Common use of Preparation of Environmental Reports Clause in Contracts

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiaries, provide to the Administrative Agent within sixty (60) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in such request, prepared by a nationally recognized environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if upon the Administrative Agent reasonably suspects the presence occurrence of any Release of Hazardous Materials on or other event governed by Environmental Law that could reasonably be expected to materially impair the interests of the Secured Parties in any property of the Borrower or its SubsidiariesLoan Parties, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in of such requestproperties, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), Agent indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Joint Lead Arrangers or the Collateral Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Joint Lead Arrangers or the Collateral Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Joint Lead Arrangers or the Collateral Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Joint Lead Arrangers or the Collateral Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentJoint Lead Arrangers, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At In the event an Environmental Action occurs or is issued to any of the Loan Parties which could reasonably be expected to have a Material Adverse Effect, at the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the BorrowerBorrowers, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerCompany, and such Loan Party the Company hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment; provided that in no event shall the Administrative Agent require the preparation and delivery of any environmental site assessment report for the property of Del Monte Fresh Produce (Hawaii) Inc., which is subject to an Administrative Order Consent effective as of September 28, 1995.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if but no more than once per year (unless the Administrative Agent Lenders reasonably suspects the presence determine that, and provide written notice of their basis for suspecting that, a violation of, instance of non-compliance with, or liability under any Hazardous Materials on any property of the Borrower Environmental Law or its SubsidiariesEnvironmental Permit, that could reasonably be expected to have a Material Adverse Effect, has occurred or arisen), provide to the Administrative Agent Lenders, within sixty (60) 60 days after such request, at the expense of the US Borrower, an environmental site assessment report for any Specified Real Estate described in such requestreal property subject to a Mortgage, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, US Borrower and such Loan Party the US Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant grant, at the time of such request request, to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence (but in no event more than once per calendar year, unless an Event of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault has occurred and is continuing), provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the BorrowerBorrowers, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines in good faith at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrowers, and such Loan Party Holdings and the Borrowers hereby grants grant and agrees agree to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties during normal business hours to undertake such an assessment.

Preparation of Environmental Reports. At If an Event of Default shall have occurred and be continuing, at the request of the Administrative Agent from time to time if or the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesRequired Lenders, provide to the Administrative Agent Lenders within sixty (60) 120 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate the properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent or the Required Lenders, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Required Lenders determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Required Lenders, as the case may be, may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective its properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time, but no more than one time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on for any property during the term of the Borrower or its Subsidiariesthis Agreement (unless a Default shall have occurred and be continuing, during which time no limitation shall apply) provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if and upon the Administrative Agent reasonably suspects occurrence and during the presence continuance of any Hazardous Materials on any property an Event of the Borrower or its SubsidiariesDefault, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines in its good faith and reasonable judgment at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, after written notice to the Borrower, retain an environmental consulting firm to prepare such report at the expense of the Borrower, unless the Borrower shall have given adequate assurances reasonably acceptable to the Administrative Agent within three Business Days of such notice that such a report will be delivered within such 60-day period, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At From time to time at the request of the Administrative Agent from time to time or, if the Administrative Agent Required Lenders reasonably suspects the presence believe that a violation of any applicable Environmental Law exists, or a release of Hazardous Materials on has occurred, at any property of the Borrower or its SubsidiariesLoan Parties, the request of the Required Lenders, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such each Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessmentassessment upon reasonable prior notice of such action to the Borrower.

