Common use of Compliance with Environmental Laws Clause in Contracts

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower will complyParent will, and will cause each of its Restricted Subsidiaries to complyand each of its Non-Recourse Subsidiaries to, comply in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of Real Property any Collateral Vessel or any other Vessel or property now or hereafter owned, leased owned or operated by the Lead Borrower Parent or any of its Restricted Subsidiaries or any of its Non-Recourse Subsidiaries, will within a reasonable time period pay or cause to be paid all costs and expenses incurred in connection with such compliance (except to the extent being contested in good faith), and will keep or cause to be kept all such noncompliances as would Collateral Vessels or Vessels or property free and clear of any Liens imposed pursuant to such Environmental Laws, in each of the foregoing cases, except to the extent any failure to do so could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions . None of the owner Parent, any of such leased Real Property or of other tenants of such leased Real Property who are not within the control Subsidiaries of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither Parent or any Non-Recourse Subsidiaries of the Lead Borrower nor any of its Restricted Subsidiaries Parent will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property Collateral Vessel or Vessel or property now or hereafter owned, leased owned or operated or occupied by the Lead Borrower Parent, any of its Subsidiaries or any of its Restricted Non-Recourse Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, ports or property except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in material compliance with all applicable Environmental LawsLaws and as reasonably required by the trade in connection with the operation, use and maintenance of any such property or otherwise in connection with their businesses or except to the extent the same could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent will, and will cause each of its Subsidiaries and each of its Non-Recourse Subsidiaries to, maintain insurance on the Collateral Vessels and any other Vessel in at least such amounts as are in accordance with normal industry practice for similarly situated insureds, against losses from oil spills and other environmental pollution. (ib) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor, the Parent or the Borrower will provide, at the Parent or the Borrower’s sole cost and expense, an environmental site assessment report concerning of any Mortgaged Property ownedPrimary Collateral Vessel by such Primary Collateral Vessel’s classification society (to the extent such classification society is listed on Schedule X) or another internationally recognized classification society reasonably acceptable to the Administrative Agent. If said classification society, leased in its assessment, indicates that such Primary Collateral Vessel is not in compliance with the Environmental Laws, said society shall set forth potential costs of the remediation of such non-compliance; provided that such request for an assessment may be made only if (i) there has occurred and is continuing an Event of Default, (ii) the Administrative Agent or operated by the Lead Borrower or Required Lenders reasonably and in good faith believe that the Parent, any of its Restricted Subsidiaries (or any such Primary Collateral Vessel is not in the event of (i) or (ii) that is the subject of or compliance with Environmental Law and such non-compliance could reasonably be expected to be the subject of such notice have a Material Adverse Effect, or noncompliance), prepared by an environmental consulting firm reasonably approved by (iii) the Administrative Agent, indicating Agent or the presence Required Lenders reasonably and in good faith believe that circumstances exist that reasonably could be expected to form the basis of a material Environmental Claim against the Parent or absence any of Hazardous Materials and the reasonable worst case cost of its Subsidiaries or any removal or remedial action in connection with such Hazardous Materials on such Mortgaged PropertyPrimary Collateral Vessel. If the Credit Parties fail Parent or the Borrower fails to provide the same within 30 90 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, same and the Credit Parties Parent or the Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents reasonable access to such Mortgaged Property Primary Collateral Vessel and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of Parent or the Credit Parties (who shall be jointly and severally liable therefor)Borrower’s expense.

Compliance with Environmental Laws. (a) The Lead Borrower Grantor will complypromptly notify Beneficiary in writing of any request from any Tribunal for information on releases of Hazardous Materials from, affecting or relating to the Mortgaged Property; notify Beneficiary of any actual, proposed or threatened testing or other investigation by any Tribunal concerning the environmental condition of the Mortgaged Property; and provide to Beneficiary such information as Beneficiary shall request concerning the generation, storage, disposal, transportation or other management, if any, of any Hazardous Materials. Grantor will at all times comply fully and in a timely manner with, and will cause each all employees, agents, contractors, subcontractors and future lessees (pursuant to appropriate lease provisions) of its Restricted Subsidiaries Grantor, while such Persons are acting within the scope of their relationship with Grantor, to complyso comply with, with all Environmental Laws applicable to the use, generation, handling, storage, treatment, transport and permits applicable to, or required by, the ownership, lease or use disposal of Real Property any Hazardous Materials now or hereafter owned, leased located or operated by present on or under the Lead Borrower or Mortgaged Property. In the event Grantor should discover any Hazardous Materials on any of its Restricted SubsidiariesMortgaged property which could result in a breach of the foregoing covenant, except Grantor shall notify Beneficiary within three (3) days after such noncompliances as would notdiscovery. Grantor shall dispose of all material amounts of Hazardous Materials generated by the Grantor only at facilities and/or with carriers that maintain valid governmental permits under the RCRA, either individually or in the aggregate42 U.S.C. § 6901. Grantor agrees to indemnify and hold Beneficiary harmless from and against any and all claims, reasonably be expected to have a Material Adverse Effectlosses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings and orders, judgments, remedial actions, requirements and enforcement actions of any kind, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliancetherewith (including, without limitation, attorneys’ fees and expenses), arising directly or indirectly, in whole or in part, out of (i) the presence of any Hazardous Materials on, under or from the Mortgaged Property, whether prior to or during the term of this Deed of Trust, or (ii) any activity carried on or undertaken on or off the Mortgaged Property, whether prior to or during the term of this Deed of Trust, and will keep whether by Grantor or cause to be kept all such