Sciences Research Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $200,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate in violation of Environmental Laws and Environmental Permits; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $200,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $200,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $200,000, and no Credit Party has consented to any current or former tenant or occupant of the Real Estate engaging in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $200,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Standard Motor Products Inc), Credit Agreement (Standard Motor Products Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $250,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $250,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $250,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $250,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $250,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agents copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 2 contracts

Samples: Credit Agreement (Wesco International Inc), Credit Agreement (Wesco International Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, ; except as for any non-compliance that could not reasonably be expected to have result in a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor which, in interest which each case, could reasonably be expected to have result in a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have actual knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest each case which could reasonably be expected to have result in a Material Adverse Effect; (iv) to the knowledge of any Loan Party, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material, except to the extent that any such use could not reasonably be expected to result in a Material Adverse Effect; (vi) no Loan Party has failed to report to the proper Governmental Authority the occurrence of any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is result in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viiivii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, repairs or construction or Capital Expenditures are required to be made by a Loan Party in respect of any of its properties as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any licensethereto, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, except in each case, except case as could not reasonably be expected to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Harvard Bioscience Inc)

Environmental Matters. (1) Except as set forth on in Disclosure Schedule 6.01(r)3.16, as of the Closing Date: (ia) the operations Real Estate is free of each Loan contamination from any Hazardous Material; (b) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (c) the Credit Parties are and have been in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (iid) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, and all such Environmental Permits are valid, uncontested and in good standing; (e) no Credit Party is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials that are likely to result in any Environmental Liabilities of such Credit Party and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (f) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material, or which alleges criminal misconduct by any Credit Party; (g) no notice has been no Release at any of the properties owned or operated received by any Loan Credit Party identifying it as a "potentially responsible party" or a predecessor in interestrequesting information under any Environmental Law, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required "potentially responsible party" under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse EffectLaw; and (viiih) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all material written notification pursuant information pertaining to any actual or potential Environmental Laws Liabilities, in each case relating to any Credit Party; except, in the case of clauses (a), (b), (c), (d), (e) and (f), to the extent that (A) any worksuch contamination, repairsRelease, construction or Capital Expenditures are required non-compliance, failure to be made as a condition of continued compliance with any Environmental Lawsvalid, uncontested and in good standing, or any licenseoperations, permit or approval issued pursuant thereto or (B) any licensefactors, permit or approval referred to above is about to be reviewed, made, subject to limitations circumstances or conditions, revokedor Litigation, withdrawn could not, individually or terminatedin the aggregate, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Hockey Co)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000 (or the Equivalent Amount thereof); (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $500,000 (or the Equivalent Amount thereof); (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000 (or the Equivalent Amount thereof), and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $500,000 (or the Equivalent Amount thereof), and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 (or the Equivalent Amount thereof) or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (Inverness Medical Innovations Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in compliance with all material requirements of Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the any Loan Parties as of the Effective DateParty, no property now or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each casecase under this clause (viii), except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Remark Media, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(rThere exists no uncorrected violation by the Borrower of any federal, state or local laws (including statutes, regulations, ordinances or other governmental restrictions and requirements) relating to the discharge of air pollutants, water pollutants, or process waste water or otherwise relating to the environment or hazardous substances, whether currently existing or enacted in the future (collectively "Environmental Laws"). The Borrower does not and will not generate or have in its possession any hazardous or toxic wastes, chemicals or other substances, the generation, possession or existence of which is prohibited or governed by any Environmental Laws (collectively "Hazardous Substances"). The Borrower is not subject to any judgment, decree order or citation, or a party to (or threatened with) any litigation or administrative proceeding which asserts that the Borrower (i) the operations of each Loan Party are in compliance with all violated any Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at is required to clean up, remove or take remedial or other action with respect to any Hazardous Substances (collectively "Remedial Action"); or (iii) is required to pay all or a portion of the properties owned cost of any Remedial Action, as a potentially responsible party. There are not now, nor to the Borrower's knowledge after reasonable investigation have there ever been, any Hazardous Substances (or operated by any Loan Party tanks or a predecessor in interestother facilities for the storage of Hazardous Substances) stored, deposited, recycled or disposed of on, under or at any disposal real estate owned or treatment facility occupied by the Borrower during the periods that the Borrower owned or occupied such real estate, which received Hazardous Materials generated by any Loan Party if present on the property or any predecessor in interest which soils or ground water, could reasonably be expected to have a Material Adverse Effect; (iii) require Remedial Action. To the Borrower's knowledge, there are no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened proposed or pending Environmental Action against any Loan Party or any predecessor changes in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected would adversely affect the Borrower or its business, and there are no conditions existing currently or likely to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance exist during the term of this loan which would subject the Borrower to Remedial Action or other liability. The Borrower will timely comply with all licensesapplicable Environmental Laws; and provide the Bank, permits and approvals required under immediately upon receipt, copies of any Environmental Laws in connection with correspondence, notice, complaint, order or other document from any source asserting or alleging any circumstance or condition which requires or may require a financial contribution by the operation Borrower or Remedial Action or other response by or on the part of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Borrower under Environmental Laws, or any licensewhich seeks damages or civil, permit criminal or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectpunitive penalties from the Borrower for an alleged violation of Environmental Laws.

