Common use of Environmental Matters Clause in Contracts

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect.

Appears in 11 contracts

Samples: Credit Agreement (Whirlpool Corp /De/), Term Credit Agreement (Whirlpool Corp /De/), Term Credit Agreement (Whirlpool Corp /De/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 10 contracts

Samples: Term Loan Agreement (EQT Corp), Revolving Credit Agreement (Equitable Resources Inc /Pa/), Second Amended and Restated Credit Agreement (EQT Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review evaluations of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries Subsidiaries consistent with the risks posed and the nature of its operations, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review these evaluations, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 10 contracts

Samples: Credit Agreement (General Mills Inc), Credit Agreement (General Mills Inc), Credit Agreement (General Mills Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review Gannett becomes aware from time to time of the effect of Environmental Laws on its business, operations and properties and the business, operations and properties of Whirlpool and its Subsidiaries, in the course of which and it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently then owned or previously owned operated by Gannett or its Subsidiaries, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances at such properties, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review these evaluations, Whirlpool Gannett has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Competitive Advance and Revolving Credit Agreement (Gannett Co Inc /De/), Revolving Credit Agreement (Gannett Co Inc /De/), Competitive Advance and Revolving Credit Agreement (Gannett Co Inc /De/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law Law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Credit Agreement (FMC Technologies Inc), Credit Agreement (FMC Technologies Inc), Representations and Warrant (FMC Technologies Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and the Parent or any of its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract Authorizations, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect. Neither the Parent nor any of its Subsidiaries has failed to comply with any Environmental Laws or to obtain any obtain, maintain or comply with any Authorization under any Environmental Laws, except for matters that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Noble Midstream Partners LP, Term Credit Agreement (Noble Midstream Partners LP), Amendment and Restatement Agreement (Noble Midstream Partners LP)

Environmental Matters. a) In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Restricted Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect. (b) The Borrower and its Restricted Subsidiaries have obtained all Environmental Permits with respect to the facilities and properties owned, leased or operated by the Borrower or any of its Restricted Subsidiaries (the "Properties"), and the Borrower and the Restricted Subsidiaries are in compliance with all Environmental Laws and all Environmental Permits, except to the extent that such failure to obtain any Environmental Permits and noncompliance with Environmental Laws and Environmental Permits could not reasonably be expected to have a Material Adverse Effect. (c) There have been no Releases or threatened Releases at, from, under or proximate to the Properties or otherwise in connection with the operations of the Borrower or its Restricted Subsidiaries, which Releases or threatened Releases could reasonably be expected to have a Material Adverse Effect. (d) There are no past or present actions, omissions, activities, events, conditions or circumstances, including the Release, threatened Release, emission, discharge, generation, treatment, storage or disposal of Hazardous Substances at, from or under any location, that will give rise to liability of the Borrower or any of its Restricted Subsidiaries under any Environmental Law, except to the extent that such liability could not reasonably be expected to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Mutual Agreement (Sprint Spectrum L P), Mutual Agreement (Sprint Spectrum Finance Corp), Mutual Agreement (Sprint Spectrum L P)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently now or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would Laws are not reasonably be expected likely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or properties of the Borrower and its Consolidated Subsidiaries, considered as a whole, or, alternatively, on the Borrower’s ability to perform its obligations under the Loan Documents at any time up to and including the Maturity Date.

Appears in 5 contracts

Samples: Letter of Credit Facility Agreement (Fluor Corp), Letter of Credit Facility Agreement (Fluor Corp), Amended and Restated Credit Agreement (Fluor Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool and based upon conditions of which the Borrower has concluded that such associated liabilities knowledge and costs, including upon its estimates of the costs of compliance with and/or remediation mandated by Environmental Laws, would not the Borrower has reasonably be expected concluded that Environmental Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 5 contracts

Samples: Guaranty (Western Atlas Inc), Credit Agreement (Unova Inc), Credit Agreement (Litton Industries Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 5 contracts

Samples: Credit Agreement (K N Energy Inc), Amended and Restated Credit Agreement (Exide Electronics Group Inc), Amended and Restated Credit Agreement (Wainoco Oil Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review reviews, to the extent appropriate given the nature of its business operations, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs cost of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 5 contracts