Real Property free and clear any predecessor in title or any employees, agents, contractors or subcontractors of Grantor or any predecessor in title, or any third Persons at any time occupying or present on the Mortgaged Property, in connection with the handling, treatment, removal, storage, decontamination, cleanup, transport or disposal of any Liens imposed pursuant Hazardous Materials at any time located or present on or under the Mortgaged Property. The indemnity provided in this Subsection 2.2(r) shall further apply to such Environmental Laws (other than Liens imposed any residual contamination on leased Real Property resulting from or under the acts Mortgaged Property, or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadaffecting any natural resources, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any contamination of its Restricted Subsidiaries will generate, use, treat, store, Release any property or dispose of, or permit natural resources arising in connection with the generation, use, treatmenthandling, storage, Release transport or disposal of any Hazardous Materials on any Real Property now or hereafter ownedMaterials, leased or operated by the Lead Borrower or irrespective of whether any of its Restricted Subsidiaries, such activities were or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties will be undertaken in compliance accordance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries and which could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of material non-compliance with any Environmental Law by the type described in Section 9.01(h)Borrower or any of its Subsidiaries or with respect to any Real Property owned, leased or operated by the Borrower or any of its Subsidiaries, (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a5.09(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to Article VII, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning such Real Property (or, in the case of clause (iii) above, any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncomplianceSubsidiaries), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower and each Parent Guarantor will comply, and will (x) cause each of its Restricted their Subsidiaries to complycomply and (y) ensure compliance by its tenants and subtenants, in each case, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrower, any Parent Guarantor or any of its Restricted their Subsidiaries, except for such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens Liens, other than Permitted Liens, imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any Parent Guarantor nor any of its Restricted their Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrower, any Parent Guarantor or any of its Restricted their Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower, any Parent Guarantor or any of their Subsidiaries, except in connection with such noncompliance as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After The Borrower will provide, at the sole expense of the Borrower and at the reasonable request of the Required Lenders after receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h5.01(g), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower Borrower, any Parent Guarantor or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)their Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentRequired Lenders, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties Borrower. (who shall c) Conduct and complete all investigations, studies, sampling and testing, and all remediation, removal and other actions required under Environmental Laws and promptly comply in all respects with all lawful orders and directives of all Governmental Authorities regarding Environmental Laws except to the extent that the same are being contested in good faith by appropriate proceedings and the pendency of such proceedings could not reasonably be jointly and severally liable therefor)expected to have a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Each Borrower will complyuse and operate its facilities and properties, and cause each of its Subsidiaries to use and operate its respective facilities and properties, in compliance with Environmental Laws, which when taken singly or with all other such obligations (including all liabilities and claims relating to Environmental Laws), does not result or could not reasonably be expected to result in a Material Adverse Effect. Each Borrower will keep, and will cause each of its Restricted Subsidiaries to complykeep, with all necessary Environmental Laws Permits in effect and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or remain in the aggregate, reasonably be expected to have a Material Adverse Effectcompliance therewith, and will promptly pay or cause to be paid handle all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After , except to the receipt by the Administrative Agent extent that any such lack of effectiveness or any Lender non-compliance, when taken singly or with all other instances lack of any notice of the type described effectiveness or non-compliance, has not resulted and could not reasonably be expected to result in Section 9.01(h)a Material Adverse Effect. No Borrower shall suffer to exist, (ii) at any time that the Lead Borrower or nor shall it permit any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agentto suffer to exist, an environmental site assessment report concerning any Mortgaged Property ownedcondition which, leased when taken singly or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of with all other such conditions, has resulted or could reasonably be expected to be result in a Material Adverse Effect. To the subject extent the laws of the United States or any state in which property, leased or owned, of any Borrower provide that a Lien on the property of such Borrower may be obtained for the removal of Polluting Substances that have been released, no later than sixty (60) days after notice or noncompliance)is given by the Lender to the Borrower Representative, prepared the Borrower Representative shall deliver to the Lender a report issued by an a qualified, third party environmental consulting firm reasonably consultant selected by such Borrower and approved by the Administrative Agent, indicating Lender as to the presence or absence of Hazardous Materials and the reasonable worst case cost existence of any Polluting Substances located on or beneath the specified property leased or owned by such Borrower. To the extent any such Polluting Substance is located therein or thereunder that either (i) subjects the property to a Lien or (ii) requires removal to safeguard the health of any Person, such Borrower shall remove, or remedial action in connection with cause to be removed, such Hazardous Materials on Lien and such Mortgaged Property. If Polluting Substance at such Borrower’s expense; provided, however, that if the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrowerproperty is leased from a third-party landlord, and the Credit Parties Lender determines in its sole discretion (A) that such landlord is obligated to remove, or cause to be removed, such Lien and such Polluting Substance and (B) that no Borrower has any liability for such removal, then such Borrower shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall not be jointly and severally liable therefor)so obligated.