Appears in 1 contract

Samples: Revolving Credit Agreement (Taylor Investment Corp /Mn/)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Horizon Offshore Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r5.01(s), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) to the knowledge of any Loan Party, there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or or, to the knowledge of any Loan Party, any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) to the knowledge of any Loan Party, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the any Loan Parties as of the Effective DateParty, no property now or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Lakes Entertainment Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse EffectLaws in all material respects; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or or, to the knowledge of the Loan Parties, at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have result in a Material Adverse Effectmaterial liability to any Loan Party; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could in either case would reasonably be expected to have result in a Material Adverse Effectmaterial liability to any Loan Party; (iv) to the knowledge of the Loan Parties, no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could would reasonably be expected to have result in a Material Adverse Effect; (v) no property now or, material liability to the knowledge of the any Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous MaterialParty; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could would reasonably be expected to have result in a Material Adverse Effectmaterial liability to any Loan Party; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to result in a material liability to any Loan Party; (viii) there have been no Environmental Claim or violation of any Environmental Law (or any written notice thereof), which Environmental Claim or violation that could reasonably be expected to result in a Material Adverse Effect; material liability to any Loan Party and (viiiix) no Loan Party has received any written notification from any Governmental Authority pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have result in a Material Adverse Effectmaterial liability to any Loan Party.

Appears in 1 contract

Samples: Credit Agreement (Stronghold Digital Mining, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(p), (i) the operations of each Loan Credit Party are and have been in compliance with all applicable Environmental Laws, except as for such failures that could not reasonably be expected to have a Material Adverse Effect; result in any material Environmental Liabilities and Costs to any Credit Party or any criminal penalties, (ii) there has been no Release at on, in, at, to, from or under any of the properties currently or, to the knowledge of the Credit Parties, formerly, owned or operated by any Loan Credit Party or a predecessor in interest, or at interest for whom any disposal or treatment facility which received Hazardous Materials generated by any Loan Credit Party or any predecessor in interest which could be held liable that could reasonably be expected to have a Material Adverse Effect; result in any material Environmental Liabilities and Costs to any Credit Party, (iii) no Environmental Action has been asserted or threatened against any Loan Credit Party which is unresolved, nor to the knowledge of any Credit Party are there any threatened Environmental Actions against a Credit Party that in either case could reasonably be expected to result in any material Environmental Liabilities and Costs to any Credit Party, (iv) to the knowledge of the Credit Parties no Environmental Action has been asserted against any facilities that have received Hazardous Materials generated by a Credit Party or any predecessor in interest nor does for whom any Loan Credit Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could be held liable that could reasonably be expected to have a Material Adverse Effect; result in any material Environmental Liabilities and Costs to any Credit Party, (ivv) no Environmental Actions have been asserted against none of the Credit Parties is subject to any facilities that may have received Hazardous Materials generated by outstanding order, decree, injunction or other agreement with any Loan Party Governmental Authority or any predecessor in interest which indemnity or other agreement (other than routine permits, approvals, credit agreements and lease terms) imposing obligations with any third party relating to any Environmental Law that could reasonably be expected to have a Material Adverse Effect; result in any material Environmental Liabilities and Costs to any Credit Party, (vvi) no property now or, to the knowledge of the Loan any Credit Parties as of the Effective Date, formerly owned there are no other circumstances or operated by a Loan existing conditions involving any Credit Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which that could reasonably be expected to have a Material Adverse Effect; result in any such Credit Party becoming the subject of any Environmental Actions or material Environmental Liabilities and Costs including any restriction on the ownership, use, or transfer of any property in connection with any Environmental Law, and (vii) each Loan Party holds the Credit Parties made available to the Administrative Agent copies of all material environmental reports, studies, assessments and is other material, non-privileged environmental documents in compliance with all licenses, permits its possession relating to the Credit Parties and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits their current and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; former properties and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectoperations.