Preparation of Environmental Reports. At the request of the Administrative Agent Debt Coordinators from time to time if the Administrative Agent reasonably suspects the presence after receipt of any Hazardous Materials on any property a notice of the Borrower or its Subsidiariestype specified in Section 2.8(j), Group will provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrowerits own expense, an environmental site assessment report for any Specified Real Estate the applicable property described in such requestnotice, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent)Debt Coordinators, indicating the presence or absence of Hazardous Materials that could reasonably be expected to give rise to a material liability and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials that could reasonably be expected to give rise to a material liability on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines Debt Coordinators determine at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent Debt Coordinators may retain an environmental consulting firm to prepare such report at the expense of the BorrowerGroup, and such Loan Party Group hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentDebt Coordinators, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment, and to, or to cause its Subsidiaries to, cooperate in all reasonable respects with the preparation of such assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent from time Required Lenders with respect to time any material operating property acquired after the Closing Date, or if the Administrative Agent Required Lenders reasonably suspects the presence believe that there has been a release of any Hazardous Materials on any property in violation of the Borrower or its Subsidiariesapplicable law, provide to the Administrative Agent Lenders within sixty (60) days after such request, at the expense of the BorrowerBorrowers, an environmental site assessment report for any Specified Real Estate such property described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrowers, and such Loan Party the Borrowers hereby grants grant and agrees agree to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At The Parent Guarantors and the Borrower will, and will cause each of their respective Subsidiaries and all other Nexstar Entities to, at the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party each of the Parent Guarantors and the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence (but, so long as no Event of Default has occurred and is continuing, not more than once in any Hazardous Materials on any property of the Borrower or its Subsidiariescalendar year), provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate properties owned, leased or operated by it described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal response or remedial other corrective action in connection with to address any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower and the REIT each hereby grants and agrees to cause any Subsidiary that owns or leases any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents the Administrative Agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenantstenants or necessary consent of landlords, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Paying Agent from time to time if and upon the Administrative Agent reasonably suspects occurrence and during the presence continuance of any Hazardous Materials on any property an Event of the Borrower or its SubsidiariesSecond Amended and Restated Alliance Credit Agreement Default, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Paying Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Paying Agent determines in its good faith and reasonable judgment at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Paying Agent may may, after written notice to the Borrower, retain an environmental consulting firm to prepare such report at the expense of the Borrower, unless the Borrower shall have given adequate assurances reasonably acceptable to the Paying Agent within three Business Days of such notice that such a report will be delivered within such 60-day period, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Paying Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from or the Collateral Agent at any time to time if during the Administrative Agent reasonably suspects the presence continuance of an Event of Default or after a notice of violation or alleged violation of any Hazardous Materials on any property applicable Environmental Law has been received by a Loan Party or a Subsidiary of a Loan Party from a Governmental Authority and not finally resolved pursuant to which the Borrower Loan Party or its Subsidiariesthe Subsidiary of a Loan Party is reasonably likely to incur liability in excess of $1,000,000, provide to the Lender Parties within 60 days (or such longer period of time as the Administrative Agent within sixty (60shall agree to in writing) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such requestnotice, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent or the Collateral Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Collateral Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Collateral Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative If any Agent from time to time if the Administrative Agent shall reasonably suspects the presence of any Hazardous Materials believe that a material environmental event has occurred on any parcel of real property of owned or leased by the Borrower or any of its SubsidiariesSubsidiaries after the date hereof, provide to the Administrative each Agent within sixty (60) 90 days after receipt of a written request from such requestAgent in which the Agent describes in reasonable detail the basis of such belief, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate the properties described in such request, request prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any legally required compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative any Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, at the time following the forty-fifth day after the request of such Agent, retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At Upon the occurrence and during the continuance of an Event of Default or upon the occurrence of an event which gives the Lender Parties a reasonable basis for concern as to environmental matters, then at the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-non- exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of If the Administrative Agent from time to time if the Administrative Agent shall reasonably suspects the presence of any Hazardous Materials believe that a material environmental event has occurred on any parcel of real property owned or leased by it or any of its Subsidiaries (other than the Borrower or its SubsidiariesAESC Companies) after the date hereof, provide to the Administrative Agent within sixty (60) 90 days after receipt of a written request from the Administrative Agent in which the Administrative Agent describes in reasonable detail the basis for such requestbelief, at the expense of the BorrowerAYE's expense, an a Phase I environmental site assessment report for any Specified Real Estate the properties described in such request, request prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any legally required compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, at the time following the forty-fifth day after the request of the Administrative Agent, retain an environmental consulting firm to prepare such report at the expense of the BorrowerAYE, and such Loan Party AYE hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If prior to the request of the Administrative Collateral Release Date any Agent from time to time if the Administrative Agent shall reasonably suspects the presence of any Hazardous Materials believe that a material environmental event has occurred on any parcel of real property of owned or leased by the Borrower or any of its SubsidiariesSubsidiaries after the date hereof, provide to the Administrative each Agent within sixty (60) 90 days after receipt of a written request from such requestAgent in which the Agent describes in reasonable detail the basis of such belief, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate the properties described in such request, request prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any legally required compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative any Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, at the time following the 45th day after the request of such Agent, retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of with respect to any Hazardous Materials on any fee-owned real property of Holdings and its Subsidiaries as to which, based on the Borrower or its Subsidiariesprior use of such real property, it would be reasonable to conduct an environmental site assessment, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if based upon the Administrative Agent reasonably suspects the presence of reasonable belief that any Hazardous Materials on any property properties of the Borrower or its Subsidiariespresent the risk of an Environmental Liability having a Material Adverse Effect, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate the respective properties of the Loan Parties and their respective Subsidiaries described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary Loan Party that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective its properties to undertake such an assessment.