Samples: Term Loan Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat Environmental Laws, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities under Environmental Laws to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Estee Lauder Companies Inc), Credit Agreement (Estee Lauder Companies Inc), Credit Agreement (Estee Lauder Companies Inc)

Environmental Matters. In the ordinary course Ordinary Course of its business Business, Whirlpool the Company conducts an ongoing review evaluations of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries Subsidiaries consistent with the risks posed and the nature of its operations, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review these evaluations, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (General Mills Inc), Credit Agreement (General Mills Inc), Credit Agreement (General Mills Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool such Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool such Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, Hazardous Substances and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool such Borrower has reasonably concluded that that, except as disclosed in Holding’s or in such Borrower’s periodic reports filed with the SEC pursuant to the Exchange Act from time to time, such associated liabilities and costs, including the costs of compliance complying with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect Effect with respect to such Borrower.

Appears in 4 contracts

Samples: Credit Agreement (Consolidated Edison Inc), Credit Agreement (Consolidated Edison Inc), Credit Agreement (Consolidated Edison Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the --------------------- Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (FMC Technologies Inc), Credit Agreement (FMC Technologies Inc), Credit Agreement (FMC Technologies Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, Hazardous Substances and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance complying with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Lyondell Chemical Co), Amended and Restated Credit Agreement (Lyondell Chemical Co), Amended and Restated Credit Agreement (Lyondell Chemical Co)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Rite Aid Corp, Rite Aid Corp, Rite Aid Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 4 contracts

Samples: Credit Agreement (Rite Aid Corp), Guaranty (Rite Aid Corp), Term Loan Agreement (Rite Aid Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Loan Parties and its their Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Term Loan Agreement (EQT GP Holdings, LP), Second Amended and Restated Credit Agreement (EQT Midstream Partners, LP), Third Amended and Restated Credit Agreement (EQM Midstream Partners, LP)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review periodic reviews, which it considers prudent and reasonable in light of the nature of the business, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp), Credit Agreement (V F Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Borrower reviews the effect of applicable Environmental Laws on the business, business and operations and properties of Whirlpool the Borrower and its Consolidated Subsidiaries, in the course of which it identifies and evaluates actual and potential associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned owned or as a result of accidents or occurrences involving property or employees of the Borrower and its Consolidated Subsidiaries, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility facility, restriction on transportation of any substance or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this its review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with applicable Environmental Laws, would as they relate to matters known to the Borrower, cannot reasonably be expected to have result in a Material Adverse Effect Change.

Appears in 4 contracts

Samples: Credit Agreement (Norfolk Southern Corp), Credit Agreement (Norfolk Southern Corp), Norfolk Southern Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Materially Adverse Effect.

Appears in 4 contracts

Samples: Amended and Restated Credit Agreement (Allergan Inc), Credit Agreement (Allergan Inc), Allergan Inc

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews, or causes its Subsidiaries to review, the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies they seek to identify and evaluates evaluate, in accordance with GAAP, associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned their properties, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Company and its Consolidated Subsidiaries, considered as a whole.

Appears in 4 contracts

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

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent Borrower conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool the Parent Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent Borrower represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not, and would not, have a Material Adverse Effect. The Parent Borrower and each Restricted Subsidiary has concluded that such associated liabilities obtained and costs holds all permits, including licenses and approvals required under Environmental Laws which are necessary for the costs conduct of its business and the operation of its facilities, which failure to obtain and hold would have a Material Adverse Effect, and the Parent Borrower and its Restricted Subsidiaries have not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Amended and Restated Credit Agreement (Brinks Co), Amendment to Credit Agreement (Brinks Co), Credit Agreement (Brinks Co)

