Procedures for Environmental Claims Sample Clauses

Procedures for Environmental Claims. If any indemnified party receives written notice of the commencement of any action or proceeding or the assertion of any claim by a third party or the imposition of any penalty or assessment of or which indemnity may be sought under Section 6.15A(a) (a “Third Party Environmental Claim”) and such indemnified party intends to seek indemnity pursuant to Section 6.15A(a), such indemnified party shall promptly provide RARE with notice of such Third Party Environmental Claim (provided that any delay in providing such notice shall not affect the indemnification obligations of RARE pursuant to Section 6.15A(a), except to the extent RARE demonstrates that such delay prejudiced RARE’s ability to successfully defend the matter giving rise to the claim). RARE shall, upon acknowledgment of its obligation to indemnify the indemnified party, be entitled to participate in or, at its option, assume the defense or settlement of such Third Party Environmental Claim. The defense or settlement shall be conducted through counsel selected by RARE in connection therewith. RARE shall not settle any Third Party Environmental Claim without the indemnified party’s prior written consent, which consent shall not be unreasonably conditioned, delayed or withheld; provided that if such a settlement is solely for monetary relief to be paid in full by Sellers, no consent of any indemnified party shall be required. In the event that a Third Party Environmental Claim results in remedial actions indemnified by RARE under this Section 6.15A, Purchaser shall employ cost-effective remedial measures consistent with the current use of the Real Property at issue, in each case to the extent permitted by Environmental Law.
Sample 1
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Procedures for Environmental Claims. In addition to, and not by way of limitation of, the procedures set forth in Section 9.03 (which shall be deemed superseded to the extent inconsistent herewith) regarding indemnification for third party claims, Buyer shall provide notice to and consult with Seller before incurring costs for which indemnification for breach of any representations and warranties of Seller under Section 2.20 is provided hereunder, except for reasonable costs of investigating any such matter. Such notice shall include a report from an environmental consulting firm briefly describing the condition which is the subject of Buyer's notice and an evaluation of and recommendation on the scope of any further investigation, clean-up or other remediation proposed with respect to the condition. Within 30 days after Buyer's notice, Buyer will meet with Seller to discuss the proposed actions, PROVIDED, HOWEVER, that no such notice shall preclude Buyer from proposing further actions, and PROVIDED, further, that it shall not be a condition to any claim for Losses under Section 9.01 for breach of any representations and warranties of Seller under Section 2.20 that Seller has consented to such actions. Any claim for indemnification under Section 9.01 for breach of any representations and warranties of Seller under Section 2.20 must be made by notice to Seller within the applicable time period specified in Section 8.01.
Sample 1
Procedures for Environmental Claims. As to any indemnification claim under Article XI related to an Environmental Liability or an alleged breach of any representation or warranty obtained in Section 3.15 or otherwise involving the conduct of a Remedial Action, the following provisions shall apply (in addition to Sections 11.4 and 11.5, where applicable, it being understood and agreed that any inconsistencies between Section 11.4 and this Section 11.6 shall be resolved in favor of this Section 11.6):
Sample 1

Related to Procedures for Environmental Claims

  • Environmental Claims Each Obligor shall inform the Facility Agent, in writing as soon as reasonably practical upon becoming aware of the same:

  • Litigation, Environmental and Labor Matters (a) There are no actions, suits, proceedings or investigations by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any of its Subsidiaries (i) as to which there is a reasonable possibility of an adverse determination and that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect or (ii) that involve this Agreement or the Transactions.

  • Responsibility for Environmental Contamination 5.20.1 Neither Party shall be liable to the other for any costs whatsoever resulting from the presence or release of any Environmental Hazard that either Party did not introduce to the affected Work Location. Both Parties shall defend and hold harmless the other, its officers, directors and employees from and against any losses, damages, claims, demands, suits, liabilities, fines, penalties and expenses (including reasonable attorneys' fees) that arise out of or result from (i) any Environmental Hazard that the Indemnifying Party, its contractors or agents introduce to the Work Locations or (ii) the presence or release of any Environmental Hazard for which the Indemnifying Party is responsible under Applicable Law.

  • Grievance Procedures The AGENCY agrees to establish a formal written grievance process with procedures through which clients and recipients of services may present grievances to the governing authority of the AGENCY regarding services being provided under this Contract. Additionally, the AGENCY agrees to establish fair hearing procedures that ensure all persons will be advised of their rights to a fair hearing to appeal a denial or exclusion from services and/or the failure of staff to take into account the individual’s choice of service. The AGENCY’S internal grievance procedure must document and include, at a minimum, the following: date of grievance, a written response to the applicant sent within thirty (30) days, and the opportunity for the applicant to meet with the AGENCY Executive Director or designee. Upon request by the COUNTY, the AGENCY shall provide a written report as to the grievance outcome within five (5) normal COUNTY working days. The AGENCY will maintain these documents on file for review by the COUNTY.

  • Environmental Claim The receipt from any Governmental Authority or other Person of any notice of violation, claim, demand, abatement, order or other order or direction (conditional or otherwise) for any damage, including personal injury (including sickness, disease or death), tangible or intangible property damage, contribution, indemnity, indirect or consequential damages, damage to the environment, pollution, contamination or other adverse effects on the environment, removal, cleanup or remedial action or for fines, penalties or restrictions, resulting from or based upon (i) the existence or occurrence, or the alleged existence or occurrence, of a Hazardous Substance Activity on any Mortgaged Property in violation of any law or (ii) the violation, or alleged violation, of any Hazardous Materials Laws in connection with any Mortgaged Property or any of the other assets of Borrower;

  • Environmental Notices The Borrower shall furnish to the Banks and the Agent prompt written notice of all Environmental Liabilities, pending, threatened or anticipated Environmental Proceedings, Environmental Notices, Environmental Judgments and Orders, and Environmental Releases at, on, in, under or in any way affecting the Properties or any adjacent property, and all facts, events, or conditions that could lead to any of the foregoing.

  • Grievance Investigations Where an employee has asked or is obliged to be represented by the Institute in relation to the presentation of a grievance and an employee acting on behalf of the Institute wishes to discuss the grievance with that employee, the employee and the representative of the employee will, where operational requirements permit, be given reasonable leave with pay for this purpose when the discussion takes place in the headquarters area of such employee and leave without pay when it takes place outside the headquarters area of such employee.

  • COMPLAINT AND GRIEVANCE PROCEDURE 1. When a member has any grievance or complaint, he shall forthwith convey to his immediate superior, orally or in writing, all facts relative to the grievance and/or complaint. The member and the superior shall make every attempt to resolve the problem at this preliminary stage.

  • Grievance Resolution If a grievance is resolved at Step 2 or 3 in the procedure as provided herein, the grievant concerned shall indicate acceptance of the resolution by affixing his/her signature in the appropriate space indicated. If the employee has been represented by the Union at the Step of the procedure at which a resolution is reached, the Union representative shall also sign the appropriate document acknowledging that the employee has accepted the resolution. Decisions on grievances where an employee represents him/herself shall not be considered precedent setting or binding with regard to any future grievances filed with respect to the same or similar matters.

  • Environmental and Safety Matters Except as would not have a Material Adverse Effect:

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