Preparation of Environmental Reports. At If at any time during the term of this Agreement the Lenders have a reasonable basis for believing that a discharge of Hazardous Materials has occurred or a material violation of Environmental Laws exists at any real property owned or leased by any of the Loan Parties, at the request of the Administrative Agent from time Required Lenders, subject to time if any reasonable limitations imposed by the Administrative Agent reasonably suspects the presence owner of any Hazardous Materials on any property of the Borrower or its Subsidiariessuch leased real property, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the BorrowerLoan Parties, an environmental site assessment report for any Specified Real Estate described in such requestreal property, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerLoan Parties, and such the Loan Party Parties each hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if Required Lenders during the Administrative Agent reasonably suspects the presence existence of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault, provide to the Lenders within 60 days (or such longer period as the Administrative Agent within sixty (60Agent, at the direction of the Required Lenders, may agree in their sole discretion) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, at the direction of the Required Lenders, retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Loan Party or Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At Upon the occurrence of a Default or other circumstances that may reasonably be likely to have a Material Adverse Effect, at the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesAgent, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the BorrowerBorrowers, an environmental site assessment report in connection with such Default or other circumstances for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrowers, and such Loan Party the Borrowers hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At In the event that the Required Lenders reasonably believe that the Borrower has breached any provision of this Agreement relating to environmental matters, at the written request of the Administrative Agent Required Lenders from time to time if time, which shall specify in reasonable detail the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariesbasis for such request, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials such breach and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on curing such propertiesbreach; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If any Agent shall reasonably believe that a material environmental event has occurred on any parcel of real property owned or leased by any Borrower Group Member after the date hereof, at the request of such Agent describing in reasonable details the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence basis of any Hazardous Materials on any property of the Borrower or its Subsidiariessuch belief, provide to the Administrative each Agent within sixty (60) 90 days after such request, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate the properties described in such request, request prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Representative Agents, indicating the presence or absence of Hazardous Materials and the estimated cost of any legally required compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative any Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, any Representative Agent may, at the Administrative Agent may time following the forty-fifth day after the request of such Agent, retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative each Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent or the Collateral Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariesbut no more frequently than once every two years, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the BorrowerParent, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such requestthe Mortgages, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent or the Collateral Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Collateral Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Collateral Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request the Mortgages to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If the request Co-Lead Arrangers have reason to believe that there is or may be a violation of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of an Environmental Law by the Borrower or its Subsidiariesany Subsidiary and request a report, provide to the Administrative Agent to provide to the Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent)Co-Lead Arrangers, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines Co-Lead Arrangers determine at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent Co-Lead Arrangers may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentCo-Lead Arrangers, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of upon a reasonable belief that any Hazardous Materials on Loan Party has breached any property representation or covenant herein regarding environmental matters, or that any of the Borrower or its Subsidiariesenvironmental matters set forth on Schedule 4.01(q) have changed in a manner that could reasonably be expected to result in a Material Adverse Effect, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the BorrowerHoldings, an environmental site assessment report for any Specified Real Estate described in with respect to the subject matter of such requestactual or potential breach, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating indicating, as relevant under the circumstances, the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such propertiesMaterials; or without limiting the generality of the foregoing, if the Administrative Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerHoldings, and such Loan Party Holdings hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive nonexclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of Required Lenders determine in their reasonable discretion that the Borrower or its Subsidiariesmay not be in compliance with the provisions of this Agreement related to Environmental Laws, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesAgent, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate of its or its Material Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent (and, if based upon the recommendation of such environmental consulting firm, a Phase II environmental site assessment report) indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At Upon the reasonable written request of the Administrative Agent from time to time if during the Administrative Agent reasonably suspects the presence continuance of any Hazardous Materials on any property an Event of the Borrower or its SubsidiariesDefault, provide to the Administrative Agent within sixty (60) 60 days after receipt of such written request, at the expense of the BorrowerBorrower or such Loan