Environmental Matters. a) In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Restricted Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract Environmental Laws and Environmental Permits, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect. (b) The Borrower and its Restricted Subsidiaries have obtained all Environmental Permits with respect to the facilities and properties owned, leased or operated by the Borrower or any of its Restricted Subsidiaries (the "Properties"), and the Borrower and the Restricted Subsidiaries are in compliance with all Environmental Laws and all Environmental Permits, except to the extent that such failure to obtain any Environmental Permits and noncompliance with Environmental Laws and Environmental Permits could not reasonably be expected to have a Material Adverse Effect. (c) There have been no Releases or threatened Releases at, from, under or proximate to the Properties or otherwise in connection with the operations of the Borrower or its Restricted Subsidiaries, which Releases or threatened Releases could reasonably be expected to have a Material Adverse Effect. (d) There are no past or present actions, omissions, activities, events, conditions or circumstances, including the Release, threatened Release, emission, discharge, generation, treatment, storage or disposal of Hazardous Substances at, from or under any location, that will give rise to liability of the Borrower or any of its Restricted Subsidiaries under any Environmental Law, except to the extent that such liability could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Amended and Restated Capital Contribution Agreement (Sprint Spectrum L P), Credit Agreement (Sprint Spectrum L P), Credit Agreement (Sprint Spectrum Finance Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies attempts to identify and evaluates evaluate associated liabilities and costs (“Environmental Liabilities”) (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On Except as set forth in Schedule I hereto, on the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with its Environmental Laws, would not reasonably be expected Liabilities are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Company and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

Samples: Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc)

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat at any such facility, any costs or liabilities in connection with off- off- site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

Samples: Trex Co Inc, Trex Co Inc, Trex Co Inc

Environmental Matters. In the ordinary course of its business, Whirlpool IR Parent conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool IR Parent and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on or operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool IR Parent has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition or results of operations of IR Parent and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

Samples: Credit Agreement (Ingersoll Rand Co LTD), Credit Agreement (Ingersoll Rand Co LTD), Credit Agreement (Ingersoll Rand Co LTD)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries (not, however, necessarily including PRC Subsidiaries ), in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect exceed $1,500,000.

Appears in 3 contracts

Samples: Credit Agreement (Recoton Corp), Second Amended and Restated Credit Agreement (Recoton Corp), Recoton Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

Samples: Credit Agreement (Clorox Co /De/), Credit Agreement (Clorox Co /De/), Clorox Co /De/

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Agreement (Estee Lauder Companies Inc), Reimbursement Agreement (Usf&g Corp), Reimbursement Agreement (Usf&g Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not could not, based upon the facts and circumstances existing at the time this representation and warranty is made or deemed made, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Guaranty (Tyco International LTD), Guaranty (Tyco International LTD), Guaranty (Tyco International LTD /Ber/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Loan Parties and its their Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (EQT Midstream Partners, LP), Credit Agreement (EQT Midstream Partners, LP), Amended and Restated Credit Agreement (EQT Midstream Partners, LP)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review reviews, to the extent appropriate given the nature of its business operations, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs cost of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial position or results of operations of the Borrower and its Consolidated Entities, considered as a whole.

Appears in 3 contracts

Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Borrower reviews the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of material compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

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

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing the Borrowers and CarrAmerica LP each review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrowers and its Subsidiaries their subsidiaries or CarrAmerica LP, as applicable, in the course of which it identifies they identify and evaluates evaluate associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool has the Borrowers and CarrAmerica LP have reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Amended and Restated Revolving Credit Agreement (Carramerica Realty Corp), Amended and Restated Revolving Credit Agreement (Carramerica Realty Corp), Amended and Restated Revolving Credit Agreement (Carramerica Realty Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this such review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Bemis Co Inc), Credit Agreement (Bemis Co Inc), Term Credit Agreement (Bemis Co Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Estee Lauder Companies Inc), Credit Agreement (Estee Lauder Companies Inc), Estee Lauder Companies Inc

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews, or causes its Subsidiaries to review, the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries . On the basis of this review, in the course of which it identifies and evaluates Company has reasonably concluded that any associated liabilities and costs, as identified and evaluated by the Company in accordance with GAAP, including the costs (including, without limitation of compliance with Environmental Laws, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned their properties, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with on or off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses ). On the basis of this review, Whirlpool has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected ) are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Company and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

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

Environmental Matters. In the ordinary course of its business, Whirlpool the Guarantor conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Guarantor and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Guarantor has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not could not, based upon the facts and circumstances existing at the time this representation and warranty is made or deemed made, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Tyco International LTD /Ber/), Credit Agreement (Tyco International LTD /Ber/), Credit Agreement (Tyco International LTD /Ber/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Guarantor conducts an ongoing review periodic reviews, which it considers prudent and reasonable in light of the nature of the business, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Guarantor and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Guarantor has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp), V F Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent Borrower conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool the Parent Borrower and its Restricted Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent Borrower represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not, and would not, have a Material Adverse Effect. The Parent Borrower and each Restricted Subsidiary has concluded that such associated liabilities obtained and costs holds all permits, including licenses and approvals required under Environmental Laws which are necessary for the costs conduct of its business and the operation of its facilities, which failure to obtain and hold would have a Material Adverse Effect, and the Parent Borrower and its Restricted Subsidiaries have not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Amendment to Credit Agreement (Brinks Co), Amendment to Loan Documents (Brinks Co), Credit Agreement (Brinks Co)

