Environmental Study. Seller has provided Purchaser with copies of any Phase I environmental site assessments or Phase II environmental reports, or any similar reports, for the Real Property possessed by Seller. Within thirty (30) days after the date of this Agreement, the Purchaser may, at the Purchaser’s sole cost and expense, obtain a completed Phase I environmental site assessment (“Phase I”) of the Real Property conducted by an independent environmental investigation and testing firm selected by the Purchaser and reasonably acceptable to the Seller. In the event the Phase I discloses any potential environmental condition that in the reasonable belief of the Purchaser warrants further review or investigation, the Purchaser shall give notice of the same to the Seller within such thirty (30) day period with respect to the specific Real Property involved. The Purchaser shall purchase the Real Property if specific notice is not provided within such thirty (30) day period. Upon giving the notice required hereby, the Purchaser may, within an additional forty-five (45) day period obtain a completed Phase II environmental report (“Phase II”) by the same environmental investigation and testing firm that prepared the Phase I report; provided, however, that all testing and sampling conducted by such firm shall be agreed upon in advance by both the Purchaser and the Seller. Purchaser shall pay the costs of obtaining the Phase II environmental report. The Purchaser shall purchase the Real Property if (a) the Phase I or Phase II report reveals potential levels of environmental contaminants not in excess of federal or state action limits, or (b) the Purchaser shall have been provided confirmation from governmental authorities with applicable jurisdiction that no action is required. If the Phase II report reveals levels of environmental contaminants in excess of federal or state action limits on any Real Property, the Purchaser may purchase such Real Property on terms and conditions mutually agreeable to the Purchaser and the Seller. In the event that the Purchaser and the Seller fail to reach such agreement within seventy-five (75) days following the date of this Agreement, the Purchaser shall have the right to terminate this Agreement without penalty or elect to proceed with the transaction. The Purchaser and its employees, agents and representatives shall hold the contents of all Phase I or Phase II reports confidential and disclose the contents thereof only with the prior written conse...
Environmental Study. (a) Purchaser may, at Purchaser’s election and expense and subject to any requirement in the applicable Branch Lease for the property owner’s approval or consent thereto, which consent Seller shall use its reasonable best efforts to obtain, and following the provision of prior notice to Seller of the date and time of any such inspections and examinations, within thirty (30) calendar days from the effective date of this Agreement, undertake and complete a non-invasive assessment of environmental matters respecting the Leased Real Property, including an evaluation of the existence of any and all environmental conditions and any and all violations of Environmental Laws, as is commonly referred to as a “Phase I Environmental Assessment” and/or a “Preliminary Assessment” (as such term is defined in the TRSR) (an “Environmental Study”), as Purchaser deems necessary or appropriate. Such Environmental Study shall be conducted in a manner and at times so as to not unreasonably disrupt Seller’s business operations of the Branches. Notwithstanding the foregoing, Purchaser shall not conduct any invasive environmental testing, such as a “Phase II Environmental Site Assessment” or a “Site Investigation” (as such term is defined in the TRSR) at any of the Leased Real Property (an “Invasive Investigation”) without the prior written consent of Seller (which consent will not unreasonably be withheld or delayed). Purchaser shall coordinate the performance of such work with Seller or Seller’s consultants, as applicable. In the event Seller consents to Purchaser’s performance of an Invasive Investigation, this time period shall be subject to reasonable extensions, not to exceed forty-five (45) calendar days following the expiration of the initial thirty (30) calendar day period. Purchaser shall maintain liability insurance and shall indemnify Seller for any and all Losses incurred by Seller or any of its Affiliates resulting from Purchaser’s and/or its agents’ performance of any Environmental Study or Invasive Investigation at the Leased Real Property. In the event such Environmental Study or Invasive Investigation causes any damage to any of the Branches, Purchaser shall repair such damage, using workmen reasonably acceptable to Seller, to substantially the same condition such Branch was in prior to the performance of such Environmental Study or Invasive Investigation.