Compliance with Environmental Laws. (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to complyto, comply with all applicable Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted SubsidiariesLaws, except such noncompliances non-compliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, comply in all material respects with all permits issued pursuant to Environmental Laws applicable to, or required by, the ownership or use of any vessel or Real Property now or hereafter owned, operated or occupied by the Borrower or any of its Subsidiaries (except such non-compliances as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect), and will promptly pay or cause to be paid all costs and expenses incurred in connection with maintaining such compliancecompliance (except to the extent being contested in good faith), and will keep or cause to be kept each such vessel and all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting arising from any cost or other obligation arising under Environmental Law that the acts Borrower or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerSubsidiary is contesting in good faith). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither Neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any vessel or Real Property now or hereafter owned, leased owned or operated or occupied by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Propertyports, except for Hazardous Materials generated, used, treated, stored, Released vessels or disposed of at any such Real Properties or transported to or from such Real Properties except in compliance in all material respects with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h). The Borrower will, (ii) at any time that the Lead Borrower or any and will cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existenceto, maintain insurance on the Credit Parties will (in each case) jointly vessels and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property Real Properties owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (it in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of at least such notice or noncompliance)amounts as are in accordance with normal industry practice for similarly situated insureds, prepared by an against losses from oil spills and other environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)pollution.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower will complyThere are no actions, and will cause each of its Restricted Subsidiaries to complysuits, with all Environmental Laws and permits applicable toinvestigations, liabilities, inquiries, Proceedings or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Orders involving Acquiror or any of its Restricted SubsidiariesSubsidiaries or any of their respective assets that are pending or, to the Knowledge of Acquiror, threatened, nor to the Knowledge of Acquiror, is there any factual basis for any of the foregoing, as a result of any asserted failure of Acquiror or any of its Subsidiaries of, or any predecessor thereof, to comply with any Environmental Law. No environmental clearances or other governmental approvals are required for the conduct of the business of Acquiror or any of its Subsidiaries or the consummation of the Contemplated Transactions. To the Knowledge of Acquiror, neither Acquiror nor any of its Subsidiaries is the owner of any interest in real estate, other than OREO, on which any substances have been generated, used, stored, deposited, treated, recycled or disposed of, which substances if known to be present on, at or under such property, would require notification to any Regulatory Authority, clean up, removal or some other remedial action under any Environmental Law at such property or any impacted adjacent or down gradient property, except where such noncompliances as action would not, either individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed Effect on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Acquiror. Except as for any matters that have not had, and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectEffect on Acquiror, neither the Lead Borrower nor any Acquiror and each Subsidiary of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties Acquiror has complied in compliance all material respects with all Environmental Laws applicable Environmental Lawsto it and its business operations. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Each Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens Xxxxx imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerBorrowers). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Borrowers nor any of its their Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent, Collateral Agent or any Lender of any notice of the type described in Section 9.01(h), ) or (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide), at the written request of the Administrative Collateral Agent, Lead Borrower will provide or cause the applicable Credit Party to provide an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) other Credit Party that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Collateral Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Collateral Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Borrowers and the other Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Parties.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, its operations or the ownership, lease lease, occupancy, or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than except, in each case, for Permitted Liens imposed on leased Real Property resulting from related thereto. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at or transported from, any such Real Properties or transported to or from such Real Properties (x) in compliance in all respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries or (y) as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at At any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) 5.06(a), or (iiiii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 7.01, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an a non-invasive environmental site assessment report concerning any Mortgaged the Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)in question, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials or noncompliance and the reasonable worst case potential cost of any removal or remedial action required by a Governmental Authority in connection with such Hazardous Materials or noncompliance on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Each Borrower shall comply and if any of its Subsidiaries fails to comply, shall cause such Subsidiary to comply with all Environmental Laws; (b) each Borrower will complypay, and and, if any of its Subsidiaries fails to pay, will cause each of its Restricted Subsidiaries such Subsidiary to complypay, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred by it in connection complying in all material respects with such complianceall Environmental Laws, and will keep or cause to be kept all such Real Property owned, operated or leased by any of them free and clear of any Liens imposed pursuant to such Environmental Laws unless the failure to comply with these requirements specified in clause (other than Liens imposed on leased Real Property resulting from a) or (b) above would not, individually or in the acts or omissions aggregate, have a Material Adverse Effect; (c) in the event of the owner presence of such any Hazardous Material at, on, under or upon any property owned, operated or leased Real Property by either Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and any Subsidiary which would not reasonably be expected to haveresult in liability under or a violation of any Environmental Law, in each case which would, individually or in the aggregate, have a Material Adverse Effect, the Borrowers agree to undertake, and/or to cause any of their respective Subsidiaries, tenants or occupants to undertake, at their sole expense, any investigation, removal, remedial or other action required pursuant to Environmental Laws to mitigate and eliminate any such adverse effect; provided, however, that neither the Lead Borrower nor any of its Restricted their respective Subsidiaries will generate, use, treat, store, Release shall be required to comply with any order or dispose of, or permit directive which is being contested in good faith and by proper proceedings so long as it has maintained adequate reserves with respect to such compliance to the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead extent required in accordance with GAAP; and (d) each Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by shall as promptly as practicable notify the Administrative Agent or any Lender of the occurrence of any notice event specified in clause (c) of the type described in this Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly 7.7 and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, shall thereafter keep the Administrative Agent may order the same, the reasonable cost informed on a periodic basis of which shall be borne (jointly and severally) by the Lead Borrower, any actions taken in response to such event and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to results of such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)actions.