Party, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials at levels exceeding those allowed by Environmental Laws and the estimated cost of any compliance, removal or remedial action required by Environmental Laws in connection with any Hazardous Materials on such properties; , without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrower or such Loan Party, and such each Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Second Lien Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If an Event of Default shall have occurred and be continuing, at the request of the Administrative Agent from time to time if or the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesRequired Lenders, provide to the Administrative Agent Lenders within sixty (60) 120 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate the properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent or the Required Lenders, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Required Lenders determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Required Lenders, as the case may be, may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective its properties to undertake such an assessment.. TODCO - Omnibus Credit Agreement

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent from time to time if (not to exceed once per year for each such property, except during the Administrative Agent reasonably suspects the presence continuance of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault), provide to the Administrative Agent within sixty (60) 60 days after such requestrequest or such later date as may be agreed to by the Administrative Agent, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if (but not more than once a year unless an Event of Default then exists), provide, at the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property expense of the Borrower or its SubsidiariesBorrower, provide to the Administrative Agent within sixty (60) days after the Administrative Agent has made a request for such report or data setting forth a basis for the request, at the expense of the Borrower, an environmental site assessment report or other reasonable environmental data for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials or any violation of Environmental Laws and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such propertiesproperties prepared by an environmental consulting firm reasonably acceptable to the Administrative Agent; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, in lieu of requiring the Borrower to provide such report within the time referred to above, retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrower (a copy of which will be provided to the Borrower at its request), and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if and upon the Administrative Agent reasonably suspects occurrence and during the presence continuance of any Hazardous Materials on any property an Event 105 Alliance Resource Fifth Amended and Restated Credit Agreement of the Borrower or its SubsidiariesDefault, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines in its good faith and reasonable judgment at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, after written notice to the Borrower, retain an environmental consulting firm to prepare such report at the expense of the Borrower, unless the Borrower shall have given adequate assurances reasonably acceptable to the Administrative Agent within three Business Days of such notice that such a report will be delivered within such 60-day period, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At Upon the occurrence and during -------------------------------------- continuation of a Default or an Event of Default and at the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the BorrowerCompany, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such requestthe Mortgages, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time (upon the occurrence and continuance of a Default or an Event of Default) that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerCompany, and such Loan Party the Company hereby grants and agrees to cause any Subsidiary that owns any property described in such request the Mortgages to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.. 7.18

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesAgent, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower (provided, HOWEVER, that Borrower shall only be required to pay for such report after the occurrence and continuation of an Event of Default or if the Administrative Agent's request results from its belief that there has been a release or threatened release of Hazardous Materials at any of Borrower's or any of its Subsidiaries' property), an a Phase I environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent (and, if based upon the recommendation of such environmental consulting firm, a Phase II environmental site assessment report) indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such requested report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At After receiving notice of any Environmental Action against or of any non-compliance by Borrower, Holdings, and to the extent affecting the RDU Facility, Calumet, in each case, with any Environmental Law or Governmental Authorization or the release of any Hazardous Material that could reasonably be expected to result in a material liability to, or criminal sanctions against, Borrower, Holdings, and to the extent affecting the RDU Facility, Calumet, or any Agent or Lender or in a material operational disruption of the RDU Facility, at the request of the Administrative Agent (acting at the direction of the Required Lenders) or the Collateral Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Agents and the Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for and/or a compliance audit report addressing the subject matter of such notice and any Specified Real Estate described in such requestother matter reasonably requested to be addressed or audited, prepared by a nationally recognized an environmental consulting ​ ​ ​ ​ AMERICAS 120651159 102 ​ ​ ​ firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating including a discussion of the presence or absence of Hazardous Materials requested matters and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such propertiesrequested matters; without limiting the generality of the foregoing, if the Administrative Agent (acting at the reasonable direction of the Required Lenders) determines at any time that a material risk exists that any such report reports will not be provided within the time referred to above, the Administrative Agent (acting at the direction of the Required Lenders) may retain an environmental consulting firm to prepare such report at the expense of the BorrowerXxxxxxxx, and such Loan Party Borrower and Holdings hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentLenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their such respective properties Properties to undertake such an assessment.

