Assumed Environmental Obligations. For purposes of this Agreement, the term “Assumed Environmental Obligations” means, with respect to Seller's ownership of the Assets, the operation of the Assets or the condition of the Assets and any surface or subsurface depths used in connection with the Assets, including any pooled, communitized or unitized acreage by virtue of the Assets being a part of the pooled, communitized or unitized area (collectively, the “Subject Property”), all liabilities, losses, claims, obligations, costs or expenses arising from or relating to the following: (i) any violation or alleged violation of, or non-compliance with applicable Environmental Law prior to, on, or after the Effective Time, including the cost of correcting such violations or noncompliance and any fines or penalties arising out of such violations or noncompliance; (ii) the release, discharge or disposal of Hazardous Substances prior to, on, or after the Effective Time, at, on, in, under, from or migrating to or from the Subject Property, including claims for property damage, loss, injury, damage to natural resources, bodily injury or wrongful death, and any investigation, remediation or monitoring with respect to said Hazardous Substances; (iii) any Environmental Defects that are not Indemnified Environmental Defects; or (iv) those matters that would otherwise be Environmental Defects but for the provisions of Section 5.04(c).
Assumed Environmental Obligations. For purposes of this Agreement, the term “Assumed Environmental Obligations” means, all Losses related to the operation of the Assets or the condition of the Assets and any surface or subsurface depths used or affected in connection with the Assets, including any pooled, communitized or unitized acreage by virtue of the Assets being a part of the pooled, communitized or unitized area (collectively, the “Subject Property”), and arising from or relating to the following: (i) any violation or alleged violation of, or non-compliance with applicable Environmental Law prior to, on, or after the Effective Time, including the cost of correcting such violations or noncompliance and any fines or penalties arising out of such violations or noncompliance; (ii) the release, discharge or disposal of Hazardous Substances prior to, on, or after the Effective Time, at, on, in, under, from or migrating to or from the Subject Property, including claims for property damage, loss, injury, damage to natural resources, bodily injury or wrongful death, and any investigation, remediation or monitoring with respect to said Hazardous Substances; (iii) any Environmental Defects; (iv) those matters that would otherwise be Environmental Defects but for the provisions of Section 5.04(c); and (v) those matters described on Section 5.02(a) of the Disclosure Schedule.
Assumed Environmental Obligations. 3 1.6 Assumed Plugging and Abandonment Obligations................................................... 3 1.7 Buyer..........................................................................................
Assumed Environmental Obligations. (a) Buyer's Obligations. Except as provided in Sections 7.5 through 7.7, inclusive, and except as provided in Section 12.5(b), upon and after Closing, Buyer assumes full responsibility and liability for the following occurrences, conditions, events and activities on or in any way related to the Assets ("Assumed Environmental Obligations"), regardless of whether arising from the ownership or operation of the Assets before or after the Effective Time, and regardless of whether resulting from any acts or omissions of Sellers, any third party or the condition of the Assets when acquired:
(i) Environmental pollution or contamination, including pollution or contamination of the soil, sea, groundwater, surface water or air by Hydrocarbons, brine, NORM, other substances or products, or otherwise;
(ii) Underground injection activities and waste disposal onsite;
(iii) Clean-up responses, and the cost of remediation, control, assessment or compliance with respect to surface, sea floor, surface water, groundwater and subsurface pollution caused by spills, pits, ponds or lagoons;
(iv) Failure to comply with applicable land use, surface disturbance, licensing or notification requirements;
(v) Any discharge or release on, in, under or onto the Assets of any hazardous substances, wastes, materials or products, of any nature whatsoever, whether or not generated by or used in connection with the ownership or operation of the Assets before or after the Effective Time;
(vi) Non-compliance with environmental or land use rules, regulations, demands or orders of appropriate state or federal regulatory agencies; and
(vii) To the extent not covered by paragraphs (i) through (vi) above, all other Environmental Liabilities. For purposes of this Agreement "Environmental Liability" or "Environmental Liabilities" means any claim, demand, action, suit, proceeding, or liability, whether accrued, fixed, absolute or contingent, determined or determinable, known or unknown, with respect to:
Assumed Environmental Obligations. Except as set forth in Article IX, any Environmental Loss to the extent related to the Marathon Transferred Assets or the operation or conduct of Marathon’s Business and in each case arising out of facts or circumstances existing, or acts or omissions occurring, prior to or on or after the Closing Date.
Assumed Environmental Obligations. Except as set forth in Article IX, any Environmental Loss to the extent related to the Ashland Transferred Assets or the operation or conduct of Ashland’s Business and in each case arising out of facts or circumstances existing, or acts or omissions occurring, prior to or on or after the Closing Date.