Compliance with Environmental Laws. Neither the Borrower nor the Guarantors will, nor will any of them permit any of its respective Subsidiaries or any other Person to, do any of the following: (a) The Lead Borrower will complyuse any of the Real Estate or any portion thereof as a facility for the handling, processing, storage or disposal of Hazardous Substances, except for quantities of Hazardous Substances used in the ordinary course of operating large-scale data centers and will in material compliance with all applicable Environmental Laws, (b) cause each or permit to be located on any of its Restricted Subsidiaries the Real Estate any underground tank or other underground storage receptacle for Hazardous Substances except in material compliance with Environmental Laws, (c) generate any Hazardous Substances on any of the Real Estate except in material compliance with Environmental Laws, (d) conduct any activity at any Real Estate or use any Real Estate in any manner that could reasonably be contemplated to complycause a Release of Hazardous Substances on, upon or into the Real Estate or any surrounding properties or any threatened Release of Hazardous Substances which might give rise to material liability under CERCLA or any other Environmental Law, or (e) directly or indirectly transport or arrange for the transport of any Hazardous Substances (except in material compliance with all Environmental Laws Laws), except, with respect to any Real Estate other than Unencumbered Asset Pool Properties where any such use, generation, conduct or other activity has not had and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred . The Borrower shall: (i) in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear the event of any Liens imposed pursuant to such change in Environmental Laws governing the assessment, release or removal of Hazardous Substances, take all reasonable action (other than Liens imposed on leased Real Property resulting from including, without limitation, the acts or omissions conducting of engineering tests at the sole expense of the owner Borrower) to confirm that no Hazardous Substances are or ever were Released or disposed of such leased Real Property or of other tenants of such leased Real Property who are not within the control on any Unencumbered Asset Pool Properties in violation of the Lead Borrower). Except applicable Environmental Law as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor so changed; and (ii) if any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials Substances which any Person may be legally obligated to contain, correct or otherwise remediate or which may otherwise expose it to liability shall occur or shall have occurred on any Real Unencumbered Asset Pool Property now (including without limitation any such Release or hereafter owned, leased disposal occurring prior to the acquisition or operated leasing of such Unencumbered Asset Pool Property by the Lead Borrower), the Borrower or any shall, after obtaining knowledge thereof, cause the prompt containment and removal of its Restricted Subsidiaries, or transport or permit such Hazardous Substances and remediation of the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties Unencumbered Asset Pool Property in full compliance with all applicable Environmental Laws. ; provided, that the Borrower shall be deemed to be in compliance with Environmental Laws for the purpose of this clause (ii) so long as it or a responsible third party with sufficient financial resources is taking reasonable action to remediate or manage any event of noncompliance to the satisfaction of the Agent and no action shall have been commenced by any enforcement agency. The Agent may engage its own Environmental Engineer to review the environmental assessments and the compliance with the covenants contained herein. At any time after an Event of Default shall have occurred and is continuing hereunder the Agent may at its election (and will at the request of the Required Lenders) obtain such environmental assessments of any or all of the Unencumbered Asset Pool Properties prepared by an Environmental Engineer as may be necessary or advisable for the purpose of evaluating or confirming (i) After whether any Hazardous Substances are present in the receipt by the Administrative Agent soil or water at or adjacent to any Lender of any notice of the type described in Section 9.01(h), such Unencumbered Asset Pool Property and (ii) whether the use and operation of any such Unencumbered Asset Pool Property complies with all Environmental Laws to the extent required by the Loan Documents. Additionally, at any time that the Lead Borrower Agent or the Required Lenders shall have reasonable grounds to believe that a Release or threatened Release of Hazardous Substances which any Person may be legally obligated to contain, correct or otherwise remediate or which otherwise may expose such Person to liability may have occurred, relating to any Unencumbered Asset Pool Property, or that any of its Restricted Subsidiaries are the Unencumbered Asset Pool Properties is not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existenceEnvironmental Laws to the extent required by the Loan Documents, the Credit Parties will (in each case) jointly and severally provide, at Borrower shall promptly upon the written request of Agent obtain and deliver to Agent such environmental assessments of such Unencumbered Asset Pool Property prepared by an Environmental Engineer as may be reasonably necessary or advisable for the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased purpose of evaluating or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of confirming (i) whether any Hazardous Substances are present in the soil or water at or adjacent to such Unencumbered Asset Pool Property at levels that would require remediation under applicable Environmental Law and (ii) that is whether the subject of or could reasonably be expected to be the subject use and operation of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved Unencumbered Asset Pool Property comply with all Environmental Laws to the extent required by the Administrative AgentLoan Documents. Environmental assessments may include detailed visual inspections of such Unencumbered Asset Pool Property including, indicating the presence or absence of Hazardous Materials without limitation, any and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeall storage areas, the Administrative Agent may order the samestorage tanks, the reasonable cost of which shall be borne (jointly drains, dry xxxxx and severally) by the Lead Borrowerleaching areas, and the Credit Parties shall grant and hereby grant to taking of soil samples, as well as such other investigations or analyses as are reasonably necessary or appropriate for a complete determination of the Administrative Agent compliance of such Unencumbered Asset Pool Property and the Lenders use and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, operation thereof with all applicable Environmental Laws. All environmental assessments contemplated by this §8.6 shall be at the sole cost and expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (ai) The Lead Borrower will comply, and the Borrower will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties the extent that the failure to comply with the requirements specified in compliance with all applicable Environmental Laws. clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at above, either individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. If required to do so under any time that applicable directive or order of any governmental agency, the Lead Borrower or any agrees to undertake, and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)accordance with, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeall material respects, the Administrative Agent may order the samerequirements of all applicable Environmental Laws and in accordance with, the reasonable cost in all material respects, such orders and directives of which shall be borne (jointly and severally) by the Lead Borrowerall governmental authorities, and the Credit Parties shall grant and hereby grant except to the Administrative Agent extent that the Borrower or such Subsidiary is contesting such order or directive in good faith and the Lenders by appropriate proceedings and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice for which adequate reserves have been established to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)extent required by generally accepted accounting principles.