Environmental Study. (a) Purchaser may, at Purchaser’s election and expense and subject to any landlord’s approval or consent as may be required and prior notice to Seller of the date and time of any such inspections and examinations, within thirty (30) calendar days from the date of this Agreement, undertake and complete an environmental study for the existence of any and all environmental conditions and any and all violations of environmental laws, as is commonly referred to as a Phase I environmental study (“Environmental Study”) with respect to the Real Property, as Purchaser deems necessary or appropriate. Such Environmental Studies shall be conducted in a manner and at times so as to not unreasonably disrupt Seller’s business operations of the Branches. Purchaser shall maintain liability insurance and shall indemnify Seller for any and all Losses incurred by Seller, any of its Affiliates and/or third parties while Purchaser and its agents are performing any Environmental Study. In the event of any damage to any of the Branches, Seller shall be entitled to require Purchaser to engage workmen reasonably acceptable to Seller to restore any such damage to the same condition as the Branches were in prior to the inspection.
Environmental Study. The environmental study contemplated by Section 4.12 has been completed to the satisfaction of the Buyer and the Buyer has agreed to proceed with the Closing.
Environmental Study. During the ninety (90) -day period following the Effective Date, Buyer may cause to be conducted, at its sole cost and expense, a Phase 1 environmental audit with respect to the Real Property by an environmental consultant acceptable to Seller (the “Environmental Consultant”). Buyer and Seller shall reasonably cooperate in scheduling such audit and providing reasonable access to the Real Property for such audit. If Buyer so elects following recommendation by the Environmental Consultant of further investigation of any potential environmental conditions with respect to the Real Property, Buyer shall promptly notify Seller and the parties shall reasonably cooperate with respect to the completion of such investigation during the ninety (90)- day period following the Effective Date. If as a result of the Phase 1 audit or any further investigation recommended by the Environmental Consultant (the “Environmental Study”), which complete study shall be provided to Seller, the Environmental Consultant reasonably determines in a writing addressed to Seller that any environmental condition with respect to the Real Property requires remediation (an “Environmental Condition”), Buyer shall cause the Environmental Consultant to prepare an estimate of the cost of such remediation. If the estimated costs of remediation are equal to or less than Three Hundred Thousand ($300,000), Seller shall, at Buyer’s election, either cause such remediation to be completed at Seller’s sole cost and expense to Buyer’s reasonable satisfaction, or the Purchase Price shall be reduced by the amount of the estimate. In the event that the estimated costs of remediation are greater than Three Hundred Thousand ($300,000), then Seller may elect within 15 days of the receipt by Seller of the documentation constituting the Environmental Consultant’s determination and the estimate of the cost of remediation by written notice to Buyer to complete the remediation as provided above; provided, however, that in the event Seller elects not to complete such remediation, Buyer, at its option, shall elect within fifteen (15) days after receipt of Seller’s notice to such effect, to terminate this Agreement without either party being subject to a claim by the other for liquidated damages or any other claims for damages, or waive any default or breach with respect to the loss or damage and receive a $300,000 credit against the Purchase Price at Closing. Either party may extend the Closing Date by up to thirty (30...
Environmental Study. Within forty-five (45) days after the execution of this Agreement, CBS shall obtain, at its expense, and present to Xxxxxxx, a Phase I environmental report (the "Phase I Report") from a licensed environmental engineer or firm (which shall be reasonably acceptable to Xxxxxxx) with respect to the Station's real property. If the Phase I Report discloses conditions which require, in the opinion of the environmental engineer or firm performing the assessment, further sampling or investigation, Xxxxxxx and the Limited Partnership shall grant CBS and its agents reasonable access to the Station's real property, and CBS shall cause such sampling or investigation to be performed at its expense and shall present the results and recommendations of the engineer or firm to Xxxxxxx (the "Phase II Report"). Xxxxxxx shall be responsible for the prompt correction or remediation of any environmental, health or safety violations or conditions disclosed in the Phase I Report or the Phase II Report, to the extent required by applicable law or any relevant Governmental Entity, it being understood that the remediation may continue following the Closing. The studies contemplated by this Section 5.8 and the remediation efforts in response thereto shall not hinder or delay the Closing of the transactions contemplated by this Agreement.