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent Borrower conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool the Parent Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent Borrower represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not, and would not have a Material Adverse Effect. The Parent Borrower and each Restricted Subsidiary has concluded that such associated liabilities obtained and costs holds all material permits, including licenses and approvals required under Environmental Laws which are necessary for the costs conduct of its business and the operation of its facilities, and the Parent Borrower and its Restricted Subsidiaries have not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Brinks Co), Brinks Co, Brinks Co

Environmental Matters. In the ordinary course of its business, Whirlpool the State conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties the condition of Whirlpool and its Subsidiaries property, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean- clean- up or closure of properties presently or previously owned owned or operated, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this such review, Whirlpool has concluded the Authority does not believe that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are likely to have a Material Adverse Effect material adverse effect on the ability of the Authority to make any payments in respect of the Notes, the Fee Agreement, the Revolving Note, the Term Note or any of its obligations hereunder.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement, Standby Letter of Credit and Reimbursement Agreement

Environmental Matters. In the ordinary course of its their business, Whirlpool conducts the Related Companies conduct an ongoing review of the effect of Environmental Laws on the their business, operations and properties of Whirlpool and its Subsidiaries properties, in the course of which it identifies they identify and evaluates evaluate associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 3 contracts

Samples: Term Loan Agreement (Security Capital Group Inc/), Amended and Restated Credit Agreement (Security Capital Group Inc/), Security Capital Group Inc/

Environmental Matters. In the ordinary course of its business, Whirlpool The Borrower and EQR each conducts an ongoing review reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower, EQR and its Subsidiaries, Consolidated Subsidiaries of either or both when necessary in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower and EQR each has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Equity Residential), Revolving Credit Agreement (Equity Residential), Revolving Credit Bridge Agreement (Equity Residential)

Environmental Matters. In the ordinary course of its business, Whirlpool The Borrower and EQR each conducts an ongoing review reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower, EQR, Consolidated Subsidiaries of either or both, and its Subsidiaries, Qualified Borrowers when necessary in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower and EQR each has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Erp Operating LTD Partnership), Revolving Credit Agreement (Erp Operating LTD Partnership), Revolving Credit Agreement (Erp Operating LTD Partnership)

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Domestic Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the ability of the Company to perform its obligations hereunder.

Appears in 2 contracts

Samples: Representations and Warrant (Anheuser-Busch Companies, Inc.), Anheuser Busch Companies Inc

Environmental Matters. In the ordinary course of its business, Whirlpool API conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool API and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool API has reasonably concluded that such associated liabilities and costs that, including as of the costs of compliance with Effective Date, Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, consolidated financial condition, or consolidated results of operations of API and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Facility Agreement (Avon Products Inc), Facility Agreement (Avon Products Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool Applicant conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool Applicant and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool Applicant represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not, and would not, have a Material Adverse Effect. Applicant and each Restricted Subsidiary has concluded that such associated liabilities obtained and costs holds all permits, including licenses and approvals required under Environmental Laws which are necessary for the costs conduct of its business and the operation of its facilities, which failure to obtain and hold would have a Material Adverse Effect, and Applicant and its Restricted Subsidiaries have not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Continuing Agreement (Brinks Co), Brinks Co

Environmental Matters. In the ordinary course of its business, Whirlpool Carlisle conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool Carlisle and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean - up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off- off site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool Carlisle has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of Carlisle and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Second Amended and Restated Credit Agreement (Carlisle Companies Inc), Third Amended and Restated Credit Agreement (Carlisle Companies Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect . For purposes of this Section 6.14, "Subsidiaries" of Whirlpool shall not include Maytag Corporation and its Subsidiaries for the period commencing with the acquisition thereof by Whirlpool and ending 30 days thereafter.