Compliance with Environmental Laws. (a) The Lead Borrower Holdings will comply, and will cause each of its the Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its the Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerHoldings). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Holdings nor any of its the Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its the Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower Each Credit Agreement Party will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower each Credit Agreement Party or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrowera Credit Agreement Party). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower no Credit Agreement Party nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower such Credit Agreement Party or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsLaws and as required or reasonable in connection with the normal operation, use and maintenance of the business or operations of Holdings or any of its Restricted Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(i), (ii) at any time that the Lead Borrower any Credit Agreement Party or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Agreement Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead such Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Agreement Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerBorrowers, and the Credit Agreement Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead BorrowerHoldings, all at the sole expense of the Credit Agreement Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower (i) Each Credit Agreement Party will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property and vessels now or hereafter owned, leased or operated by the Lead Borrower such Credit Agreement Party or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property and vessels free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower any Credit Agreement Party nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter vessels owned, leased or operated by the Lead Borrower such Credit Agreement Party or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed as required in the ordinary course of at any such Real Properties or transported to or from such Real Properties business of Holdings and its Subsidiaries as conducted on the Original Effective Date and as allowed by (and in compliance with) applicable law or regulation and except for any failures to comply with all applicable Environmental Laws. the requirements specified in clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that above, which, either individually or in the Lead Borrower aggregate, have not had, and could not reasonably be expected to have, a Material Adverse Effect. If Holdings or any of its Restricted Subsidiaries are not Subsidiaries, or any tenant or occupant of any Real Property or vessel owned, leased or operated by Holdings or any of its Subsidiaries, causes or permits any intentional or unintentional act or omission resulting in the presence or Release of any Hazardous Material (except in compliance with Section 9.06(a) applicable Environmental Laws), each Credit Agreement Party agrees to undertake, and/or to cause any of its Subsidiaries, tenants or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provideoccupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property or vessel except where the failure to do so has not had, and could not reasonably be expected to have, a Material Adverse Effect. (b) At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor (which may not simply be a desire for periodic review), at any time and from time to time, the Credit Agreement Parties will provide, at their sole cost and expense, an environmental site assessment report concerning any Mortgaged Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating addressing the presence or absence of Hazardous Materials matters which gave rise to such request and estimating the reasonable worst case cost potential costs of any removal removal, remedial or remedial other corrective action in connection with any such Hazardous Materials on such Mortgaged Propertymatter. If the a Credit Parties fail Agreement Party fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Agreement Parties shall grant and hereby grant do grant, to the Administrative Agent and the Lenders and their respective agents agents, access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders and their agents an irrevocable non-exclusive license license, subject to the right of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly Agreement Parties' joint and severally liable therefor)several expense.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, comply with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted SubsidiariesBorrower, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will not generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on on, at, under, about or within any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at on, at, under, about or within any such Real Properties Property or transported to or from such Real Properties Property in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are is not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence nature and scope of Hazardous Materials such environmental matter(s) and the reasonable worst case cost of any removal or remedial action addressing the matter(s) in connection accordance with such Hazardous Materials on such Mortgaged PropertyEnvironmental Law. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) Except as individually or in the aggregate could not reasonably be expected to result in a Material Adverse Effect: (i) The Lead Borrower will complyand each Restricted Subsidiary and their businesses, operations and property are in compliance with applicable Environmental Law; (ii) The Borrower and each Restricted Subsidiary has obtained all Environmental Permits required for the conduct of their businesses and operations as presently conducted, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or operation and use of Real Property now their properties, under Environmental Law, and all such Environmental Permits are valid and in good standing; (iii) There has been no Release or hereafter threatened Release of Hazardous Material on, at, under or from any property presently or, to the knowledge of the Borrower and the Restricted Subsidiaries, formerly owned, leased or operated by the Lead Borrower or any of its and the Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, Subsidiaries that could reasonably be expected to have a Material Adverse Effectresult in liability to the Borrower and the Restricted Subsidiaries under any applicable Environmental Law; (iv) There is no Environmental Claim pending or, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions knowledge of the owner of such leased Real Property Borrower, threatened against the Borrower and the Restricted Subsidiaries, or of other tenants of such leased Real Property who are not within relating to the control property currently or, to the knowledge of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter formerly owned, leased or operated by the Lead Borrower and the Restricted Subsidiaries or their predecessors in interest or relating to the operations of the Borrower and the Restricted Subsidiaries and, to the knowledge of the Borrower, there are no actions, activities, circumstances, conditions, events or incidents that could reasonably be expected to form the basis of such an Environmental Claim; (v) To the knowledge of the Borrower, no Person with an indemnity or contribution obligation to the Borrower and the Restricted Subsidiaries relating to compliance with or liability under Environmental Law is in default with respect to such obligation; (vi) Neither the Borrower nor the Restricted Subsidiaries are obligated to perform any action or otherwise incur any material expense under Environmental Law pursuant to any order, decree, judgment or agreement by which it is bound or has assumed by contract, agreement or operation of law, and neither the Borrower nor the Restricted Subsidiaries are conducting or financing any Response pursuant to any Environmental Law with respect to any property at any location; (vii) No property owned, operated or leased by the Borrower or any the Restricted Subsidiaries and, to the knowledge of its the Borrower and the Restricted Subsidiaries, no property formerly owned, operated or transport leased by the Borrower or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. Restricted Subsidiaries is (i) After listed or formally proposed for listing on the receipt by the Administrative Agent National Priorities List promulgated pursuant to CERCLA or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that listed on the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) Comprehensive Environmental Response, Compensation and Liability Information System promulgated pursuant to CERCLA or (iii) at included on any time when an Event of Default is in existencesimilar list maintained by any Governmental Authority including any such list relating to petroleum; (viii) No Environmental Lien has been recorded relating to the property currently or, to the Credit Parties will (in each case) jointly and severally provide, at the written request knowledge of the Administrative AgentBorrower, an environmental site assessment report concerning any Mortgaged Property formerly owned, leased or operated by the Lead Borrower and the Restricted Subsidiaries; and (ix) To the knowledge of the Borrower or any the Restricted Subsidiaries, the execution, delivery and performance of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials this Agreement and the reasonable worst case cost consummation of the transactions contemplated hereby will not require any removal notification, registration, filing, reporting, disclosure, investigation, remediation or remedial action cleanup pursuant to any applicable Environmental Law. (b) The representations and warranties contained in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at this Section 4.13 are the sole expense and exclusive representations and warranties of the Credit Parties (who shall be jointly Obligors with respect to environmental matters, including regarding Environmental Laws and severally liable therefor)Hazardous Materials.