Preparation of Environmental Reports. At Upon the reasonable written request of the Administrative Agent from time to time if during the Administrative Agent reasonably suspects the presence continuance of any Hazardous Materials on any property an Event of the Borrower or its SubsidiariesDefault, provide to the Administrative Agent within sixty (60) 60 days after receipt of such written request, at the expense of the BorrowerBorrower or such Loan Party, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials at levels exceeding those allowed by Environmental Laws and the estimated cost of any compliance, removal or remedial action required by Environmental Laws in connection with any Hazardous Materials on such properties; , without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrower or such Loan Party, and such each Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentAgents, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If an Event of Default shall have occurred and be continuing, at the request of the Administrative Agent from time with respect to time if any Environmental Action, condition or occurrence that the Administrative Agent or the Required Lenders reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariesdeem to be material, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate the properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; provided, however, that neither the Borrower nor any of its Subsidiaries shall be required to provide such assessments or reports with respect to any property for which such assessments or reports have been provided within five years preceding the date of such request; and without limiting the generality of the foregoing, if the Administrative Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, upon notice to the Borrower, retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time Required Lenders upon the occurrence of an Event of Default or to time if the Administrative Agent reasonably suspects extent that the presence Required Lender has a reasonable belief that there has been a release of any Hazardous Materials on any property of the Borrower or its Subsidiaries, provide to the Administrative Agent Lenders within sixty (60) days after such request, at the expense of the BorrowerCompany, an environmental site assessment report consisting of a Phase I level report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerBorrowers, and such Loan Party the Company hereby grants and agrees to cause any Domestic Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if Required Lenders during the Administrative Agent reasonably suspects the presence existence of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault, provide to the Term Loan Lenders within 30 days (or such longer period as the Administrative Agent within sixty may agree (60at the direction of the Required Lenders)) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Restricted Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Term Loan Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of believes the Borrower or its Subsidiarieshas failed to comply with the provisions of Section 5.12, provide to the Administrative Agent Lender Parties within sixty (60) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter upon reasonable notice onto its or their respective properties to undertake such an assessment.. 104

Preparation of Environmental Reports. At the request of the Administrative Agent or the Collateral Agent from time to time if the Administrative Agent reasonably suspects the presence (but no more frequently than once every 12 months unless an Event of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault is continuing), provide to the Administrative Agent Lenders within sixty (60) days 60 Business Days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such requestthe Mortgages, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent or the Collateral Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Collateral Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Collateral Agent may retain an a nationally recognized environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Parent hereby grants and agrees to cause any Subsidiary that owns any property described in such request the Mortgages to grant at the time of such request to the Administrative AgentAgents, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if upon the Administrative Agent reasonably suspects the presence occurrence of any release of Hazardous Materials on or other event governed by Environmental Law that could reasonably be expected to materially impair the interests of the Secured Parties in any material property of the Borrower or its SubsidiariesLoan Parties, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in of such requestproperties, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.. 102

Preparation of Environmental Reports. At Upon the occurrence and during the continuance of an Event of Default or upon the occurrence of an event which gives the Lender Parties a reasonable basis for concern as to environmental matters, then at the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if at the Administrative Agent reasonably suspects following times: (i) upon the presence occurrence and continuance of an Event of Default, (ii) upon the acquisition of real property by any Hazardous Materials on Loan Party or any property of its Subsidiaries and (iii) and no more than two other times (determined in the discretion of the Borrower or its SubsidiariesRequired Lenders) during the term of this Agreement, provide to the Administrative Agent Lender Parties within sixty (60) 90 days after such request, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' owned properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent (and, if based upon the recommendation of such environmental consulting firm, a Phase II environmental site assessment report) indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request, to the Administrative Agent or to any Lender Party who makes such request