Asbestos. Mortgagor shall not install nor permit to be installed in the Mortgaged Property asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be present in the Mortgaged Property at any time during the operation of this Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgage.
Appears in 5 contracts
Samples: Mortgage, Assignment of Leases, Security Agreement and Fixture Filing (Blue Steel Capital Corp), Mortgage, Assignment of Leases, Security Agreement and Fixture Filing (Blue Steel Capital Corp), Mortgage, Assignment of Leases, Security Agreement and Fixture Filing (Blue Steel Capital Corp)
Asbestos. Mortgagor (a) Grantor represents and warrants that after due inquiry and investigation, no asbestos or any substance containing asbestos (collectively, “Asbestos”) is located on the Property. Grantor shall not install in the Property, nor permit to be installed in the Mortgaged Property asbestos or Property, Asbestos and shall remove any asbestos-containing material (collectivelyAsbestos promptly upon discovery to the satisfaction of Beneficiary, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACMat Borrower’s sole expense. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be present in the Mortgaged Property Upon Beneficiary’s request, at any time during and from time to time, Grantor shall provide, at Borrower’s sole expense, an inspection or audit of the operation Property prepared by an engineering or consulting firm approved by Beneficiary, indicating the presence or absence of this Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon Asbestos on the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition Property. If Grantor fails to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary provide such inspection or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due audit within ten thirty (1030) days after demand such request, Beneficiary may order such inspection or audit. The cost of such inspection or audit shall be paid by Borrower and payable by Mortgagor added to the principal balance of the sums due under the Note and this Deed of Trust, and shall bear interest thereafter until paid at the Default Rate. Mortgagor The obligations and liabilities of Grantor under this Section shall provide survive any termination, satisfaction, or assignment of this Deed of Trust and the exercise by Beneficiary of any of its rights or remedies thereunder, including, but not limited to, the acquisition of the Property by foreclosure or a conveyance in lieu of foreclosure.
(b) Grantor shall, subject to Mortgagee Beneficiary’s reasonable approval, develop an operations and its agents and employees reasonable access maintenance plan for the Property with respect to the Mortgaged Property presence of Asbestos in the Improvements (the “O&M Plan”) if applicable. If applicable, Grantor shall comply in all respects with the terms and hereby specifically grants conditions of the O&M Plan. Unless required by Environmental Laws, Grantor shall not modify or amend the O&M Plan, if applicable, without Beneficiary’s prior written consent.
(c) Grantor shall not remove, disturb, encapsulate or otherwise remediate any Asbestos in the Improvements except in compliance with the O&M Plan and all Environmental Laws. If Grantor makes any alterations or modifications to Mortgagee a license the Improvements that would disturb or expose any Asbestos in the Improvements or cause any of such Asbestos to become friable, Grantor shall remove or encapsulate such ACM Asbestos in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than before allowing occupancy of such loss, cost, damage space or expense, if any, opening such space to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgagepublic.
Appears in 3 contracts
Samples: Deed of Trust, Leasehold Deed of Trust, Assignment of Leases and Profits, Security Agreement and Fixture Filing (Innkeepers Usa Trust/Fl), Deed of Trust, Leasehold Deed of Trust, Assignment of Leases and Profits, Security Agreement and Fixture Filing (Innkeepers Usa Trust/Fl), Deed of Trust, Leasehold Deed of Trust, Assignment of Leases and Profits, Security Agreement and Fixture Filing (Innkeepers Usa Trust/Fl)
Asbestos. The Mortgagor shall not install nor permit to be -------- installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall comply promptly either (A) remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply, in all material respects, with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to eliminate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present law, regulations or orders and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate the Mortgagor shall provide to comply with any the Mortgagee and all applicable present its agents and future Environmental Lawsemployees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and the other Secured Parties harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the other Secured Parties may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and subcontractors in performing any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 3 contracts
Samples: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Raceland Truck Plaza & Casino LLC), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Raceland Truck Plaza & Casino LLC), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Raceland Truck Plaza & Casino LLC)
Asbestos. (a) Mortgagor represents and warrants that, to the actual knowledge of Mortgagor, there is no friable asbestos or any material containing asbestos and deemed hazardous by federal, state or local laws, rules, regulations or orders respecting such material (“Asbestos”) on the Property.
(b) Mortgagor shall not install nor or permit to be installed Asbestos in the Mortgaged Property asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACMProperty. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Lawssuch federal, all state or local laws, rules, regulations or orders at Mortgagor's ’s sole cost and expense Upon the occurrence and during the continuation of expense. If Mortgagor shall fail to comply with any such law, rule, regulation or order such failure shall constitute an Event of Default.
(c) Mortgagor (x) shall protect, Mortgagee maydefend, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' ’ fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee or the Property of any claim relating to (i) the presence or removal of any ACM and any removal asbestos or encapsulation thereof asbestos containing substance, including, without limitation, the cost of such removal, or (ii) compliance with any federal, state or local laws, rules, regulations or orders relating thereto, and (y) guarantees to Mortgagee the payment of all applicable present costs and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely expenses which may be incurred by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act Asbestos remedial action not performed (or exercising its remedies caused to be performed) by Mortgagor as required under this Mortgage.
(d) The obligations and liabilities of Mortgagor under this Section 6.18 shall survive any entry of a judgment of foreclosure or the delivery of a deed in lieu of foreclosure of this Mortgage.
Appears in 2 contracts
Samples: Mortgage and Security Agreement (American Leisure Holdings, Inc.), Mortgage and Security Agreement (American Leisure Holdings, Inc.)
Asbestos. The Mortgagor shall not install nor permit to be -------- installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all --- material respects, with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall comply promptly either (A) remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply, in all material respects, with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to eliminate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present law, regulations or orders and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate the Mortgagor shall provide to comply with any the Mortgagee and all applicable present its agents and future Environmental Lawsemployees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and the other Secured Parties harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the other Secured Parties may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and subcontractors in performing any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 2 contracts
Samples: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Raceland Truck Plaza & Casino LLC), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Raceland Truck Plaza & Casino LLC)
Asbestos. The Mortgagor shall not install nor permit to be -------- installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-asbestos- containing material (collectively, "ACM") except in compliance with any all --- applicable Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall promptly either (A) remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply in all material respects with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever take reasonable or necessary steps it deems reasonably necessary to eliminate such ACM from the Mortgaged Property or appropriate to otherwise comply with any applicable law, regulations or orders and all applicable present the Mortgagor shall provide to the Mortgagee and future Environmental Lawsits agents and employees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and each Lender harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements and the allocated costs of staff counsel) that the Mortgagee or such Lender may sustain sustain, by reason of the assertion against the Mortgagee or such Lender by any third party of a claim as a result of the presence of any ACM and any removal or encapsulation thereof to the extent required by applicable Environmental Laws or compliance with any and all applicable present Environmental Laws. The foregoing indemnification shall survive repayment of all Secured Obligations and future Environmental Laws other than such loss, cost, damage any release or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgageassignment hereof.