Compliance with Environmental Laws. (a) The Lead Except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) the Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, to the operation of its business or required by, to the ownership, lease ownership or use of Real Property now or hereafter owned, leased operated or operated occupied by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have will within a Material Adverse Effect, and will promptly reasonable time period pay or cause to be paid all costs and expenses incurred in connection with such compliancecompliance (except to the extent being contested in good faith), and will undertake all reasonable efforts to keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased operated or operated occupied by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, Property except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsLaws and reasonably required in connection with the operation, use and maintenance of any such Real Property or otherwise in connection with their businesses. (ib) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at At the written request of the Administrative AgentAgent or the Required Lenders upon a reasonable belief by the Administrative Agent or the Required Lenders that the Borrower or any of its Subsidiaries has breached any representation or covenant contained herein relating to environmental matters, which request shall specify in reasonable detail the basis therefor, the Borrower will provide, at the Borrower's sole cost and expense, an environmental site assessment report report, reasonable in scope, concerning the subject matter of such representation or covenant and any Mortgaged Real Property now or hereafter owned, leased operated or operated occupied by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by acceptable to the Administrative Agent, indicating (if relevant to such breach) the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such any Hazardous Materials on such Mortgaged Real Property; provided, that such request may be made only if (i) there has occurred and is continuing an Event of Default, (ii) the Administrative Agent or the Required Lenders reasonably believe that the Borrower or any such Real Property is not in compliance with Environmental Law and such circumstances could reasonably be expected to have a Material Adverse Effect, or (iii) circumstances exist that reasonably could be expected to form the basis of a material Environmental Claim against the Borrower or any of its Subsidiaries or any such Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 a reasonable period, not to exceed 90 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower's expense.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), ) or (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide), at the written request of the Administrative Agent, the Borrower will provide or cause the applicable Credit Party to provide an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) other Credit Party that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Borrower and the other Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Parties.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens Xxxxx imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower), except such Xxxxx as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), ) or (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide), at the written request of the Administrative Agent, the Borrower will provide or cause the applicable Credit Party to provide an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) other Credit Party that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Borrower and the other Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Parties.

Compliance with Environmental Laws. Notwithstanding, and in addition to, the covenants contained in Paragraph (f) above: (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, comply in all respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property and personal property now or hereafter owned, leased or operated by the Lead Borrower Parent, Lessee or any of its Restricted the Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, the noncompliance with which could reasonably be expected to have a Material Adverse Effect; and will (iii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under Paragraph (other than Liens imposed on leased Real Property resulting from the acts or omissions n) below. (b) Without limitation of the owner of such leased Real Property foregoing, if the Parent, Lessee or of other tenants of such leased Real Property who are not within the control any of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiariesthem, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties action shall be effected in compliance with all Environmental Laws applicable Environmental Lawsthereto. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice of the type described in Section 9.01(h)governmental agency, (ii) at take any time that the Lead Borrower clean up, removal, remedial or other action necessary to remove and clean up any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at Hazardous Materials from any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower Parent, Lessee or any of its Restricted the Subsidiaries (in accordance with the event requirements of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials all applicable Environmental Laws and the reasonable worst case cost of any removal or remedial action in connection accordance with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeorders of all governmental authorities, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant except to the Administrative Agent extent that the Parent, Lessee or such Subsidiary is contesting such order in good faith and the Lenders by appropriate proceedings and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice for which adequate reserves have been established to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)extent required by GAAP.

Compliance with Environmental Laws. (a) The Lead Each Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerBorrowers). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Borrowers nor any of its their Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent, Collateral Agent or any Lender of any notice of the type described in Section 9.01(h), ) or (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide), at the written request of the Administrative Collateral Agent, Lead Borrower will provide or cause the applicable Credit Party to provide an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) other Credit Party that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Collateral Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Collateral Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Borrowers and the other Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Parties.

Compliance with Environmental Laws. (a) Except as individually or in the aggregate could not reasonably be expected to result in a Material Adverse Effect: (i) The Lead Borrower will complyObligors and Restricted Subsidiaries and their businesses, operations and property are in compliance with applicable Environmental Law; (ii) The Obligors and Restricted Subsidiaries have obtained all Environmental Permits required for the conduct of their businesses and operations as presently conducted, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or operation and use of Real Property now their properties, under Environmental Law, and all such Environmental Permits are valid and in good standing; (iii) There has been no Release or hereafter threatened Release of Hazardous Material on, at, under or from any property presently or, to the knowledge of the Obligors and Restricted Subsidiaries, formerly owned, leased or operated by the Obligors and Restricted Subsidiaries that could reasonably be expected to result in liability to the Obligors and Restricted Subsidiaries under any applicable Environmental Law; (iv) There is no Environmental Claim pending or, to the knowledge of the Lead Borrower, threatened against the Obligors and the Restricted Subsidiaries, or relating to the property currently or, to the knowledge of the Lead Borrower, formerly owned, leased or operated by the Obligors and Restricted Subsidiaries or their predecessors in interest or relating to the operations of the Obligors and Restricted Subsidiaries and, to the knowledge of the Lead Borrower, there are no actions, activities, circumstances, conditions, events or incidents that could reasonably be expected to form the basis of such an Environmental Claim; (v) To the knowledge of the Lead Borrower, no Person with an indemnity or contribution obligation to the Obligors and Restricted Subsidiaries relating to compliance with or liability under Environmental Law is in default with respect to such obligation; (vi) None of the Obligors or Restricted Subsidiaries are obligated to perform any action or otherwise incur any material expense under Environmental Law pursuant to any order, decree, judgment or agreement by which it is bound or has assumed by contract, agreement or operation of law, and no Obligors or Restricted Subsidiaries are conducting or financing any Response pursuant to any Environmental Law with respect to any property at any location; (vii) No property owned, operated or leased by the Obligors or Restricted Subsidiaries and, to the knowledge of the Obligors and Restricted Subsidiaries, no property formerly owned, operated or leased by the Obligors or Restricted Subsidiaries is (i) listed or formally proposed for listing on the National Priorities List promulgated pursuant to CERCLA or (ii) listed on the Comprehensive Environmental Response, Compensation and Liability Information System promulgated pursuant to CERCLA or (iii) included on any similar list maintained by any Governmental Authority under any other Environmental Law including any such list relating to petroleum; (viii) No Environmental Lien has been recorded relating to any property currently or, to the knowledge of the Lead Borrower, formerly owned, leased or operated by the Lead Borrower and the Restricted Subsidiaries; and (ix) To the knowledge of the Obligors or any of its Restricted Subsidiaries, except such noncompliances as would notthe execution, either individually delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not require any notification, registration, filing, reporting, disclosure, investigation, remediation or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed cleanup pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsLaw. (ib) After The representations and warranties contained in this Section 8.1.13 are the receipt by the Administrative Agent or any Lender of any notice sole and exclusive representations and warranties of the type described in Section 9.01(h)Obligors with respect to environmental matters, (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly including regarding Environmental Laws and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Materials.