Appears in 2 contracts

Samples: Whirlpool Corp /De/, Whirlpool Corp /De/

Environmental Matters. In the ordinary course of its business, Whirlpool the Applicant Party conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Applicant Party and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently now or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Applicant Party has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would Laws are not reasonably be expected likely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or properties of the Applicant Party and its Consolidated Subsidiaries, considered as a whole, or, alternatively, on the Applicant Party’s ability to perform its obligations under the Credit Documents at any time up to and including the Maturity Date.

Appears in 2 contracts

Samples: Letter of Credit Facility Agreement (Fluor Corp), Letter of Credit Facility Agreement (Fluor Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing a review at such times as it deems prudent of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Sigma Aldrich Corp), Letter of Credit (Esco Technologies Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool the Borrower and its Restricted Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not and would not have a Material Adverse Effect and it and each of its Restricted Subsidiaries has concluded obtained and holds all material permits, licenses and approvals required under Environmental Laws that such associated liabilities are necessary for the conduct of its business and costs the operation of its facilities, including the costs and it has not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Letter of Credit Agreement (Brinks Co), Letter of Credit Agreement (Brinks Co)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Consolidated Subsidiaries, in the course of which which, taking into account the requirements of such Environmental Laws, it identifies makes a reasonable effort to identify and evaluates evaluate known and potential associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law Environmental Laws or as a condition of any license, permit or contract contract held or entered into by the Borrower or any Consolidated Subsidiary, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential material liabilities to third parties, including employees, employees of the Borrower and its Consolidated Subsidiaries and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs cost of compliance with and liabilities arising under Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Cabot Corp, Cabot Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Materials, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Amended and Restated Settlement Agreement (Ch Energy Group Inc), Credit Agreement (Ch Energy Group Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this such review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the financial condition, business or results of operations of the Borrower and its Consolidated Subsidiaries, taken as a whole.

Appears in 2 contracts

Samples: Credit Agreement (Bemis Co Inc), Guaranty (Bemis Co Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law Environmental Laws or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, Hazardous Substances and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that that, except as disclosed in the Borrower’s periodic reports filed with the SEC pursuant to the Exchange Act from time to time, such associated liabilities and costs, including the costs of compliance complying with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Consolidated Edison Co of New York Inc), Credit Agreement (Consolidated Edison Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law Environmental Laws or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, Hazardous Substances and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that that, except for Disclosed Matters, such associated liabilities and costs, including the costs of compliance complying with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Senior Unsecured Term Loan Credit Agreement (Consolidated Edison Inc), Credit Agreement (Consolidated Edison Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Borrower and its Consolidated Subsidiaries, considered as a whole except as publicly disclosed prior to the date hereof.

Appears in 2 contracts

Samples: Credit Agreement (Clorox Co /De/), Credit Agreement (Clorox Co /De/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, Hazardous Substances and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance complying with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition or results of operations of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Amended and Restated Credit Agreement (Iomega Corp), Negative Pledge (Iomega Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has 33 38 reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not could not, based upon the facts and circumstances existing at the time this representation and warranty is made or deemed made, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Guaranty (Tyco International LTD), Guaranty (Tyco International LTD)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Term Loan Agreement (EQM Midstream Partners, LP), Term Loan Agreement (Equitrans Midstream Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition or results of operations of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (American Stores Co /New/), Assignment and Assumption Agreement (American Stores Co /New/)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on or operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition or results of operations of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Credit Agreement (Ingersoll Rand Co), Credit Agreement (Ingersoll Rand Co)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up cleanup or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat at any such facility, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Trex Co Inc, Trex Co Inc

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and the Borrower or any of its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (CONE Midstream Partners LP), Credit Agreement (CONE Midstream Partners LP)

Environmental Matters. In the ordinary course of its business, Whirlpool the Borrower conducts an ongoing review reviews, to the extent appropriate given the nature of its business operations, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up clean‑up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs cost of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial position or results of operations of the Borrower and its Consolidated Entities, considered as a whole.