Appears in 2 contracts
Samples: Mortgage Agreement (Applied Power Inc), Term Loan & Revolving Credit Mortgage (Applied Power Inc)
Asbestos. Mortgagor (a) Borrower represents and warrants that, to the best of Borrower's knowledge, after due inquiry and investigation, and except as disclosed in the environmental audits of the Mortgaged Property furnished to Lender in connection with the Loan, no asbestos or any substance containing asbestos (collectively, "Asbestos") is located on the Mortgaged Property. Borrower shall not install in the Mortgaged Property, nor permit to be installed in the Mortgaged Property asbestos Property, Asbestos and shall remove any Asbestos promptly upon discovery to the satisfaction of Lender, at Borrower's sole expense. Upon Lender's request, at any time and from time to time (but in no event more frequently than once in any three-year period or any asbestos-containing material (collectivelymore frequently if specific facts and circumstances reasonably dictate, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos otherwise at Lender's election but at Lender's expense), Borrower shall provide, at Borrower's sole expense, an inspection or asbestos-containing materials regulated under any Environmental Law) discovered to be present in audit of the Mortgaged Property at any time during prepared by an engineering or consulting firm approved by Lender, indicating the operation presence or absence of this Asbestos on the Mortgaged Property. If Borrower fails to provide such inspection or audit within 30 days after such request, Lender may order such inspection or audit. The cost of such inspection or audit shall be paid by Borrower and added to the principal balance of the sums due under the Note and the Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest thereafter until paid at the Default Rate. Mortgagor shall provide The obligations and liabilities of Borrower under this Section which relate to Mortgagee and its agents and employees reasonable access to conditions created or arising during Borrower's ownership of the Mortgaged Property and hereby specifically grants prior to Mortgagee Lender's taking possession of the Mortgaged Property shall survive any termination, satisfaction, or assignment of the Mortgage and the exercise by Lender of any of its rights or remedies thereunder, including but not limited to, the acquisition of the Mortgaged Property by foreclosure or a license conveyance in lieu of foreclosure.
(b) Borrower has developed an operations and maintenance plan (the "O&M Plan") for the Mortgaged Property with respect to the presence of Asbestos in the Improvements. Borrower covenants and agrees that it shall comply in all respects with the terms and conditions of the O&M Plan. Borrower shall not modify or amend the O&M Plan without Lender's prior written consent unless required by Environmental Laws. Borrower shall not remove, disturb or encapsulate or otherwise remediate the Asbestos in the Improvements except in compliance with all Environmental Laws. If Borrower makes any alterations or modifications to the Improvements that would disturb or expose any Asbestos in the Improvements or cause any of such Asbestos to become friable, Borrower shall remove or encapsulate such ACM Asbestos in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than before allowing occupancy of such loss, cost, damage space or expense, if any, opening such space to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgagepublic.
Appears in 2 contracts
Samples: Loan Agreement (Servico Market Center Inc), Loan Agreement (Servico Market Center Inc)
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "“ACM"”) except in compliance compliance, in all material respects, with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall comply promptly either (A) remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's ’s sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply, in all material respects, with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to eliminate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present law, regulations or orders and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate the Mortgagor shall provide to comply with any the Mortgagee and all applicable present its agents and future Environmental Lawsemployees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and the other Secured Parties harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' ’ and consultants' fees’ fees and disbursements) that the Mortgagee or the other Secured Parties may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and subcontractors in performing any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 2 contracts
Samples: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Jacobs Entertainment Inc), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Jacobs Entertainment Inc)
Asbestos. Mortgagor shall not install nor permit to be installed represents and warrants that, except as otherwise disclosed in that certain asbestos survey (the Mortgaged Property asbestos or any asbestos-containing material (collectively, "ACMAsbestos Survey") except delivered by Mortgagor to Mortgagee in compliance connection with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be present in the Mortgaged Property at any time during the operation origination of this Mortgage, to the best of Mortgagor's knowledge, after due inquiry and investigation, there is no asbestos or material containing asbestos ("Asbestos") on the Mortgaged Property, and that no owner or occupant nor to the best of Mortgagor's knowledge, any prior owner or occupant of the Mortgaged Property has received any notice or advice from any governmental agency or any source whatsoever with respect to Asbestos on, affecting or installed on the Mortgaged Property. Mortgagor covenants that, except as otherwise disclosed in the Asbestos Survey, the Mortgaged Property shall be kept free of Asbestos, and neither Mortgagor nor any occupant of the Mortgaged Property shall install, or permit to be installed, Asbestos on the Mortgaged Property. Mortgagor shall comply in with, and ensure compliance by all material respects with any and occupants of the Mortgaged Property with, all applicable present federal, state and future Environmental Lawslocal laws, all at Mortgagor's sole cost ordinances, rules and expense Upon the occurrence and during the continuation of an Event of Defaultregulations with respect to Asbestos, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at keep the Default RateMortgaged Property free and clear of any liens imposed pursuant to such laws, ordinances, rules or regulations. In the event that Mortgagor receives any notice or advice from any governmental agency or any source whatsoever with respect to Asbestos on, affecting or installed on the Mortgaged Property, Mortgagor shall immediately notify Mortgagee. Mortgagor shall provide conduct and complete all investigations, studies, sampling, and testing, and all remedial actions necessary to Mortgagee manage and its agents and employees reasonable access to remove all Asbestos from the Mortgaged Property in accordance with all applicable federal, state and hereby specifically grants to Mortgagee local laws, ordinances, rules and regulations. The obligations and liabilities of Mortgagor under this paragraph 35 shall survive any entry of a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; providedjudgment of foreclosure, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result the sale of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, Mortgaged Property pursuant to the extent it is caused solely by the gross negligence exercise of a power of sale, or willful misconduct delivery of Mortgagee or its agents, contractors and subcontractors a deed in performing any act or exercising its remedies under lieu of foreclosure of this Mortgage.
Appears in 2 contracts
Samples: First Mortgage and Security Agreement (Century Properties Fund Xvi), First Mortgage and Security Agreement (Century Properties Fund Xii)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Premises friable asbestos or any asbestos-substance containing asbestos and deemed hazardous by any Legal Requirement respecting such material, or any other building material (collectivelydeemed to be harmful, "ACM") except in compliance hazardous or injurious by relevant Legal Requirements and with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at Premises shall promptly either (a) remove any time during the operation of this Mortgagematerial which such Legal Requirements deem harmful, Mortgagor shall hazardous or injurious and require to be removed or (b) otherwise comply in all material respects with any and all applicable present and future Environmental Lawssuch Legal Requirements, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of expense. If Mortgagor shall fail to so remove or otherwise comply, Mortgagee may declare an Event of Default, Mortgagee may, but shall not be obligated to, in addition Default and/or do whatever is necessary to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary eliminate such substances from the Premises or appropriate to otherwise comply with any the applicable Legal Requirement, and all applicable present and future Environmental Laws. Any the costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear thereof, with interest at the Default Rate, shall be immediately due from Mortgagor to Mortgagee. Mortgagor shall provide to give Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license Premises to remove such asbestos or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensesubstances. Mortgagor shall indemnify defend, indemnify, and hold save Mortgagee harmless from and against all loss, costcosts, damage damages and expense (including, without limitation, reasonable including attorneys' fees and consultants' feescosts and consequential damages) that asserted or proven against Mortgagee may sustain by any party, as a result of the presence of any ACM and such substances or any removal or encapsulation thereof or compliance with such Legal Requirements. The foregoing indemnification shall survive repayment of the Note, notwithstanding the delivery of any and all applicable present and future Environmental Laws other than such losssatisfaction, costrelease or release deed, damage discharge or expensedeed of reconveyance, if any, to or the extent it is caused solely assignment of this Mortgage by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this MortgageMortgagee.