Compliance with Environmental Laws. Without limitation of the covenants contained in section 8.7 hereof: (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to to, (i) comply, in all material respects, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, except for such noncompliance as would not have, and will which would not be reasonably expected to have, a Material Adverse Effect or a material adverse effect on the ability of the Borrower to perform its obligations under any Credit Document; and (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 9.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if the Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, any such action shall be effected only in the ordinary course of business and in any event in compliance, in all material respects, with all Environmental Laws applicable thereto, except for Hazardous Materials generatedsuch noncompliance as would not have, usedand which would not be reasonably expected to have, treated, stored, Released a Material Adverse Effect or disposed a material adverse effect on the ability of at the Borrower to perform its obligations under any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsCredit Document. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice of governmental agency, the type described in Section 9.01(h)Borrower will undertake, (ii) at any time that the Lead Borrower or any and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in accordance with, in all material respects, the event requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all governmental authorities, except (i) to the extent that the Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP, or (ii) that is the subject of or could for such noncompliance as would not have, and which would not be reasonably be expected to be have, a Material Adverse Effect or a material adverse effect on the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense ability of the Borrower to perform its obligations under any Credit Parties (who shall be jointly and severally liable therefor)Document.

Compliance with Environmental Laws. (ai) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property and vessels now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property and vessels free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter vessels owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed as required in the ordinary course of at any such Real Properties or transported to or from such Real Properties business of the Borrower and its Subsidiaries as conducted on the Original Effective Date and as allowed by (and in compliance with) applicable law or regulation and except for any failures to comply with all applicable Environmental Laws. the requirements specified in clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that above, which, either individually or in the Lead aggregate, have not had, and could not reasonably be expected to have, a Material Adverse Effect. If the Borrower or any of its Restricted Subsidiaries are not Subsidiaries, or any tenant or occupant of any Real Property or vessel owned, leased or operated by the Borrower or any of its Subsidiaries, causes or permits any intentional or unintentional act or omission resulting in the presence or Release of any Hazardous Material (except in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existenceapplicable Environmental Laws), the Credit Parties will (in each case) jointly and severally provideBorrower agrees to undertake, and/or to cause any of its Subsidiaries, tenants or occupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property or vessel except where the failure to do so has not had, and could not reasonably be expected to have, a Material Adverse Effect. (b) At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor (which may not simply be a desire for periodic review), at any time and from time to time, the Borrower will provide, at its sole cost and expense, an environmental site assessment report concerning any Mortgaged Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating addressing the presence or absence of Hazardous Materials matters which gave rise to such request and estimating the reasonable worst case cost potential costs of any removal removal, remedial or remedial other corrective action in connection with any such Hazardous Materials on such Mortgaged Propertymatter. If the Credit Parties fail Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant do grant, to the Administrative Agent and the Lenders and their respective agents agents, access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders and their agents an irrevocable non-exclusive license license, subject to the right of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower’s expense.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerBorrowers). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Borrowers nor any of its their Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Parent Guarantors and the Borrower Agent will comply, and will (x) cause each of its Restricted their Subsidiaries to complycomply and (y) ensure compliance by its tenants and subtenants, in each case, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by any Parent Guarantor, the Lead Borrower Agent or any of its Restricted their Subsidiaries, except for such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens Liens, other than Permitted Liens, imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. None of any Parent Guarantor, the acts Borrower Agent or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted their Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by any Parent Guarantor, the Lead Borrower Agent or any of its Restricted their Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of any Parent Guarantor, the Borrower Agent or any of their Subsidiaries, except in connection with such noncompliance as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (ia) After The Borrower Agent will provide, at the sole expense of the Borrowers and at the reasonable request of the Required Lenders after receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(i), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by any Parent Guarantor, the Lead Borrower Agent or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)their Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentRequired Lenders, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower Agent fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerBorrowers, and the Credit Parties Borrower Agent shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents Agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead BorrowerBorrower Agent, all at the sole expense of the Credit Parties Borrowers. (who shall b) Conduct and complete all investigations, studies, sampling and testing, and all remediation, removal and other actions required under Environmental Laws and promptly comply in all respects with all lawful orders and directives of all Governmental Authorities regarding Environmental Laws except to the extent that the same are being contested in good faith by appropriate proceedings and the pendency of such proceedings could not reasonably be jointly and severally liable therefor)expected to have a Material Adverse Effect.