Appears in 1 contract

Samples: Revolving Credit Agreement (James River Coal CO)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations no Loan Party or any of its Subsidiaries is in violation of any Environmental Law, (ii) each Loan Party are and its Subsidiaries has, and is in compliance with with, all Environmental LawsPermits for its respective operations and businesses, except as to the extent any failure to have or be in compliance therewith could not reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability); (iiiii) there has been no Release of Hazardous Materials at any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party, its Subsidiaries or any respective predecessor in interest, which in any case of the foregoing could reasonably be expected to result in a material Environmental Claim or Environmental Liability); (iv) there are no pending or threatened Environmental Claims against, or Environmental Liability of, any Loan Party, its Subsidiaries or any respective predecessor in interest that could reasonably be expected to result in any adverse consequence to any Loan Party (other than immaterial consequences) or any Secured Party); (v) neither any Loan Party nor any of its Subsidiaries is performing or responsible for any Remedial Action that could reasonably be expected to result in any material Environmental Liability); (vi) the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits, and investigations in the possession or control of any Loan Party or any of its Subsidiaries with respect to the operations and business of the Loan Parties and its Subsidiaries; (vii) there are no underground or aboveground storage tanks, surface impoundments, landfills, septic tanks, pits, sumps or lagoons located on, at or under any Facility or any property currently or formerly owned, leased or operated by a Loan Party, its Subsidiaries or any respective predecessor in interest which could reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim against or Environmental Liability of a Loan Party or its Subsidiaries; (iiiviii) no Environmental Action has been asserted against none of the Facilities nor any other property currently or formerly owned, leased or operated by any Loan Party, its Subsidiaries or any respective predecessor in interest, is, or to the knowledge of any Loan Party or its Subsidiaries is proposed to be, listed on the National Priorities List (NPL) or on the Comprehensive Environmental Response, Compensation, and Liability Information System (CERCLIS), or any predecessor in interest nor does any Loan Party have analogous foreign, state or local list; (ix) to the knowledge or notice of any threatened or pending Environmental Action against any Loan Party or its Subsidiaries, neither the Facilities nor any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party property currently or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orformerly owned, to the knowledge of the Loan Parties as of the Effective Date, formerly owned leased or operated by a Loan Party Party, its Subsidiaries or any respective predecessor in interest has been used as a treatment treatment, storage or disposal site for any Hazardous Material; (vix) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures Expenditures-Maintenance are required to be made in respect as a condition of continued compliance with any Environmental LawsLaws or Environmental Permit; and (xi) no Environmental Lien has attached to, or to the knowledge of any licenseLoan Party or its Subsidiaries, permit or approval issued pursuant thereto or (B) is threatened against any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectof the Collateral.

Appears in 1 contract

Samples: Financing Agreement (Rhino Resource Partners LP)

Environmental Matters. Except as set forth on Schedule 6.01(r)6.01(q) hereto, (i) the operations of each no Loan Party are or any of its Subsidiaries is in violation of any Environmental Law, except to the extent any failure to be in compliance with all Environmental Laws, except as therewith could not reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability; (ii) each Loan Party and each of its Subsidiaries has, and is in compliance with, all Environmental Permits for its respective operations and businesses, except to the extent any failure to have or be in compliance therewith could not reasonably be expected to result in a material Environmental Claim or Environmental Liability; (iii) there has been no Release or threatened Release of Hazardous Materials on, in, at under or from any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party Party, its Subsidiaries or any respective predecessor in interest interest, which in any case of the foregoing could reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability; (iiiiv) there are no pending or threatened Environmental Claims against, or Environmental Liability of, any Loan Party, its Subsidiaries or any respective predecessor in interest that could reasonably be expected to result in a material Environmental Claim or Environmental Liability; (v) neither any Loan Party nor any of its Subsidiaries is performing or responsible for any Remedial Action has been asserted against that could reasonably be expected to result in a material Environmental Claim or Environmental Liability; and (vi) the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits and investigations in the possession or control of any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, its Subsidiaries with respect to the knowledge operations and business of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectits Subsidiaries.