Environmental Study. (a) Purchaser may, at Purchaser’s election and expense and subject to any landlord’s approval or consent as may be required and prior notice to Seller of the date and time of any such inspections and examinations, within thirty (30) calendar days from the date of this Agreement, undertake and complete an environmental study for the existence of any and all environmental conditions and any and all violations of environmental laws, as is commonly referred to as a Phase I environmental study (“Environmental Study”) with respect to the Real Property, as Purchaser deems necessary or appropriate. Such Environmental Studies shall be conducted in a manner and at times so as to not unreasonably disrupt Seller’s business operations of the Branches. Notwithstanding the foregoing, Purchaser shall not conduct any invasive testing or Phase II Environmental Site Assessment on any Owned Real Property or facilities subject to the Branch Lease without the prior written consent of Seller (which consent will not unreasonably be withheld or delayed), and coordinating the scope of such work with Seller or Seller’s consultants, as applicable. If reasonably necessary for proper conduct and completion of on-site sampling for a Phase II Environmental Site Assessment, or Baseline Environmental Assessment as defined under the laws of the State of New Jersey, this time period shall be subject to reasonable extensions, not to exceed thirty (30) calendar days following the expiration of the initial thirty (30) calendar day period. Purchaser shall maintain liability insurance and shall indemnify Seller for any and all Losses incurred by Seller, any of its Affiliates and/or third parties while Purchaser and its agents are performing any Environmental Study. In the event of any damage to any of the Branches, Seller shall be entitled to require Purchaser to engage workmen reasonably acceptable to Seller to restore any such damage to the same condition as the Branches were in prior to the inspection.
Environmental Study. A NES report will be prepared with the results from the GPA field data that will document all plant and wildlife species and plant communities occurring on the BSA, and the site’s potential to support any federally or State listed species. The results of the delineation of jurisdictional waters, prepared under separate cover, will be incorporated into the NES report and the delineation report will be included as an appendix to the NES. The report will include a detailed map of the plant communities occurring on-site, and their respective acreages. The report will include a brief analysis of anticipated impacts to jurisdictional waters, recommendations for further studies that may be needed prior to development, and suggested mitigation measures, if necessary. The report will be sufficient to allow Caltrans to make the appropriate impact/mitigation determinations under CEQA. Deliverable: • Draft/Final NES
Environmental Study. (a) Seller shall have obtained, at its own expense, a Phase II Environmental Site Assessment (the "Phase II Report") of the Facilities located in Manchester, Connecticut (the "Manchester Facilities") by Fuss & O'Neill Inc. ("Seller's Consultant"). Txx xxxxe of the work, the testing and analysis to be undertaken and the nature of the report to be issued by Seller's Consultant are detailed in Schedule 8.10; provided, however, that Seller's Consultant must include a conclusion, based on the results of the test outlined in Schedule 8.10, as to the remediation activities that are reasonably likely to be required by the CTDEP in response to Seller's filing under the Connecticut Transfer Act (the "Required Remediation").
Environmental Study. The Company, at its own cost and expense, shall commission an environmental study of the Company and the Subsidiaries by IT Corporation (the "Environmental Consultant") as set forth in an Environmental Consultant's proposal to be reasonably agreed upon by Sellers and Buyer.. Parents and Sellers shall cooperate and shall cause the Company and the Subsidiaries to cooperate with Buyer and the Environmental Consultant in preparation of the environmental study. The Company and the Environmental Consultant shall provide Sellers and Buyer with copies of all preliminary and draft reports, an opportunity to comment on preliminary and draft reports before they become final, and an opportunity to observe the Environmental Consultant's work. The Environmental Consultant's final written report shall be deemed to constitute a supplement to Section 3.20 of the Disclosure ---------- Schedule made by Sellers and Parents pursuant to Section 5.7 and shall be -------- treated as confidential in accordance with the Confidentiality Agreement.