to through the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent or the Collateral Agent from time to time if the Administrative Agent reasonably suspects the presence on account of a material environmental condition relating to any Hazardous Materials on any property of the Borrower properties described in the Mortgages or its Subsidiariesduring the continuance of an Event of Default, but in any event no more than once during any year, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such requestthe Mortgages, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent or the Collateral Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action as required by Environmental Laws in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent or the Collateral Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent or the Collateral Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request the Mortgages to grant at the time of such request to the Administrative AgentAgents, the Lenders, such firm and any agents or representatives thereof an irrevocable non-non exclusive license, subject to the rights of tenantstenants and to the requirement that business operations not be substantially impaired or limited, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Multicurrency Administrative Agent or the Required Lenders from time to time if time, (a) provide to the Administrative Agent reasonably suspects the presence Lenders any available environmental site assessment report for any of any Hazardous Materials on its properties described in such report and (b) with respect to any property with respect to which there has been a material violation of the Borrower or its SubsidiariesEnvironmental Laws, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the BorrowerLoan Parties, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Multicurrency Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Multicurrency Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Multicurrency Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerLoan Parties, and such the Loan Party Parties hereby grants grant and agrees agree to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Multicurrency Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if upon the Administrative Agent reasonably suspects the presence occurrence of any release of Hazardous Materials on or other event governed by Environmental Law that could reasonably be expected to materially impair the interests of the Guarantied Parties in any material property of the Borrower or its SubsidiariesLoan Parties, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in of such requestproperties, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from Holders at any time to time if that the Administrative Agent reasonably suspects Holders, in their reasonable judgment, believe that the presence prospect of any Hazardous Materials on any property payment of the Obligations of the Credit Parties under the Loan Documents in the normal course is impaired (but in no event more than once in any two year period, unless an Event of Default has occurred and is continuing), the Borrower or its Subsidiaries, will provide to the Administrative Agent Holders within sixty (60) 120 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' owned properties described in such request, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent)Holders, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such propertiesMaterials; without limiting the generality of the foregoing, if the Administrative Agent determines Holders determine at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent Holders may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative AgentHolders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence time, but no more frequently than once per year so long as no Event of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault has occurred and is continuing, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment ASTM Phase I Environmental Site Assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent in its reasonable discretion, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliancecompliance action, removal or remedial action required by applicable Environmental Law in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines in its reasonable discretion at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the reasonable request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesAgent, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an a Phase I environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent (and, if based upon the reasonable recommendation of such environmental consulting firm, a Phase II environmental site assessment report within a commercially reasonable time period) indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent reasonably determines at any time that a material risk exists that any such report will not be provided within the time referred to aboveabove and the Administrative Agent reasonably believes that the Lender Parties have breached any representation, warranty or covenant in Section 4.01(n), the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Parent Guarantor hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the an environmental consultant retained by Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenantstenants and to the reasonable conditions of the respective Subsidiaries, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its SubsidiariesAgent, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower (PROVIDED, HOWEVER, that Borrower shall only be required to pay for such report after the occurrence and continuation of an Event of Default or if the Administrative Agent's request results from its belief that there has been a release or threatened release of Hazardous Materials at any of Borrower's or any of its Subsidiaries' property), an a Phase I environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent)Agent (and, if based upon the recommendation of such environmental consulting firm, a Phase II