Appears in 1 contract

Samples: Financing Agreement (Waldencast Acquisition Corp.)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of any Credit Party's ownership or leasehold interest, as the case may be, in such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $250,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $250,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $250,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $250,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $250,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all material existing environmental reports, reviews and audits and all material written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (Lacrosse Footwear Inc)

Environmental Matters. Except as set forth on disclosed in Schedule 6.01(r)5.14 --------------------- hereto (i) none of the operations of the Company or any other Company Party is the subject of any federal, state or local investigation to determine whether any Remedial Action is needed to address the presence, disposal, Release or threatened Release, except for such matters which are not reasonably likely to result in Environmental Liabilities and Costs of $500,000 or more in the aggregate together with other such Environmental Liabilities and Costs, (iii) the Company Parties do not have any contingent liability in connection with any Release, except for such matters which are not reasonably likely to result in Environmental Liabilities and Costs of $500,000 or more in the aggregate together with other such Environmental Liabilities and Costs, (iii) the operations of each Loan Party the Company Parties are in compliance with all Environmental Laws, except as could those laws where a failure to comply is not reasonably be expected likely to have a Material Adverse Effectresult in Environmental Liabilities and Costs of $500,000 or more in the aggregate together with such other Environmental Liabilities and Costs; (iiiv) there has been no Release at any of the properties owned or operated by any Loan Company Party or a any predecessor in interestinterest or title, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Company Party or any predecessor in interest or title, except for such matters which could are not reasonably be expected likely to have a Material Adverse Effectresult in Environmental Liabilities and Costs of $500,000 or more in the aggregate together with other such Environmental Liabilities and Costs; (iiiv) no Environmental Action has Actions have been asserted against any Loan Company Party or any predecessor in interest or title nor does any Loan Party do the Company Parties have knowledge or notice of any threatened or pending Environmental Action against any Loan Company Party or any predecessor in interest which could or title, except for such matters which, if adversely determined, are not reasonably be expected likely to have a Material Adverse Effectresult in Environmental Liabilities and Costs of $500,000 or more in the aggregate together with other such Environmental Liabilities and Costs; (ivvi) the Company Parties have obtained all permits, approvals, authorizations and licenses required by Environmental Laws necessary for their operations, and all such permits, approvals, authorizations and licenses are in effect and the Company Parties are in compliance with all terms and conditions of such permits, approvals, authorizations and licenses, (vii) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party the Company Parties or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by ittitle, except for such licensesmatters which, permits and approvals as to which a Loan Party’s failure to maintain or comply with could if adversely determined, are not reasonably be expected likely to have a Material Adverse Effect; result in Environmental Liabilities and (viii) no Loan Party has received any written notification pursuant to any Costs of $500,000 or more in the aggregate together with other such Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse EffectLiabilities and Costs.

Appears in 1 contract

Samples: Bay Harbour Management Lc

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000; (ii) no Credit Party has caused or suffered to occur any material Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $100,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $100,000; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $100,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (Insteel Industries Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse EffectLaws in all material respects; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the any Loan Parties as of the Effective DateParty, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Alj Regional Holdings Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $50,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $50,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $50,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $50,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $50,000 or injunctive relief, or that alleges criminal misconduct by any Credit Party; (vii) no Environmental Actions have notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a "potentially responsible party" or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (510152 N B LTD)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r)3.17, as of the Closing Date: (i) the operations Real Estate is free of each Loan contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $1,000,000; (ii) no Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of its Real Estate; (iii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $1,000,000; (iiiiv) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $1,000,000, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectexceed $1,000,000, and no Credit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (ivvi) there is no Litigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $1,000,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vii) no Environmental Actions have written notice has been asserted against any facilities that may have received Hazardous Materials generated by any Loan Credit Party identifying it as a “potentially responsible party” or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orrequesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of Borrowers and the Effective DateGuarantors, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectanalogous state statutes; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (Odyssey Healthcare Inc)

