Environmental Response Plan Clause Samples

Environmental Response Plan. To the extent the Environmental Report identifies any physical condition at, on or under the Real Property that gives Purchaser a reasonable basis to suspect the presence of Hazardous Substances at levels or in quantities likely to give rise to an obligation to report a release under Environmental Law or to conduct a removal or remedial action under any applicable Environmental Law in effect as of the Transfer Date or to require under applicable Environmental Law a material upgrade or improvement to any treatment facilities associated with permitted air and water discharge points, the Parties shall agree in good faith upon an appropriate removal or remedial procedure at the cost of UNOVA (the “Environmental Response Plan”), which Environmental Response Plan may involve further subsurface assessments, provided, however, that UNOVA, in its sole discretion, after consultation with Purchaser, may make whatever notifications of Governmental Bodies it believes are required by Environmental Law with respect to any condition discovered before the Transfer Date, and Purchaser, in its sole discretion, after consultation with UNOVA, may make whatever notifications of Governmental Bodies it believes are required by Environmental Law after the Transfer Date. If Purchaser and UNOVA fail to agree upon an Environmental Response Plan within 60 days of the issuance of the Environmental Report, the parties shall attempt in good faith to resolve any disputes for a period of at least 30 days. If at the end of such 30-day period no resolution is achieved, Purchaser and UNOVA shall jointly select another environmental consultant who shall resolve such dispute, which resolution shall be final and binding on the Parties. There shall be no precondition to any remedy included in the Environmental Response Plan prepared pursuant to this Agreement. Selection of the remedy shall be based upon the recommendations of the Consultant and current best available techniques and technologies which are currently employed in remedial projects of a similar nature. UNOVA shall use its reasonable best efforts to ensure that any action necessary to implement the Environmental Response Plan will be performed with minimal disruption to the Business. Purchaser or subsequent owners of the Owned Real Property will cooperate with all reasonable filing, petitions, or other legal proceedings necessary to execute any actions pursuant to the Environmental Response Plan.

Environmental Response Plan. To the extent the Environmental Report identifies any physical condition at, on or under the Real Property that gives Buyer a reasonable basis to suspect the presence of Hazardous Substances at levels or in quantities likely to give rise to an obligation to report a release under Environmental Law or to conduct a removal or remedial action under any applicable Environmental Law, the Parties shall agree in good faith upon an appropriate removal or remedial procedure (the "Environmental Response Plan"), PROVIDED, HOWEVER, that Seller, in its sole discretion, after consultation with Buyer, may make whatever notifications of governmental entities it believes are required by Environmental Law with respect to any condition discovered before the Transfer Date, and Buyer, in its sole discretion, after consultation with Seller, may make whatever notifications of governmental entities it believes are required by Environmental Law after the Closing Date. If Buyer and Seller fail to agree upon an Environmental Response Plan within 60 days of the issuance of the Environmental Report, the parties shall attempt in good faith to resolve any disputes for a period of at least 30 days. If at the end of such 30-day period no resolution is achieved, Buyer and Seller shall jointly select a third environmental consultant who shall resolve such dispute, which resolution shall be final and binding on the Parties. The costs of such third environmental consultant shall be borne fifty percent (50%) by Buyer and fifty percent (50%) by Seller.