Appears in 2 contracts
Samples: Mortgage (Glimcher Realty Trust), Mortgage (Glimcher Realty Trust)
Asbestos. Mortgagor Grantor shall not install nor permit to be installed -------- in or removed from the Mortgaged Property Premises, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance in all material respects with any all Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at Premises, Grantor shall promptly either (i) remove or encapsulate any time during the operation of this Mortgage, Mortgagor shall ACM which such Environmental Laws require to be removed or encapsulated or (ii) otherwise comply in all material respects with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at MortgagorGrantor's sole cost and expense Upon the occurrence and during the continuation of an Event of Defaultexpense. If Grantor shall fail to so remove or encapsulate any ACM or otherwise comply in all material respects with such Environmental Laws, Mortgagee Beneficiary may, but shall not be obligated to, upon 30 days notice to Grantor in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, take whatever steps it deems reasonably necessary to eliminate or appropriate encapsulate any ACM from the Mortgaged Premises or otherwise comply in all material respects with Environmental Laws and Grantor shall provide to comply with any Beneficiary and all applicable present its agents and future Environmental Lawsemployees access upon reasonable notice and during business hours to the Mortgaged Premises for such purpose. Any reasonable costs or expenses reasonably incurred by Mortgagee Beneficiary for such purpose shall be immediately due within ten (10) days after demand and payable by Mortgagor Grantor and if not paid within 15 days after demand, shall bear interest at the Default Involuntary Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor Grantor shall indemnify and hold Mortgagee Trustee, Beneficiary and each Bank harmless from and against all loss, cost, damage (including, without limitation, consequential damages) and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements and the allocated costs of staff counsel) that Mortgagee Trustee, Beneficiary or such Bank may sustain sustain, as a result of the presence of any ACM in or upon the Mortgaged Premises and any removal or encapsulation thereof or compliance in all material respects with any and all applicable present and future Environmental Laws other than such loss, cost, damage relating to ACM in or expense, if any, upon the Mortgaged Premises except those finally judicially determined to have been incurred by reason of the extent it is caused solely by the willful misconduct or gross negligence of Trustee, Beneficiary or willful misconduct such Bank. The foregoing indemnification shall survive repayment of Mortgagee all Obligations and any release or its agents, contractors and subcontractors in performing any act or exercising its remedies under assignment of this MortgageDeed of Trust.
Appears in 2 contracts
Samples: Deed of Trust (Coinmach Laundry Corp), Deed of Trust (Coinmach Corp)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Premises friable asbestos or any asbestos-substance containing asbestos and deemed hazardous by any Legal Requirement respecting such material, or any other building material (collectivelydeemed to be harmful, "ACM") except in compliance hazardous or injurious by relevant Legal Requirements and with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at Premises shall promptly either (a) remove any time during the operation of this Mortgagematerial which such Legal Requirements deem harmful, Mortgagor shall hazardous or injurious and require to be removed or (b) otherwise comply in all material respects with any and all applicable present and future Environmental Lawssuch Legal Requirements, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of expense. If Mortgagor shall fail to so remove or otherwise comply, Mortgagee may declare an Event of Default, Mortgagee may, but shall not be obligated to, in addition Default with respect to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, the Securities of all series and/or do whatever steps it deems reasonably is necessary to eliminate such substances from the Premises or appropriate to otherwise comply with any the applicable Legal Requirement, and all applicable present and future Environmental Laws. Any the costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear thereof, with interest at the Default Rate, shall be immediately due from Mortgagor to Mortgagee and the same shall be added to the obligations and be secured by this Mortgage. Mortgagor shall provide to give Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license Premises to remove such asbestos or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensesubstances. Mortgagor shall indemnify defend, indemnify, and hold save Mortgagee harmless from and against all loss, costcosts, damage damages and expense (including, without limitation, reasonable including attorneys' fees and consultants' feescosts) that asserted or proven against Mortgagee may sustain by any party, as a result of the presence of any ACM and such substances or any removal or encapsulation thereof or compliance with such Legal Requirements. The foregoing indemnification shall be a recourse obligation of Mortgagor and shall survive repayment of the Secured Obligations, notwithstanding any and all applicable present and future Environmental Laws other than such loss, cost, damage limitation on recourse that may be contained herein or expense, if any, to in any of the extent it is caused solely Security Documents or the delivery of any satisfaction or release or the assignment of this Mortgage by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this MortgageMortgagee.
Appears in 1 contract
Samples: Indenture (Bayou Steel Corp)
Asbestos. Mortgagor Grantor shall not install nor permit to be -------- installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at Property, Grantor shall promptly either (i) remove or encapsulate any time during the operation of this Mortgage, Mortgagor shall ACM which such Environmental Laws require to be removed or (ii) otherwise comply in all material respects with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at MortgagorGrantor's sole cost and expense Upon the occurrence and during the continuation of an Event of Defaultexpense. If Grantor shall fail to so remove or encapsulate any ACM or otherwise comply with such Environmental Laws, Mortgagee Beneficiary may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, take whatever steps it deems reasonably necessary or appropriate to remove or encapsulate any ACM from the Mortgaged Property or otherwise comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand , and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor Grantor shall provide to Mortgagee Beneficiary and its agents and employees reasonable access to the Mortgaged Property for such purpose. Any reasonable costs or expenses incurred by Beneficiary for such purpose shall be payable by Grantor immediately upon demand therefor and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. Mortgagor Grantor shall indemnify and hold Mortgagee Beneficiary and each Bank harmless from and against all loss, cost, damage (including, without limitation, consequential damages) and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements and the allocated costs of staff counsel) that Mortgagee Beneficiary or such Bank may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with Environmental Laws. The foregoing indemnification shall survive repayment of all Secured Obligations and any and all applicable present and future Environmental Laws other than release or assignment of this Deed to Secure Debt except with regard to any loss, cost, damage or expense arising from or relating to acts or omissions occurring after Beneficiary or any Bank takes possession of, uses, operates, manages, controls or sells the Mortgaged Property provided, however, that such exception shall apply only to the extent such loss, cost, damage or expense, if any, to the extent it is caused expense arises solely by from the gross negligence negligence, bad faith or willful misconduct of Mortgagee Beneficiary or its agents, contractors and subcontractors in performing any act Bank or exercising its remedies under this Mortgageof the agents of Beneficiary or any Bank.