environmental site assessment report) indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such requested report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At In the event an Environmental Action occurs or is issued to any of the Loan Parties which could reasonably be expected to have a Material Adverse Effect, at the request of the Administrative Agent Required Lenders from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariestime, provide to the Administrative Agent Lenders within sixty (60) 60 days after such request, at the expense of the BorrowerBorrowers, an environmental site assessment report for any Specified Real Estate of its properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerCompany, and such Loan Party the Company hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment; provided that in no event shall the Administrative Agent require the preparation and delivery of any environmental site assessment report for the property of Xxx Xxxxx Fresh Produce (Hawaii) Inc., which is subject to an Administrative Order Consent effective as of September 28, 1995.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Holders from time to time if the Administrative Agent reasonably suspects the presence (but no more frequently than once every 12 months unless an Event of any Hazardous Materials on any property of the Borrower or its SubsidiariesDefault is continuing), provide to the Administrative Agent Holders within sixty (60) days 60 Business Days after such request, at the expense of the BorrowerCompany, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries’ properties described in such requestthe Mortgages, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent)Required Holders, indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines Required Holders reasonably determine at any time that a material risk exists that any such report will not be provided within the time referred to above, the Required Holders may direct the Administrative Agent may or the Collateral Agent to retain an a nationally recognized environmental consulting firm to prepare such report at the expense of the BorrowerCompany, and such Loan Party the Co-Issuers hereby grants grant and agrees agree to cause any Subsidiary that owns any property described in such request the Mortgages to grant at the time of such request to the Administrative AgentAgents, the Holders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At If an Event of Default shall have occurred and be continuing, at the request of the Administrative Agent from time with respect to time if any Environmental Action, condition or occurrence that the Administrative Agent or the Required Lenders reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiariesdeem to be material, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the BorrowerCompany, an environmental site assessment report for any Specified Real Estate the properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the BorrowerCompany, and such Loan Party the Company hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.. 50

Preparation of Environmental Reports. At the request of If the Administrative Agent from time to time if the Administrative Agent shall reasonably suspects the presence of any Hazardous Materials believe that a material environmental event has occurred on any parcel of real property owned or leased by it or any of its Subsidiaries (other than the Borrower or its SubsidiariesAESC Companies) after the date hereof, provide to the Administrative Agent within sixty (60) 90 days after receipt of a written request from the Administrative Agent in which the Administrative Agent describes in reasonable detail the basis for such requestbelief, at the expense of the BorrowerAYE’s expense, an a Phase I environmental site assessment report for any Specified Real Estate the properties described in such request, request prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or AYE Refinancing Credit Agreement 72 absence of Hazardous Materials and the estimated cost of any legally required compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without . Without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may may, at the time following the forty-fifth day after the request of the Administrative Agent, retain an environmental consulting firm to prepare such report at the expense of the BorrowerAYE, and such Loan Party AYE hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent from time to time if once a year or whenever the Administrative Agent reasonably suspects believes there is a material risk or whenever there is an acquisition or sale of property, and, in any event, during the presence continuance of any Hazardous Materials on any property an Event of the Borrower or its SubsidiariesDefault, provide to the Administrative Agent Lender Parties within sixty (60) 60 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate of its or its Subsidiaries' properties described in such request, prepared by a nationally recognized an environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request request, to the Administrative Agent, the Lender Parties, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

Preparation of Environmental Reports. At the request of the Administrative Agent Required Lenders from time to time if upon the Administrative Agent reasonably suspects the presence occurrence of any release of Hazardous Materials on or other event governed by Environmental Law that could reasonably be expected to materially impair the interests of the Secured Parties in any material property of the Borrower or its SubsidiariesLoan Parties, provide to the Administrative Agent Lenders within sixty (60) 90 days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in of such requestproperties, prepared by a nationally recognized environmental consulting firm (or other an environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party the Borrower hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, the Lenders, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.