Appears in 2 contracts

Samples: Amended and Restated Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Amended and Restated Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Environmental Matters. In the ordinary course of its business, Whirlpool the City conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties condition of Whirlpool and its Subsidiaries the property of the Water System, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation but not limited to, any capital or operating expenditures required for clean-up or closure of properties presently currently or previously owned owned or operated, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this such review, Whirlpool the City has reasonably concluded that such associated liabilities and costs, including the costs of any non- compliance with Environmental Laws, would Laws could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Reimbursement Agreement, Reimbursement Agreement

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing a systematic review of the effect effects and reasonably ascertainable associated liabilities and costs of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries , in the course of which it identifies and evaluates . The associated liabilities and costs (including include, without limitation , : any capital or operating expenditures required for clean-up or closure of properties presently or previously owned , ; any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of Environmental Laws; any license, permit or contract, any related constraints on operating activities activities related to achieving or maintaining compliance with Environmental Laws, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat , ; any costs or liabilities in connection with off-site disposal of wastes or hazardous substances , ; and any actual or potential liabilities to third parties, including employees, arising under Environmental Laws, and any related costs and expenses ) . On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Imc Global Inc), Imc Global Inc

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently now or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would Laws are not reasonably be expected likely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or properties of the Company and its Consolidated Subsidiaries, considered as a whole, or, alternatively, on any Borrower’s ability to perform its obligations under the Loan Documents at any time up to and including the Maturity Date.

Appears in 2 contracts

Samples: Letter of Credit Facility Agreement (Fluor Corp), Letter of Credit Facility Agreement (Fluor Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Company and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Credit Agreement (Campbell Soup Co), Guaranty (Boise Cascade Office Products Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool the Company conducts an ongoing review periodic reviews, which it considers prudent and reasonable in light of the nature of the business, of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Credit Agreement (V F Corp), Revolving Credit Agreement (V F Corp)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews when and as appropriate the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

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

Environmental Matters. In the ordinary course of its business, Whirlpool the Guarantor conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Guarantor and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Guarantor has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of the Guarantor and its Consolidated Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Certificate of Incorporation (Rite Aid Corp), Rite Aid Corp

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review the Issuer considers effects of the effect of all existing and applicable Environmental Laws on the business, operations and properties of Whirlpool the Issuer and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up cleanup or closure of properties presently currently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool The Issuer has reasonably concluded that such associated liabilities existing and costs applicable Environmental Laws are unlikely to have a material adverse effect on the business, including Properties, financial condition, results of operations or prospects of the costs of Issuer or the Issuer and its Subsidiaries, considered as a whole. The Issuer and its Subsidiaries have conducted and are conducting their respective businesses in compliance with all applicable Environmental Laws, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect material adverse effect on the Issuer or the Issuer and its Subsidiaries, considered as a whole.

Appears in 2 contracts

Samples: Note Purchase Agreement (Cabot Oil & Gas Corp), Cabot Oil & Gas Corp

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent conducts an ongoing review of the effect of Environmental Laws and laws relating to occupational safety and health on the business, operations and properties of Whirlpool the Parent and its Restricted Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean- up up, closure or closure restoration of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection and occupational health and safety standards imposed by law or as a condition of any license, permit or contract contact, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent represents and warrants that applicable Environmental Laws and laws relating to occupational health and safety do not and would not have a Material Adverse Effect and it and each of its Restricted Subsidiaries has concluded that such associated liabilities obtained and costs holds all material permits, including licenses and approvals required under Environmental Laws which are necessary for the costs conduct of its business and the operation of its facilities, and it has not received any written notice of any failure to be in compliance with Environmental Laws the terms and conditions of such permits, licenses and approvals, which failure would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Brinks Co), Credit Agreement (Brinks Co)

Environmental Matters. In the ordinary course of its business, Whirlpool the Parent conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Parent and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Parent has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not could not, based upon the facts and circumstances existing at the time this representation and warranty is made or deemed made, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Tyco International LTD /Ber/), Credit Agreement (Tyco International LTD /Ber/)

Environmental Matters. In the ordinary course of its business, Whirlpool The Borrower and EQR each conducts an ongoing review reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower, EQR, and its Subsidiaries Consolidated Subsidiaries of either or both, when necessary in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower and EQR each has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Erp Operating LTD Partnership), Credit Agreement (Erp Operating LTD Partnership)

Environmental Matters. In (a)In the ordinary course of its business, Whirlpool each of the Borrower and its Subsidiaries conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and its Subsidiaries the Borrower or such Subsidiary, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required for investigation, to achieve or maintain compliance with environmental protection standards imposed by law Environmental Laws or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances by the Borrower or its Subsidiaries, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect . (b)There are no facts, circumstances or conditions that are reasonably likely to result in liabilities arising under Environmental Laws that could have a material adverse effect on the business, consolidated results of operations or consolidated financial position of the Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 1 contract

Samples: Credit Agreement (Aes Corp)

Environmental Matters. In After the ordinary course of its business Closing Date, Whirlpool conducts an ongoing review the Company will conduct reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, Consolidated Subsidiaries of either or both when necessary in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool has concluded that the Company will ascertain the likelihood of such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have having a Material Adverse Effect Effect on the Company and its Consolidated Subsidiaries.