Appears in 1 contract
Samples: Term Loan and Revolving Credit Agreement (Carson Products Co)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor’s expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' ’ fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this Paragraph 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgageParagraph 40 shall survive full payment of the Loan, a foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Leased Premises, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any all Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageLeased Premises, such Mortgagor shall comply promptly either (A) remove or encapsulate any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at such Mortgagor's sole cost and expense Upon expense. If such Mortgagor shall fail so to remove or encapsulate any ACM or otherwise comply, in all material respects, with such Environmental Laws, the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to remove or encapsulate any ACM from the Leased Premises or otherwise comply, in substantial compliance all material respects, with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary regulations or appropriate to comply with any orders and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to the Mortgagee and its agents and employees reasonable access to the Mortgaged Property Leased Premises for such purpose. Any reasonable costs or expenses incurred by the Mortgagee for such purpose shall be immediately due and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present payable by the Mortgagor and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. The Mortgagor shall indemnify and hold the Mortgagee and each Holder harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the Holders may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors respective employees or agents or is based upon acts or omissions subsequent to the Mortgagee's or Holders' (or either of their agent's or designees') taking of possession and subcontractors in performing control of the Mortgaged Property. The foregoing indemnification shall survive repayment of all Secured Obligations and any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 1 contract
Samples: Indenture (Trump Indiana Inc)
Asbestos. Mortgagor (a) Borrower represents and warrants that, to the best of Borrower's knowledge, after due inquiry and investigation, and except as disclosed in the environmental audits of the Mortgaged Property furnished to Lender in connection with the Loan, no asbestos or any substance containing asbestos (collectively, "Asbestos") is located on the Mortgaged Property. Borrower shall not install in the Mortgaged Property, nor permit to be installed in the Mortgaged Property asbestos Property, Asbestos and shall remove any Asbestos promptly upon discovery to the satisfaction of Lender, at Borrower's sole expense. Upon Lender's request, at any time and from time to time (but in no event more frequently than once in any three-year period or any asbestos-containing material (collectivelymore frequently if specific facts and circumstances reasonably dictate, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos otherwise at Lender's election but at Lender's expense), Borrower shall provide, at Borrower's sole expense, an inspection or asbestos-containing materials regulated under any Environmental Law) discovered to be present in audit of the Mortgaged Property at any time during prepared by an engineering or consulting firm approved by Lender, indicating the operation presence or absence of this Asbestos on the Mortgaged Property. If Borrower fails to provide such inspection or audit within 30 days after such request, Lender may order such inspection or audit The cost of such inspection or audit shall be paid by Borrower and added to the principal balance of the sums due under the Note and the Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest thereafter until paid at the Default Rate. Mortgagor shall provide The obligations and liabilities of Borrower under this Section which relate to Mortgagee and its agents and employees reasonable access to conditions created or arising during Borrower's ownership of the Mortgaged Property and hereby specifically grants prior to Mortgagee Lender's taking possession of the Mortgaged Property shall survive any termination, satisfaction, or assignment of the Mortgage and the exercise by Lender of any of its rights or remedies thereunder, including but not limited to, the acquisition of the Mortgaged Property by foreclosure or a license conveyance in lieu of foreclosure.
(b) Borrower has developed an operations and maintenance plan (the "O&M Plan") for the Mortgaged Property with respect to the presence of Asbestos in the Improvements. Borrower covenants and agrees that it shall comply in all respects with the terms and conditions of the O&M Plan. Borrower shall not modify or amend the O&M Plan without Lender's prior written consent unless required by Environmental Laws. Borrower shall not remove, disturb or encapsulate or otherwise remediate the Asbestos in the Improvements except in compliance with all Environmental Laws. If Borrower makes any alterations or modifications to the Improvements that would disturb or expose any Asbestos in the Improvements or cause any of such Asbestos to become friable, Borrower shall remove or encapsulate such ACM Asbestos in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than before allowing occupancy of such loss, cost, damage space or expense, if any, opening such space to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgagepublic.
Appears in 1 contract
Asbestos. Mortgagor Grantor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at Property, Grantor shall promptly either (i) remove or encapsulate any time during the operation of this Mortgage, Mortgagor shall ACM which such Environmental Laws require to be removed or (ii) otherwise comply in all material respects with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at MortgagorGrantor's sole cost and expense Upon the occurrence and during the continuation of an Event of Defaultexpense. If Grantor shall fail to so remove or encapsulate any ACM or otherwise comply with such Environmental Laws, Mortgagee Beneficiary may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, take whatever steps it deems reasonably necessary or appropriate to remove or encapsulate any ACM from the Mortgaged Property or otherwise comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand , and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor Grantor shall provide to Mortgagee Beneficiary and its agents and employees reasonable access to the Mortgaged Property for such purpose. Any reasonable costs or expenses incurred by Beneficiary for such purpose shall be payable by Grantor immediately upon demand therefor and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. Mortgagor Grantor shall indemnify and hold Mortgagee Beneficiary and each Bank harmless from and against all loss, cost, damage (including, without limitation, consequential damages) and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements and the allocated costs of staff counsel) that Mortgagee Beneficiary or such Bank may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with Environmental Laws. The foregoing indemnification shall survive repayment of all Secured Obligations and any and all applicable present and future Environmental Laws other than release or assignment of this Deed to Secure Debt except with regard to any loss, cost, damage or expense arising from or relating to acts or omissions occurring after Beneficiary or any Bank takes possession of, uses, operates, manages, controls or sells the Mortgaged Property provided, however, that such exception shall apply only to the extent such loss, cost, damage or expense, if any, to the extent it is caused expense arises solely by from the gross negligence negligence, bad faith or willful misconduct of Mortgagee Beneficiary or its agents, contractors and subcontractors in performing any act Bank or exercising its remedies under this Mortgageof the agents of Beneficiary or any Bank.
Appears in 1 contract
Samples: Credit Agreement (Carson Inc)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Premises friable asbestos or any asbestos-substance containing asbestos and deemed hazardous by any Legal Requirement respecting such material, or any other building material (collectivelydeemed to be harmful, "ACM") except in compliance hazardous or injurious by relevant Legal Requirements and with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at Premises shall promptly either (a) remove any time during the operation of this Mortgagematerial which such Legal Requirements deem harmful, Mortgagor shall hazardous or injurious and require to be removed or (b) otherwise comply in all material respects with any and all applicable present and future Environmental Lawssuch Legal Requirements, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of expense. If Mortgagor shall fail to so remove or otherwise comply, Mortgagee may declare an Event of Default, Mortgagee may, but shall not be obligated to, in addition Default and/or do whatever is necessary to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary eliminate such substances from the Premises or appropriate to otherwise comply with any the applicable Legal Requirement, and all applicable present and future Environmental Laws. Any the costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear thereof, with interest at the Default Rate, shall be immediately due from Mortgagor to Mortgagee. Mortgagor shall provide to give Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license Premises to remove such asbestos or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensesubstances. Mortgagor shall indemnify defend, indemnify, and hold save Mortgagee harmless from and against all loss, costcosts, damage damages and expense (including, without limitation, reasonable including attorneys' fees and consultants' feescosts and consequential damages) that asserted or proven against Mortgagee may sustain by any party, as a result of the presence of any ACM and such substances or any removal or encapsulation thereof or compliance with such Legal Requirements. The foregoing indemnification shall be a recourse obligation of Mortgagor and shall survive repayment of the Obligation, notwithstanding any and all applicable present and future Environmental Laws other than such losslimitation on recourse which may be contained herein or in any of the Loan Documents or the delivery of any satisfaction, costrelease or release deed, damage discharge or expensedeed of reconveyance, if any, to or the extent it is caused solely assignment of this Mortgage by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this MortgageMortgagee.