Environmental Matters. (A) Except as set forth on Schedule 6.01(r), 5.7: (i) the operations Holdings and each of each Loan Party its Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that would not result in Environmental Liabilities which could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any Holdings and each of its Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the properties owned operations of their respective businesses as presently conducted or operated by any Loan Party as proposed to be conducted, except where the failure to so obtain or a predecessor comply with such Environmental Permits would not result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effect, and all such Environmental Permits are valid, uncontested and in good standing; (iii) no neither Holdings nor any of its Subsidiaries is involved in operations or knows of any facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action has been asserted against any Liabilities of such Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) there is no Litigation arising under or related to any Environmental Actions have been asserted against any facilities Laws, Environmental Permits or Hazardous Material that may have received Hazardous Materials generated by any Loan Party seeks damages, penalties, fines, costs or expenses in excess of $100,000 or injunctive relief against, or that alleges criminal misconduct by, Holdings or any predecessor in interest which of its Subsidiaries; (v) no notice has been received by Holdings or any of its Subsidiaries identifying it as a "potentially responsible party" or requesting information under CERCLA or analogous state statutes, and to the knowledge of Holdings and each of its Subsidiaries, there are no facts, circumstances or conditions that could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge result in Holdings or any of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used its Subsidiaries being identified as a treatment "potentially responsible party" under CERCLA or disposal site for any Hazardous Materialanalogous state statutes; and (vi) no Loan Party has failed Holdings and each of its Subsidiaries have provided to report Agent copies of all existing material environmental reports, reviews and audits and all material written information pertaining to the proper Governmental Authority any Release which is required to be so reported by any actual or potential Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse EffectHoldings or any of its Subsidiaries.

Appears in 1 contract

Samples: Credit Agreement (Universal Technical Institute Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations no Loan Party or any of its Subsidiaries is in violation of any Environmental Law, (ii) each Loan Party are and its Subsidiaries has, and is in compliance with with, all Environmental LawsPermits for its respective operations and businesses, except as to the extent any failure to have or be in compliance therewith could not reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability; (iiiii) there has been no Release of Hazardous Materials at any of the properties owned currently or formerly owned, leased or operated by any Loan Party Party, its Subsidiaries or a respective predecessor in interest, interest or at any disposal or treatment facility which received Hazardous Materials generated by 142901395v2 any Loan Party, its Subsidiaries or any respective predecessor in interest, which in any case of the foregoing could reasonably be expected to result in a material Environmental Claim or Environmental Liability; (iv) there are no pending or threatened Environmental Claims against, or Environmental Liability of, any Loan Party, its Subsidiaries or any respective predecessor in interest that could reasonably be expected to result in a material Environmental Claim or Environmental Liability; (v) neither any Loan Party nor any of its Subsidiaries is performing or responsible for any Remedial Action that could reasonably be expected to result in a material Environmental Claim or Environmental Liability; and (vi) the Loan Parties have made available to the Administrative Agent and Lenders true and complete copies of all material environmental reports, audits, and investigations in the possession or control of any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, its Subsidiaries with respect to the knowledge operations and business of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectits Subsidiaries.

Appears in 1 contract

Samples: Financing Agreement (Mondee Holdings, Inc.)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures capital expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Lifevantage Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have result in a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated occupied by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority the occurrence of any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have result in a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have result in a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, made subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Redback Networks Inc)

Environmental Matters. (a) Except as set forth on in Schedule 6.01(r)5.13, as of the Closing Date: (i) the operations Real Estate is free of each Loan the presence of any Hazardous Material except for such presence that could not reasonably be expected to adversely impact the value or marketability assuming continued use as an industrial facility of such Real Estate and that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $250,000 in the aggregate; (ii) no Credit Party and no Subsidiary of a Credit Party has caused or suffered to occur any Release of Hazardous Materials on, at, in, under, above, to, from or about any of their Real Estate except for such releases that could not reasonably be expected to result in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $250,000 in the aggregate; (iii) the Credit Parties and their Subsidiaries are and have been in compliance with all Environmental Laws, except as for such noncompliance that could not reasonably be expected to have a Material Adverse Effectresult in Environmental Liabilities of the Credit Parties or their Subsidiaries in excess of $250,000 in the aggregate; (iiiv) there has been no Release at any the Credit Parties and their Subsidiaries have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits could not reasonably be expected to result in Environmental Liabilities of the properties owned Credit Parties or operated by their Subsidiaries in excess of $250,000 in the aggregate, and all such Environmental Permits are valid, uncontested and in good standing; (v) no Credit Party and no Subsidiary of a Credit Party is involved in operations or knows of any Loan facts, circumstances or conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Liabilities of such Credit Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Subsidiary which could reasonably be expected to have be in excess of $250,000 in the aggregate, and no Credit Party or Subsidiary of a Material Adverse EffectCredit Party has permitted any current or former tenant or occupant of the Real Estate to engage in any such operations; (iiivi) there is no Litigation arising under or related to any Environmental Action has been asserted against Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $250,000 in the aggregate or injunctive relief against, or that alleges criminal misconduct by any Loan Credit Party or any predecessor in interest Subsidiary of a Credit Party; (vii) no Credit Party has knowledge of, nor does has any Loan Credit Party have knowledge or received notice of any actual, pending or threatened investigations, claims, orders, suits, actions or pending proceedings regarding the breach of any Environmental Action against Laws or the provisions of any Loan Party Environmental Permits, or which may result in any predecessor in interest which Environmental Liability that could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor exceed $250,000 in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effectaggregate; and (viii) no Loan Party has received any the Credit Parties have provided to Agent copies of all material environmental reports, reviews and audits and all written notification pursuant information pertaining to any actual or potential Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany of the Credit Parties or their Subsidiaries and in their possession or under their control.