Appears in 1 contract

Samples: Stock Agreement (Merry Land Properties Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool ERP and EQR each conducts an ongoing review reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool ERP, EQR, Consolidated Subsidiaries of either or both, and its Subsidiaries, Qualified Subsidiaries when necessary in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool ERP and EQR each has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Agreement (Erp Operating LTD Partnership)

Environmental Matters. In Except as disclosed in Schedule 6.12, each of the ordinary course Company and its Subsidiaries is in compliance with all applicable Environmental Laws, and neither the Company nor any of its business, Whirlpool conducts an ongoing review of the effect of Subsidiaries has any fixed or contingent liability under any Environmental Laws on Law applicable to the business, operations and or properties of Whirlpool and the Company or any of its Subsidiaries Subsidiaries (for purposes of this Section 6.12, in the course of which it identifies and evaluates associated "liabilities" shall include liabilities and costs (including, without limitation, for any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any losses or expenses relating to periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses) , except in each case where the amount of the liabilities associated with such noncompliance and the amount of such fixed or contingent liabilities does not exceed in the aggregate $5,000,000. On For purposes of determining the basis liability of this review the Company and its Subsidiaries with respect to any remedial obligation imposed pursuant to the Comprehensive Environmental Response Compensation and Liability Act, Whirlpool has concluded that as amended, or other similar laws, whether state or federal, the Company and the Lenders shall take account of the contribution obligations of other potentially responsible parties associated with such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect remedial obligation.

Appears in 1 contract

Samples: Letter of Credit (Macdermid Inc)

Environmental Matters. In Except as disclosed in Schedule V, each of the ordinary course Company and its Subsidiaries is in compliance with all applicable Environmental Laws, and neither the Company nor any of its business, Whirlpool conducts an ongoing review of the effect of Subsidiaries has any fixed or contingent liability under any Environmental Laws on Law applicable to the business, operations and or properties of Whirlpool and the Company or any of its Subsidiaries, in the course Subsidiaries (for purposes of which it identifies and evaluates associated this Section 5.12 "liabilities" shall include liabilities and costs (including, without limitation, for any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any losses or expenses relating to periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses) , except in each case where the amount of the liabilities associated with such noncompliance and the amount of such fixed or contingent liabilities does not exceed in the aggregate $5,000,000. On For purposes of determining the basis liability of this review the Company and its Subsidiaries with respect to any remedial obligation imposed pursuant to the Comprehensive Environmental Response Compensation and Liability Act, Whirlpool has concluded that as amended, or other similar laws, whether state or federal, the Company and the Banks shall take account of the contribution obligations of other potentially responsible parties associated with such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect remedial obligation.

Appears in 1 contract

Samples: Amended and Restated Credit Agreement (Macdermid Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review of the Company reviews the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Subsidiaries, in the course of which it identifies attempts to identify and evaluates evaluate associated liabilities and costs (“Environmental Liabilities”) (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On Except as set forth in Schedule I hereto, on the basis of this review review and giving effect to any indemnification obligations or insurance coverage, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with its Environmental Laws, would not reasonably be expected Liabilities are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Johnson Controls Inc)

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool each Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool such Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat at any such facility, any costs or liabilities in connection with off- off- site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool each Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of such Borrower and its Consolidated Subsidiaries, considered as a whole.

Appears in 1 contract

Samples: GTS Duratek Inc

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool such Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool and its Subsidiaries such Borrower, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances Hazardous Substances, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses ) . On the basis of this review, Whirlpool such Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected are unlikely to have a Material Adverse Effect material adverse effect on the business, financial condition, results of operations or prospects of such Borrower.