Appears in 1 contract
Asbestos. The Mortgagor shall not install nor permit to be -------- installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall comply promptly either (A) to the extent permitted by the Mortgaged Lease, remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply, in all material respects, with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to eliminate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present law, regulations or orders and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate the Mortgagor shall provide to comply with any the Mortgagee and all applicable present its agents and future Environmental Lawsemployees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and the other Secured Parties harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the other Secured Parties may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof from the Leased Premises by the Mortgagor or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and subcontractors in performing any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 1 contract
Asbestos. Mortgagor shall not install nor permit Certain construction materials used in this building have been identified as containing asbestos (hereinafter referred to be installed in the Mortgaged Property asbestos or any asbestos-containing material (collectively, as "ACM") except ). Those materials that have been identified as ACM are certain roofing materials, roof sealants, square vinyl floor tiles and linoleum and their mastic/glue. In order to preserve the air quality of the Building, Landlord has established, and from time to time may modify, rules and regulations governing the manner in compliance with any which alterations and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered improvements are to be present undertaken in the Mortgaged Property areas where ACMs are located. Tenant shall comply with all such rules and regulations established by Landlord. Landlord hereby specifically reserves the right of access for 35 42 inspection, repair, removal and/or abatement to all areas of the Premises where ACM in any form may be found or is suspected to exist at any time during the operation term hereof. If any governmental entity promulgates or advises a statute, ordinance, code or regulation, or imposes mandatory or voluntary controls or guidelines with respect to any ACMs in the Building, or if the Landlord is required or elects to make alterations to or to remove any ACMs in the Building, Landlord may in its sole discretion, comply with such mandatory or voluntary controls or guidelines or make such alterations or remove such ACMs. Neither such compliance, nor the making of this Mortgagealterations, Mortgagor nor the removal of all or a portion of any ACMs, shall comply in all material respects any event, entitle Tenant to any damages, relieve Tenant of the obligation to pay any sums due hereunder or perform any other of Tenant's obligations hereunder, or constitute or be construed as a constructive or other eviction of Tenant or interference with Tenant's right to quiet enjoyment of the Premises. To the extent that such compliance is necessitated by, or its cost is increased by, any act, error or omission of Tenant or Tenant's agents, employees, representatives or contractors, Tenant shall pay Landlord the cost, or increased cost of such compliance or alteration and all applicable present and future Environmental Laws, all at Mortgagor's sole such cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial included as an expense of building operations. In compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result Section 25915 of the presence of any ACM Health and any removal or encapsulation thereof or compliance Safety Code (Connxxxx Xxxx), xou are hereby provided with any a "Notice to Employees, Tenants and all applicable present Contractors" and future Environmental Laws other than "Asbestos Work Rules for Tenants & Contractors," attached hereto, respectively, as Exhibit "A" and Exhibit "B". In accordance with Proposition 65 and the regulations promulgated thereunder which require that persons subject to "environmental exposure" to certain designated chemicals, such lossas asbestos, costreceive warnings, damage or expenseyou are advised that: WARNING: THIS BUILDING CONTAINS ASBESTOS, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this MortgageA CHEMICAL KNOWN TO THE STATE OF CALIFORNIA TO CAUSE CANCER.
Appears in 1 contract
Samples: Standard Industrial Lease (Cepheid)
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any all Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, such Mortgagor shall comply promptly either (A) remove or encapsulate any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at such Mortgagor's sole cost and expense Upon expense. If such Mortgagor shall fail so to remove or encapsulate any ACM or otherwise comply, in all material respects, with such Environmental Laws, the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to remove or encapsulate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary regulations or appropriate to comply with any orders and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to the Mortgagee and its agents and employees reasonable access to the Mortgaged Property for such purpose. Any reasonable costs or expenses incurred by the Mortgagee for such purpose shall be immediately due and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present payable by the Mortgagor and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. The Mortgagor shall indemnify and hold the Mortgagee and each Holder harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the Holders may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors and subcontractors in performing any respective employees or agents or is based upon the act or exercising its remedies under this Mortgageomissions subsequent to the Mortgagee's or Holders' (or either of their agent's or designees') taking of possession and control of the Mortgaged Property. The foregoing indemnification shall survive repayment of all Secured Obligations and any release or assignment hereof.
Appears in 1 contract
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "“ACM"”) except in compliance compliance, in all material respects, with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during Property, the operation of this Mortgage, Mortgagor shall comply promptly either (A) to the extent permitted by the Mortgaged Lease, remove any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at the Mortgagor's ’s sole cost and expense Upon expense. If the occurrence and during Mortgagor shall fail so to remove any ACM or otherwise comply, in all material respects, with such laws or regulations, the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to eliminate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present law, regulations or orders and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate the Mortgagor shall provide to comply with any the Mortgagee and all applicable present its agents and future Environmental Lawsemployees access to the Mortgaged Property for such purpose. Any reasonable costs or expenses reasonably incurred by the Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by the Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. The Mortgagor shall indemnify and hold the Mortgagee and the other Secured Parties harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' ’ and consultants' fees’ fees and disbursements) that the Mortgagee or the other Secured Parties may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof from the Leasehold Premises by the Mortgagee or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its agents, contractors any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and subcontractors in performing any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 1 contract
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Leased Premises, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any all Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageLeased Premises, such Mortgagor shall comply promptly either (A) remove or encapsulate any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at such Mortgagor's sole cost and expense Upon expense. If such Mortgagor shall fail so to remove or encapsulate any ACM or otherwise comply, in all material respects, with such Environmental Laws, the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to remove or encapsulate any ACM from the Leased Premises or otherwise comply, in substantial compliance all material respects, with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary regulations or appropriate to comply with any orders and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to the Mortgagee and its agents and employees reasonable access to the Mortgaged Property Leased Premises for such purpose. Any reasonable costs or expenses incurred by the Mortgagee for such purpose shall be immediately due and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present payable by the Mortgagor and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. The Mortgagor shall indemnify and hold the Mortgagee and each Holder harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the Holders may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its respective employees or agents or is based upon acts or omissions subsequent to the Mortgagee's or the Holders' (or either of their agents, contractors ' or designees') taking possession and subcontractors in performing control of the Mortgaged Property. The foregoing indemnification shall survive repayment of all Secured Obligations and any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 1 contract
Samples: Indenture (Trump Indiana Inc)
Asbestos. The Mortgagor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance compliance, in all material respects, with any all Environmental Laws, and all applicable present and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, such Mortgagor shall comply promptly either (A) remove or encapsulate any ACM which such Environmental Laws require to be removed or (B) otherwise comply, in all material respects respects, with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at such Mortgagor's sole cost and expense Upon expense. If such Mortgagor shall fail so to remove or encapsulate any ACM or otherwise comply, in all material respects, with such Environmental Laws, the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, taketake reasonable or necessary steps to remove or encapsulate any ACM from the Mortgaged Property or otherwise comply, in substantial compliance all material respects, with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary regulations or appropriate to comply with any orders and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to the Mortgagee and its agents and employees reasonable access to the Mortgaged Property for such purpose. Any reasonable costs or expenses incurred by the Mortgagee for such purpose shall be immediately due and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present payable by the Mortgagor and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. The Mortgagor shall indemnify and hold the Mortgagee and each Holder harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements) that the Mortgagee or the Holders may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaws, cost, damage or expense, if any, except to the extent it is caused solely by arising from the gross negligence or willful misconduct of the Mortgagee or its respective employees or agents or is based upon acts or omissions subsequent to the Mortgagee's of the Holders' (or either of their agents, contractors ' or designees') taking of possession and subcontractors in performing control of the Mortgaged Property. The foregoing indemnification shall survive repayment of all Secured Obligations and any act release or exercising its remedies under this Mortgageassignment hereof.