Appears in 1 contract

Samples: Credit Agreement (Playtex Products Inc)

Environmental Matters. (a) Except as set forth on in Disclosure Schedule 6.01(r(3.17), as of the Closing Date: (i) the operations Real Estate is free of each Loan Party contamination from any Hazardous Material except for such contamination that would not adversely impact the value or marketability of such Real Estate and that would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000; (ii) the Credit Parties are and have been in compliance with all Environmental Laws, except as could for such noncompliance that would not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor result in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest Environmental Liabilities which could reasonably be expected to have a Material Adverse Effectexceed $500,000; (iii) the Credit Parties have obtained, and are in compliance with, all Environmental Permits required by Environmental Laws for the operations of their respective businesses as presently conducted or as proposed to be conducted, except where the failure to so obtain or comply with such Environmental Permits would not result in Environmental Liabilities that could reasonably be expected to exceed $500,000, and all such Environmental Permits are valid, uncontested and in good standing; (iv) no Environmental Action has been asserted against any Loan Credit Party is involved in operations or any predecessor in interest nor does any Loan Party have knowledge or notice knows of any threatened facts, circumstances or pending conditions, including any Releases of Hazardous Materials, that are likely to result in any Environmental Action against any Loan Liabilities of such Credit Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) exceed $500,000, and no Environmental Actions have been asserted against Credit Party has permitted any facilities that may have received Hazardous Materials generated by current or former tenant or occupant of the Real Estate to engage in any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effectsuch operations; (v) there is no property now orLitigation arising under or related to any Environmental Laws, Environmental Permits or Hazardous Material that seeks damages, penalties, fines, costs or expenses in excess of $500,000 or injunctive relief against, or that alleges criminal misconduct by, any Credit Party; (vi) no notice has been received by any Credit Party identifying it as a “potentially responsible party” or requesting information under CERCLA or analogous state statutes, and to the knowledge of the Loan Parties as of the Effective DateCredit Parties, formerly owned there are no facts, circumstances or operated by a Loan conditions that may result in any Credit Party has been used being identified as a treatment “potentially responsible party” under CERCLA or disposal site for any Hazardous Materialanalogous state statutes; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; and (vii) each Loan Party holds the Credit Parties have provided to Agent copies of all existing environmental reports, reviews and is in compliance with audits and all licenses, permits and approvals required under any written information pertaining to actual or potential Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each case, except as could not reasonably be expected case relating to have a Material Adverse Effectany Credit Party.

Appears in 1 contract

Samples: Credit Agreement (Measurement Specialties Inc)

Environmental Matters. Except as set forth on Schedule 6.01(r6.01(q), (i) the operations of each no Loan Party are or any of its Subsidiaries is in compliance with all violation of any Environmental LawsLaw, except as where such violation could not reasonably be expected to result in a material Environmental Claim or Environmental Liability, (ii) each Loan Party and its Subsidiaries has, and is in compliance with, all Environmental Permits for its respective operations and businesses, except to the extent any failure to have or be in compliance therewith could not reasonably be expected to result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability; (iiiii) there has been no Release of 120535197v14 Hazardous Materials at any of the properties owned currently or formerly owned, leased or operated by any Loan Party or its Subsidiaries or, to the knowledge of any Loan Party (i) a predecessor in interest, or (ii) at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or its Subsidiaries, which in any predecessor in interest which case of the foregoing could reasonably be expected to have result in a Material Adverse Effectmaterial Environmental Claim or Environmental Liability; (iiiiv) there are no pending or, to the knowledge of any Loan Party, threatened Environmental Action has been asserted against Claims against, or Environmental Liability of, any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities its Subsidiaries that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a neither any Loan Party has been used as a treatment nor any of its Subsidiaries is performing or disposal site responsible for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which Remedial Action that could reasonably be expected to have result in a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any material Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain Claim or comply with could not reasonably be expected to have a Material Adverse EffectEnvironmental Liability; and (viiivi) no the Loan Parties have made available to the Collateral Agent and Lenders true and complete copies of all material environmental reports, audits, and investigations in the possession or control of any Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred of its Subsidiaries with respect to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effectthe operations and business of the Loan Parties and its Subsidiaries.