Appears in 1 contract

Samples: Credit Agreement (Nationwide Financial Services Inc /Oh/)

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Borrower has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (FMC Corp)

Environmental Matters. In the ordinary course of its --------------------- business, Whirlpool the Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool has concluded there is no violation by the Borrower and its Subsidiaries of any Environmental Law that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not is reasonably be expected likely to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: FMC Corp

Environmental Matters. In the ordinary course of its business, Whirlpool --------------------- the Company conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool the Company and its Domestic Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool the Company has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the ability of the Company or ABI to perform its obligations hereunder.

Appears in 1 contract

Samples: Anheuser Busch Companies Inc

Environmental Matters. In the ordinary course of its business, Whirlpool API conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool API and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool API has reasonably concluded that such associated liabilities that, as of the Effective Date, and costs except as publicly disclosed by API prior thereto, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, consolidated financial condition, or consolidated results of operations of API and its Consolidated Subsidiaries, considered as a whole.

Appears in 1 contract

Samples: Revolving Credit Agreement (Avon Products Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool API conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool API and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool API has reasonably concluded that such associated liabilities and costs that, including as of the costs of compliance with date hereof, Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect material adverse effect on the business, consolidated financial condition, or consolidated results of operations of API and its Consolidated Subsidiaries, considered as a whole.

Appears in 1 contract

Samples: Facility Agreement (Avon Products Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool Allegion plc and/or one or more of its Subsidiaries conducts an ongoing review periodic reviews of the effect of Environmental Laws on the business, operations and properties of Whirlpool Allegion plc and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses ) ) are identified and evaluated. On the basis of this review such reviews, Whirlpool Allegion plc and/or any of its Subsidiaries, as applicable, has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Allegion PLC)

Environmental Matters. In the ordinary course of its business, Whirlpool Borrower conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties Properties of Whirlpool Borrower and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties Properties presently owned or previously owned operated, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law Environmental Laws or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool Borrower has reasonably concluded that, except as disclosed in writing by Borrower to the Lenders and the Agent as of the Closing Date, to the best of its knowledge after due inquiry (provided that clause (e) below is not subject to any such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected to have a Material Adverse Effect. knowledge qualification except as specifically provided in clause (e)):

Appears in 1 contract

Samples: Credit Agreement (Lilly Industries Inc)

Environmental Matters. In the ordinary course of its business, Whirlpool conducts an ongoing review Gannett becomes aware from time to time of the effect of Environmental Laws on its business, 30 operations and properties and the business, operations and properties of Whirlpool and its Subsidiaries, in the course of which and it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently then owned or previously owned operated by Gannett or its Subsidiaries, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances at such properties, and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review these evaluations, Whirlpool Gannett has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Competitive Advance and Revolving Credit Agreement (Gannett Co Inc /De/)

Environmental Matters. In the ordinary course of its business, Whirlpool Guarantor conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool Guarantor and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs ( including, without limitation, including any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool Guarantor has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Circus Circus Enterprises Inc

Environmental Matters. In the ordinary course of its business, Whirlpool IR Parent conducts an ongoing review of the effect of Environmental Laws on the business, 57 operations and properties of Whirlpool IR Parent and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool IR Parent has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Ingersoll-Rand PLC

Environmental Matters. In the ordinary course of its business, Whirlpool IR Parent conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool IR Parent and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool IR Parent has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Ingersoll-Rand PLC

Environmental Matters. In the ordinary course of its business, Whirlpool IR Parent conducts an ongoing review of the effect of Environmental Laws on the business, operations and properties of Whirlpool IR Parent and its Subsidiaries, in the course of which it identifies and evaluates associated liabilities and costs (including, without limitation, any capital or operating expenditures required for clean-up or closure of properties presently or previously owned, any capital or operating expenditures required to achieve or maintain compliance with environmental protection standards imposed by law or as a condition of any license, permit or contract, any related constraints on operating activities, including any periodic or permanent shutdown of or any facility or reduction in the level of or change in the nature of operations conducted thereat, any costs or liabilities in connection with off-site disposal of wastes or hazardous substances, thereat and any actual or potential liabilities to third parties, including employees, and any related costs and expenses). On the basis of this review, Whirlpool IR Parent has reasonably concluded that such associated liabilities and costs, including the costs of compliance with Environmental Laws, would not reasonably be expected Laws are unlikely to have a Material Adverse Effect . . 58

Appears in 1 contract

Samples: Ingersoll-Rand PLC