Appears in 1 contract
Asbestos. Mortgagor Tenant shall have no obligation to "clean up", reimburse, release, indemnify, or defend Landlord with respect to any Hazardous Materials or wastes which Tenant, prior to and during the term of the Lease, (or other parties on the portion of the Premsises shown in Red on EXHIBIT B) did not install nor permit store, dispose, or transport in, use, or cause to be installed on the Property in the Mortgaged Property asbestos or any asbestos-containing material violation of applicable law. Tenant will be 100 percent liable and responsible for: (collectively, "ACM"i) except in compliance with any and all applicable present and "cleanup" of said toxic waste and/or Hazardous Materials contamination which Tenant, its agents, or its future Environmental Laws respecting ACM. With respect to any ACM subtenants and/or assignees, if any, (including friable or non-friable asbestos other parties on the portion of the Premises shown in Red on EXHIBIT B), does store, dispose, or asbestos-containing materials regulated under any Environmental Law) discovered transport in, use or cause to be present in on the Mortgaged Property at Property, and (ii) any time during the operation of this Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Lawsclaims by third parties resulting from such Hazardous Materials contamination. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor Tenant shall indemnify Landlord and hold Mortgagee Landlord harmless from any liabilities, demands, costs, expenses and against all lossdamages, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain attorney fees incurred as a result of the presence any claims resulting from such Hazardous Materials contamination. Tenant also agrees not to use or dispose of any ACM toxic waste or Hazardous Materials on the Property, except for normal office materials and any removal or encapsulation thereof or office cleaning materials, without first obtaining Landlord's written consent. In the event consent is granted by Landlord, Tenant agrees to complete compliance with any governmental regulations, and all applicable present prior to the termination of said Lease Tenant agrees to follow the proper closure procedures and future Environmental Laws other than such losswill obtain a clearance from the local fire department and/or the appropriate city agency. If Tenant uses Hazardous Materials, costTenant also agrees to install, damage or at Tenant's expense, if any, such toxic waste and/or Hazardous Materials monitoring devices as Landlord deems necessary. It is agreed that the Tenant's responsibilities related to toxic waste and Hazardous Materials will survive the extent it is caused solely by termination date of the gross negligence or willful misconduct Lease and that Landlord may obtain specific performance of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Tenant's responsibilities under this Mortgage.Paragraph 50. EXHIBIT B TO "CONSENT TO SUBLEASE" SUMMARY OF AMOUNTS/CONSIDERATION TO BE PAID BY SUBTENANT
Appears in 1 contract
Samples: Sublease Agreement (Integrated Telecom Express Inc/ Ca)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, Friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor's expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this PARAGRAPH 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgagePARAGRAPH 40 shall survive full payment of the Loan, entry of a judgment of foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor's expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this PARAGRAPH 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgagePARAGRAPH 40 shall survive full payment of the Loan, entry of a judgment of foreclosure or a deed in lieu of foreclosure.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (Dm Management Co /De/)
Asbestos. Mortgagor Grantor shall not install nor or permit to be installed in the Mortgaged Trust Property friable asbestos ("Asbestos") or any asbestos-substance containing material asbestos and defined as hazardous, dangerous or toxic by any Environmental Law (collectively, "ACM") except in compliance with ). If any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be Asbestos is currently present in the Mortgaged Trust Property Grantor shall promptly, at Grantor's discretion and expense, remove, contain or maintain it in accordance with applicable Environmental Law. Grantor shall comply with all Environmental Laws applicable to removal or maintenance of any time during ACM. If Grantor shall fail to comply with the operation foregoing covenants of this MortgageSection 18 within the period allowed under this Deed Of Trust, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, Beneficiary may (but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, ) do whatever steps it deems is reasonably necessary to remove, contain or appropriate maintain the Asbestos or ACM, following written notice to comply Grantor and expiration of 30 days after such written notice, and the costs thereof, with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred interest (to the fullest extent permitted by Mortgagee for such purpose law) at the rate then borne by the Securities, shall be immediately due within ten (10) days after demand from Grantor to Trustee or Beneficiary and payable the same shall be added to the Obligations and be secured by Mortgagor and shall bear interest at the Default Ratethis Deed Of Trust. Mortgagor shall provide to Mortgagee Grantor shall, upon receipt of written notice, give Beneficiary and its agents and employees reasonable access to the Mortgaged books and records of Grantor (except attorney-client privileged documents; provided that in the event such documents are withheld, Grantor shall provide Trustee and Beneficiary with adequate information concerning the issues of concern) and to the Trust Property to remove, contain or maintain the Asbestos or ACM or to permit Beneficiary to comply with all Environmental Laws. Grantor shall defend, indemnify, and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present save Trustee and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee Beneficiary harmless from and against all loss, costcosts, damage damages and expense (including, without limitation, reasonable including attorneys' fees and consultants' feescosts and consequential damages) that Mortgagee may sustain asserted or proven against Trustee or Beneficiary by any party, as a result of the presence or removal of any Asbestos or ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such lossLaw. Notwithstanding the foregoing provision, costGrantor shall have no obligation to indemnify Beneficiary or Trustee for liabilities, damage claims or expense, if any, damages to the extent it is caused solely by the resulting directly from Beneficiary's or Trustee's or their respective agents' or employees' willful misconduct or gross negligence or willful misconduct arising from acts, omissions or occurrences first and solely occurring after title to the Trust Property is conveyed to Beneficiary through foreclosure or delivery of Mortgagee a deed in lieu thereof and unrelated to Grantor's operations at the Trust Property. The foregoing indemnification shall be a recourse obligation of Grantor and shall survive repayment of the Obligations, notwithstanding any limitation on recourse which may be contained herein or its agentsin any of the Security Documents or the delivery of any satisfaction, contractors and subcontractors in performing any act release or exercising its remedies under release deed, discharge or deed of reconveyance, or the assignment of this MortgageDeed Of Trust by Trustee or Beneficiary.