Appears in 1 contract

Samples: Financing Agreement (SMTC Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r), (i) the operations of each Loan Party are in material compliance with all Environmental Laws, except as could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interest, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, or formerly owned or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s 's failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made in respect as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have a Material Adverse Effect; and (ix) the Loan Parties have posted bonds or other financial assurances sufficient to comply with all Environmental Laws, each of which is set forth in Schedule 6.01(r).

Appears in 1 contract

Samples: Financing Agreement (Atp Oil & Gas Corp)

Environmental Matters. Except as set forth on Schedule 6.01(r)4.12, (ia) the operations of each Loan Credit Party and the Borrower’s Subsidiaries are and, to any Credit Party’s knowledge, have been in compliance with all applicable Environmental Laws, including obtaining, maintaining and complying with all Permits required by any applicable Environmental Law, other than non-compliances that, in the aggregate, would not reasonably be expected to result in Material Environmental Liabilities to any Credit Party or any of the Borrower’s Subsidiaries, (b) no Credit Party and none of the Borrower’s Subsidiaries is party to, and no real property currently (or to the knowledge of any Credit Party previously) owned, leased, subleased, operated or otherwise occupied by or for any such Person is subject to or the subject of, any Contractual Obligation or any pending (or, to the knowledge of any Credit Party, threatened) order, action, investigation, suit, proceeding, audit, claim, demand, dispute or notice of violation or of potential liability or similar notice relating in any manner to any Environmental Law other than those that, in the aggregate, are not reasonably expected to result in Material Environmental Liabilities to any Credit Party or any of the Borrower’s Subsidiaries, or (c) no Lien in favor of any Governmental Authority securing, in whole or in part, Environmental Liabilities has attached to any property of any Credit Party or any of the Borrower’s Subsidiaries, and no facts, circumstances or conditions exist that could reasonably be expected to result in any such Lien attaching to any such property, (d) to any Credit Party’s knowledge, no Credit Party and none of the Borrower’s Subsidiaries has caused or suffered to occur a Release of Hazardous Materials at, to or from any real property of any such Person and each such real property is free of contamination by any Hazardous Materials except as for such Release or contamination that could not reasonably be expected to have a result, in the aggregate, in Material Adverse Effect; Environmental Liabilities to any Credit Party or any Subsidiary thereof, (e) to any Credit Party’s knowledge, no Credit Party and none of the Borrower’s Subsidiaries (i) is or has been engaged in, or has permitted any current or former tenant to engage in, operations or (ii) there has been no Release at knows of any facts, circumstances or conditions, including receipt of any information request or notice of potential responsibility under the properties owned Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. §§ 9601 et seq.) or operated by any Loan Party or a predecessor similar Environmental Laws, that, in interestthe aggregate, or at any disposal or treatment facility which received Hazardous Materials generated by any Loan Party or any predecessor in interest which could would reasonably be expected to have a result in Material Adverse Effect; (iii) no Environmental Action has been asserted against Liabilities to any Loan Credit Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; Subsidiary thereof, and (ivf) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now or, to the knowledge of the Loan Parties as of the Effective Date, formerly owned or operated by a Loan each Credit Party has been used as a treatment made available to Agent copies of all existing material environmental reports, reviews and audits and all documents pertaining to actual or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any potential material Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or any license, permit or approval issued pursuant thereto or (B) any license, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminatedLiabilities, in each casecase to the extent such material reports, except as could not reasonably be expected to have a Material Adverse Effectreviews, audits and documents are in their possession, custody or control.

Appears in 1 contract

Samples: Credit Agreement (Ute Energy Upstream Holdings LLC)