Appears in 1 contract
Samples: Deed of Trust (New Cf&i Inc)
Asbestos. Mortgagor shall not install nor permit to be installed in the Mortgaged Property asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, Mortgagor shall comply in all material substantial respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense expense. Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgage.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases, Security Agreement and Fixture Filing (Rti Capital Corp)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Premises friable asbestos or any asbestos-substance containing asbestos and deemed hazardous by any Legal Requirement respecting such material, or any other building material (collectivelydeemed to be harmful, "ACM") except in compliance hazardous or injurious by relevant Legal Requirements and with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at Premises shall promptly either (a) remove any time during the operation of this Mortgagematerial which such Legal Requirements deem harmful, Mortgagor shall hazardous or injurious and require to be removed or (b) otherwise comply in all material respects with any and all applicable present and future Environmental Lawssuch Legal Requirements, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of expense. If Mortgagor shall fail to so remove or otherwise comply, Mortgagee may declare an Event of Default, Mortgagee may, but shall not be obligated to, in addition Default and/or do whatever is necessary to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary eliminate such substances from the Premises or appropriate to otherwise comply with any the applicable Legal Requirement, and all applicable present and future Environmental Laws. Any the costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear thereof, with interest at the Default Rate, shall be immediately due from Mortgagor to Mortgagee. Mortgagor shall provide to give Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license Premises to remove such asbestos or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensesubstances. Mortgagor shall indemnify defend, indemnify, and hold save Mortgagee harmless from and against all loss, costcosts, damage damages and expense (including, without limitation, reasonable including attorneys' fees and consultants' feescosts and consequential damages) that asserted or proven against Mortgagee may sustain by any party, as a result of the presence of any ACM and such substances or any removal or encapsulation thereof or compliance with such Legal Requirements. The foregoing indemnification shall be a recourse obligation of Mortgagor and shall survive repayment of the Note, or the delivery of any and all applicable present and future Environmental Laws other than such losssatisfaction, costrelease or release deed, damage discharge or expensedeed of reconveyance, if any, to or the extent it is caused solely assignment of this Mortgage by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this MortgageMortgagee.
Appears in 1 contract
Samples: Mortgage (Astrex Inc)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor's expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders - 43 - Loan No. 6518370 relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this PARAGRAPH 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgagePARAGRAPH 40 shall survive full payment of the Loan, entry of a judgment of foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Samples: Mortgage (Inland Western Retail Real Estate Trust Inc)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor’s expense, shall promptly comply with and shall use commercially reasonable efforts to cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' ’ fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this Paragraph 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgageParagraph 40 shall survive full payment of the Loan, a foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (FSP 303 East Wacker Drive Corp.)
Asbestos. Mortgagor shall not install nor permit to be installed in the Mortgaged Property friable asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACMsuch material. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, except with respect to matters which would not have a Material Adverse Effect, Mortgagor shall comply in with all material respects with any and all federal, state or local laws, regulations or orders applicable present and future Environmental Lawsto ACM located on the Chlor Alkali Plant, all at Mortgagor's sole cost and expense Upon the occurrence and expense. If Mortgagor shall fail so to comply with such laws or regulations, Mortgagee may (upon receipt of an indemnity satisfactory to Mortgagee) during the continuation continuance of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever take those steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Lawslaw, regulations or orders. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Note Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license upon reasonable prior notice to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental LawLaw as provided for above; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such license. Mortgagor shall indemnify and hold Mortgagee the Secured Party harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' and consultants' fees) that Mortgagee may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgage.,
Appears in 1 contract
Asbestos. Neither Mortgagor nor Guarantor shall not install nor or permit to -------- be installed in on the Mortgaged Property friable asbestos or any asbestos-substance containing material (collectivelyasbestos and deemed hazardous by federal, "ACM") except in compliance with any and all applicable present and future Environmental Laws state or local laws, rules, regulations or orders respecting ACMsuch material. With respect to any ACM (including friable such material currently present on the Property, Mortgagor and/or Guarantor shall promptly comply with such federal, state or local laws, rules, regulations or orders at Mortgagor's and/or Guarantor's expense. If Mortgagor or Guarantor shall fail to comply, Mortgagee may declare this Mortgage to be in default. In addition, Mortgagor hereby grants Mortgagee and its employees and agents an irrevocable and non-exclusive license subject to the rights of tenants, at all reasonable times and upon reasonable notice, to enter the Property to inspect, and (upon the expiration of the applicable cure period under this Mortgage) conduct testing and remove friable asbestos or asbestos-substances containing materials regulated under any Environmental Law) discovered to be present in the Mortgaged Property at any time during the operation asbestos and deemed hazardous by federal, state or local laws, rules, regulations or orders respecting such material. The costs of this Mortgagesuch inspection, Mortgagor testing and removal shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be immediately become due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebe secured by this Mortgage. Mortgagor and Guarantor, jointly and severally, shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, costliability, damage damage, claim, judgment, cost and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with
(i) the assertion against Mortgagee of any claim relating to the presence or removal of any ACM and any removal asbestos substance referred to in this PARAGRAPH 2.17.B., ------------------ or encapsulation thereof or (ii) compliance with any and all applicable present and future Environmental Laws other than such lossfederal, coststate or local laws, damage rules, regulations or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgageorders relating thereto.
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (Overseas Partners LTD)
Asbestos. Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor's expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this PARAGRAPH 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgagePARAGRAPH 40 shall survive full payment of the Loan, a foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Asbestos. Mortgagor Trustor shall not install nor or permit to be installed in the Mortgaged Property Trust Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including such material currently present in the Trust Property, Trustor, at Trustor's expense, shall promptly comply with and shall cause all occupants of the Trust Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable or non-asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos-asbestos containing materials regulated under any Environmental Law) material is discovered at the Trust Property, Trustor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant reasonably acceptable to be present in Beneficiary describing the Mortgaged Property form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Trustor shall promptly comply at any time during the operation of this Mortgage, Mortgagor shall comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon the occurrence and during the continuation of an Event of Default, Mortgagee may, but shall not be obligated to, with those recommendations contained in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever steps it deems reasonably such report which are necessary or appropriate to comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate any asbestos which in the opinion of such ACM in substantial engineer or consultant is, or is reasonably likely to become, friable or otherwise to bring the Trust Property into compliance with any applicable present federal, state and future Environmental Law if Mortgagor fails local laws, rules and regulations, with such compliance to do so be performed in accordance with all applicable federal, state and removal or encapsulation is required under any applicable present local laws, statutes, rules and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor Trustor shall indemnify Beneficiary and hold Mortgagee Beneficiary harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee Beneficiary may sustain incur as a result of or in connection with the assertion against Beneficiary (whether as beneficiary of the Deed of Trust, as mortgagee in possession, or as owner of the Trust Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this Paragraph, or compliance with any and all applicable present and future Environmental Laws other than such lossfederal, coststate or local laws, damage rules, regulations or expenseorders relating thereto; provided, however, that this indemnity shall not apply if any, to Trustor can prove that (i) the extent it is contamination of the Trust Property was caused solely by actions, conditions or events that occurred after the gross negligence date that the Beneficiary (or willful misconduct purchaser as foreclosure sale) actually acquired title to the Trust Property and (ii) the contamination was not cause by the actions of Mortgagee or its agents, contractors the Trustor. The obligations and subcontractors in performing any act or exercising its remedies liabilities of Trustor under this MortgageParagraph shall survive full payment of the Loan, entry of a judgment of foreclosure or a deed in lieu of foreclosure.
Appears in 1 contract
Asbestos. As long as the Loan is outstanding, Mortgagor shall not install nor or permit to be installed in the Mortgaged Property Property, friable asbestos or any substance containing asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property, Mortgagor, at Mortgagor's expense, shall promptly comply with and shall cause all occupants of the Mortgaged Property to comply with all present and future applicable federal, state or local laws, rules, regulations or orders relating to asbestos, friable asbestos and asbestos containing materials. In the event any asbestos, friable asbestos or asbestos containing material is discovered at any time during the operation of this MortgageMortgaged Property, Mortgagor shall obtain a comprehensive asbestos report prepared by a licensed engineer or asbestos consultant acceptable to Mortgagee describing the form, extent, location and condition of such asbestos and recommending methods of removal or abatement. Mortgagor shall promptly comply in all material respects with any and all applicable present and future Environmental Laws, all at Mortgagor's its sole cost and expense Upon with the occurrence and during the continuation of an Event of Defaultrecommendations contained in such report, Mortgagee may, but shall not such compliance to be obligated to, performed in addition to any other remedies set forth herein, take, in substantial compliance accordance with any applicable present and future Environmental Laws, whatever steps it deems reasonably necessary or appropriate to comply with any and all applicable present federal, state and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand local laws, statutes, rules and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseregulations. Mortgagor shall indemnify Mortgagee and hold Mortgagee harmless from and against all loss, cost, damage and expense (including, without limitation, reasonable attorneys' fees and consultants' feescosts incurred in the investigation, defense and settlement of claims) that Mortgagee may sustain incur as a result of or in connection with the assertion against Mortgagee (whether as past or present holder of the Mortgage, as mortgagee in possession, or as past or present owner of the Mortgaged Property by virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) of any claim relating to the presence or removal of any ACM and any removal or encapsulation thereof asbestos substance referred to in this Paragraph 40, or compliance with any federal, state or local laws, rules, regulations or orders relating thereto. The obligations and all applicable present and future Environmental Laws other than such loss, cost, damage or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct liabilities of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies Mortgagor under this MortgageParagraph 40 shall survive full payment of the Loan, a foreclosure or the acceptance of a deed in lieu of foreclosure.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (Dress Barn Inc)
Asbestos. Mortgagor Grantor shall not install nor permit to be installed in or removed from the Mortgaged Property Property, asbestos or any asbestos-containing material (collectively, "ACM") except in compliance with any and all applicable present Environmental Laws, and future Environmental Laws respecting ACM. With with respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be currently present in the Mortgaged Property at Property, Grantor shall promptly either (i) remove or encapsulate any time during the operation of this Mortgage, Mortgagor shall ACM which such Environmental Laws require to be removed or (ii) otherwise comply in all material respects with any and all applicable present and future such Environmental LawsLaws with respect to such ACM, all at MortgagorGrantor's sole cost and expense Upon the occurrence and during the continuation of an Event of Defaultexpense. If Grantor shall fail to so remove or encapsulate any ACM or otherwise comply with such Environmental Laws, Mortgagee Beneficiary may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, take whatever steps it deems reasonably necessary or appropriate to remove or encapsulate any ACM from the Mortgaged Property or otherwise comply with any and all applicable present and future Environmental Laws. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be due within ten (10) days after demand , and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor Grantor shall provide to Mortgagee Beneficiary and its agents and employees reasonable access to the Mortgaged Property for such purpose. Any reasonable costs or expenses incurred by Beneficiary for such purpose shall be payable by Grantor immediately upon demand therefor and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licensebear interest at the Default Rate. Mortgagor Grantor shall indemnify and hold Mortgagee Beneficiary and each Bank harmless from and against all loss, cost, damage (including, without limitation, consequential damages) and expense (including, without limitation, reasonable attorneys' and consultants' feesfees and disbursements and the allocated costs of staff counsel) that Mortgagee Beneficiary or such Bank may sustain as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with Environmental Laws. The foregoing indemnification shall survive repayment of all Secured Obligations and any and all applicable present and future Environmental Laws other than release or assignment of this Deed to Secure Debt except with regard to any loss, cost, damage or expense arising from or relating to acts or omissions occurring after Beneficiary or any Bank takes possession of, uses, operates, manages, controls or sells the Mortgaged Property provided, however, that such exception shall apply only to the extent such loss, cost, damage or expenseDRAFT: March 21, if any, to the extent it is caused 1997 H:\WPCDOCS\1186\141461 expense arises solely by from the gross negligence negligence, bad faith or willful misconduct of Mortgagee Beneficiary or its agents, contractors and subcontractors in performing any act Bank or exercising its remedies under this Mortgageof the agents of Beneficiary or any Bank.
Appears in 1 contract
Samples: Credit Agreement (Carson Inc)
Asbestos. Mortgagor shall not install nor permit to be installed in the Mortgaged Property Property, friable asbestos or any asbestos-asbestos containing material (collectively, "ACM") except in compliance deemed hazardous by federal, state or local laws or regulations or orders respecting such material, and with any and all applicable present and future Environmental Laws respecting ACM. With respect to any ACM (including friable or non-friable asbestos or asbestos-containing materials regulated under any Environmental Law) discovered to be such material currently present in the Mortgaged Property at any time during the operation of this MortgageProperty, Mortgagor shall comply in all material respects with promptly either (i) remove any ACM which such laws, regulations or orders deem hazardous and all applicable present and future Environmental Lawsrequire to be removed, all or (ii) otherwise, at Mortgagor's sole cost and expense Upon the occurrence and during the continuation of an Event of Defaultexpense, comply with such federal, state or local laws, regulations or orders. If Mortgagor shall fail to comply with such laws, regulations or orders, Mortgagee may, but shall not be obligated to, in addition to any other remedies set forth herein, take, in substantial compliance with any applicable present and future Environmental Laws, whatever take such steps as it deems reasonably necessary or appropriate to comply with any and all applicable present and future Environmental Lawssuch laws, regulations or orders. Any costs or expenses reasonably incurred by Mortgagee for such purpose shall be immediately due within ten (10) days after demand and payable by Mortgagor and shall bear interest at the Default Rate. Mortgagor shall provide to Mortgagee and its agents and employees reasonable access to the Mortgaged Property and hereby specifically grants to Mortgagee a license to remove or encapsulate such ACM in substantial compliance with any applicable present and future Environmental Law if Mortgagor fails to do so and removal or encapsulation is required under any applicable present and future Environmental Law; provided, however, that nothing contained herein shall obligate Mortgagee to exercise any rights under such licenseas provided for above. Mortgagor shall indemnify and hold Mortgagee and each Lender) harmless from and against all loss, cost, damage and expense (damage, including, without limitation, reasonable attorneys' consequential damages) and consultants' feesexpense including, without limitation, attorney's fees and the allocated costs of staff counsel) that Mortgagee (or such Lender) may sustain sustain, as a result of the presence of any ACM and any removal or encapsulation thereof or compliance with any applicable laws, regulations or orders. The foregoing indemnification shall survive repayment of all amounts due under the Credit Agreement, the ASI-BV Intercompany Note, the Guaranty, and all applicable present and future Environmental Laws other than such loss, cost, damage any release or expense, if any, to the extent it is caused solely by the gross negligence or willful misconduct assignment of Mortgagee or its agents, contractors and subcontractors in performing any act or exercising its remedies under this Mortgage.
Appears in 1 contract