Environmental Matters. Except as set forth in any Environmental Assessment or on Schedule 6.01(r4.17 hereto, the Loan Parties, each Subsidiary and, to the best knowledge of the Loan Parties, any tenant or other occupant of the Mortgaged Property, are in compliance in all material respects with all applicable Environmental Laws and have been issued and will maintain and keep current all required federal, state and local permits, licenses, certificates and approvals. Except as set forth in any Environmental Assessment or on Schedule 4.17 hereto, neither the Loan Parties nor, to the best of the Loan Parties’ knowledge after reasonable investigation, any previous owner or operator of the Mortgaged Property or any other Person, (a) has used or is using the Mortgaged Property in violation of any Environmental Law; (b) has managed, generated, stored, released, discharged, treated, or disposed of any Hazardous Material on any portion of the Mortgaged Property in violation of any Environmental Law; or (c) has transferred or released or caused to be transferred or released any Hazardous Material from the Mortgaged Property to any other location in violation of any Environmental Law. Except for Hazardous Materials approved in writing by GMAC for use on the Mortgaged Property or necessary for the routine maintenance of the Mortgaged Property and as used in the ordinary course of the Loan Parties’ business (or the business of any tenant occupying the Mortgaged Property pursuant to a written lease approved by GMAC), which Hazardous Material shall be used in accordance with all applicable Environmental Laws, each Loan Party covenants that it shall not permit any Hazardous Materials to be brought on to the Mortgaged Property, or if so brought or found located thereon, shall be immediately removed, with proper disposal, and all environmental cleanup requirements shall be diligently undertaken pursuant to all Environmental Laws. Except as set forth in the Environmental Assessment or on Schedule 4.17 hereto, no Loan Party nor any Subsidiary has been notified of any pending or threatened action, suit, proceeding or investigation, and no Loan Party nor any Subsidiary is aware of any facts, which (i) the operations of each Loan Party are in compliance with all Environmental Lawscalls into question, except as or could not reasonably be expected to have a Material Adverse Effect; (ii) there has been no Release at any of the properties owned or operated by any Loan Party or a predecessor in interestcall into question, or at any disposal or treatment facility which received Hazardous Materials generated compliance by any Loan Party or any predecessor in interest which Subsidiary or any tenant or other occupant with any Environmental Laws, (ii) seeks, or could reasonably be expected to have form the basis of a Material Adverse Effect; (iii) no Environmental Action has been asserted against any Loan Party or any predecessor in interest nor does any Loan Party have knowledge or notice of any threatened or pending Environmental Action against any Loan Party or any predecessor in interest which could reasonably be expected meritorious proceeding to have a Material Adverse Effect; (iv) no Environmental Actions have been asserted against any facilities that may have received Hazardous Materials generated by any Loan Party or any predecessor in interest which could reasonably be expected to have a Material Adverse Effect; (v) no property now orseek, to the knowledge of the Loan Parties as of the Effective Datesuspend, formerly owned revoke or operated by a Loan Party has been used as a treatment or disposal site for any Hazardous Material; (vi) no Loan Party has failed to report to the proper Governmental Authority any Release which is required to be so reported by any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; (vii) each Loan Party holds and is in compliance with all licenses, permits and approvals required under any Environmental Laws in connection with the operation of the business carried on by it, except for such licenses, permits and approvals as to which a Loan Party’s failure to maintain or comply with could not reasonably be expected to have a Material Adverse Effect; and (viii) no Loan Party has received any written notification pursuant to any Environmental Laws that (A) any work, repairs, construction or Capital Expenditures are required to be made as a condition of continued compliance with any Environmental Laws, or terminate any license, permit or approval issued pursuant thereto necessary for the operations of any Loan Party’s, any Subsidiary’s or any tenant’s or other occupant’s business or facilities or for the generation, handling, storage, treatment or disposal of any Hazardous Materials, or (Biii) any licenseseeks to cause, permit or approval referred to above is about to be reviewed, made, subject to limitations or conditions, revoked, withdrawn or terminated, in each case, except as could not reasonably be expected to have form the basis of a Material Adverse Effectmeritorious proceeding to cause, any property of any Loan Party or any Subsidiary to be subject to any restrictions on ownership, use, occupancy or transferability under any Environmental Laws. The Loan Parties, jointly and severally, agree that GMAC shall not assume any liability or obligation for loss, damage, fines, penalties, claims or duty to clean-up or dispose of wastes or materials on or relating to the property of any Loan Party regardless of any inspections made by GMAC prior to the consummation of this Agreement or as a result of any conveyance of title to GMAC by foreclosure, deed in lieu of foreclosure, or otherwise. The Loan Parties, jointly and severally, agree to remain fully liable and to indemnify and hold harmless GMAC from any costs, expenses, clean-up costs, waste disposal costs, litigation costs, fines and penalties, including without limitation those costs, expenses, penalties, fines and other related liabilities under applicable Environmental Laws, except to the extent such costs, expenses, penalties, fines and other related liabilities are directly caused by the gross negligence or willful misconduct of GMAC.

Appears in 1 contract

Samples: Construction Credit Agreement (Capital Automotive Reit)

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