Compliance with Environmental Laws. (ai) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property and vessels now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property and vessels free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter vessels owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed as required in the ordinary course of at any such Real Properties or transported to or from such Real Properties business of the Borrower and its Subsidiaries and as allowed by (and in compliance with) applicable law or regulation and except for any failures to comply with all applicable Environmental Laws. the requirements specified in clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that above, which, either individually or in the Lead aggregate, have not had, and could not reasonably be expected to have, a Material Adverse Effect. If the Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) Subsidiaries, or (iii) at any time when an Event tenant or occupant of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property or vessel owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (Subsidiaries, causes or permits any intentional or unintentional act or omission resulting in the event presence or Release of any Hazardous Material (i) except in compliance with applicable Environmental Laws), the Borrower agrees to undertake, and/or to cause any of its Subsidiaries, tenants or (ii) that is occupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property or vessel except where the subject of or failure to do so has not had, and could not reasonably be expected to be the subject of such notice or noncompliance)have, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to comply, to, (a) use and operate all of their respective facilities and properties in compliance in all material respects with all Environmental Laws Laws, keep (and, when applicable, obtain in a timely manner) all necessary material permits, approvals, certificates, licenses and permits other authorizations relating to environmental matters in effect and remain in compliance in all material respects therewith, and handle all Hazardous Materials (including the disposition and storing thereof) in compliance in all material respects with all applicable to, Environmental Laws; (b) respond to all Releases upon or required by, from the ownership, lease or use of Real Property now in accordance with law and in a manner that assures and will assure that, to the maximum extent possible, state funds pay for the response to Releases; (c) immediately notify the Administrative Agent and provide copies upon receipt of all written claims, complaints, notices or hereafter ownedinquiries relating to the condition of its facilities and properties or compliance with Environmental Laws; (d) comply in all material respects with all governmental requirements regarding notification and reporting of spills and releases of Hazardous Materials and provide to the Administrative Agent promptly after the receipt thereof, leased a copy of all required notices and reports in the event of any spill or operated by release of Hazardous Material upon or from the Lead Real Property; (e) promptly notify the Administrative Agent of any notice of violation, order or other enforcement action under the Environmental Laws or any request for information or notification that the Borrower or any of its Restricted SubsidiariesSubsidiaries is a potentially responsible party at any site, except such noncompliances as would not, either individually or in request or requirement for corrective or response action which comes to the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions attention of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from Subsidiaries in connection with any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After , and the receipt by Borrower will, and will cause each of its Subsidiaries to, notify the Administrative Agent of any action or proceeding, which to its knowledge is threatened or pending, of any claim relating to the existence in, on or under the Real Property or any Lender of any notice of property adjoining the type described in Section 9.01(h)Real Property of, (ii) at any time that or the Lead Borrower spilling, discharge or emission on or from the Real Property or any of its Restricted Subsidiaries are not in compliance with Section 9.06(asuch adjoining property of, any Hazardous Material; and (f) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly provide such information and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, certifications which the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant reasonably request from time to the Administrative Agent and the Lenders and their respective agents access time to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)evidence compliance with this Section 7.10.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances noncompliance as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on on, at, under, about or within any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at on, at, under, about or within any such Real Properties Property or transported to or from such Real Properties Property in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(i), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are is not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence nature and scope of Hazardous Materials such environmental matter(s) and the reasonable worst case cost of any removal or remedial action addressing the matter(s) in connection accordance with such Hazardous Materials on such Mortgaged PropertyEnvironmental Law. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. Without limitation of the covenants contained in section 8.7 hereof: (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to to, (i) comply, in all material respects, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, except for such noncompliance as would not have, and will which would not be reasonably likely to have, a Material Adverse Effect or a material adverse effect on the ability of the Borrower to perform its obligations under any Credit Document; and (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 9.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if the Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, any such action shall be effected only in the ordinary course of business and in any event in compliance, in all material respects, with all Environmental Laws applicable thereto, except for Hazardous Materials generatedsuch noncompliance as would not have, usedand which would not be reasonably likely to have, treated, stored, Released a Material Adverse Effect or disposed a material adverse effect on the ability of at the Borrower to perform its obligations under any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsCredit Document. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice of governmental agency, the type described in Section 9.01(h)Borrower will undertake, (ii) at any time that the Lead Borrower or any and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in accordance with, in all material respects, the event requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all governmental authorities, except (i) to the extent that the Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP, or (ii) that is for such noncompliance as would not have, and which would not be reasonably likely to have, a Material Adverse Effect or a material adverse effect on the subject ability of or could reasonably be expected the Borrower to be perform its obligations under any Credit Document. (d) At the subject written request of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order or the sameRequired Lenders, which request shall specify in reasonable detail the reasonable cost of which shall be borne (jointly basis therefor, at any time and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant from time to the Administrative Agent and time after the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable receive notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).under section 8.1

Compliance with Environmental Laws. To the Knowledge of the Seller Parties, except as set forth on SCHEDULE 4.17 (a) The Lead Borrower will comply, and will cause each no Governmental Entity or any nongovernmental third party has notified any Seller Party of its Restricted Subsidiaries to comply, with all any alleged violation or investigation of any suspected violation under the Environmental Laws and permits applicable in connection with the ownership, operation and/or leasing of the Real Property or the Hospital, including any litigation or cause of action alleging personal injury or property damage caused by exposure to, or required bythe disposal, release or migration of, any Hazardous Materials; (b) with respect to the ownership, lease or use operation and/or leasing of the Real Property now and the Hospital, no Seller Party has stored, disposed of or hereafter owned, leased or operated by arranged for the Lead Borrower or any disposal of its Restricted SubsidiariesHazardous Materials, except such noncompliances as would notin compliance with the Environmental Laws; (c) there have been no actions nor, either individually any activities, circumstances, conditions, events or in the aggregateincidents, reasonably be expected to have a Material Adverse Effectincluding, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliancewithout limitation, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, usetransportation, treatment, storage, Release release, emission, discharge, presence or disposal of any Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such of the Real Property or the Hospital that could form the basis of any claim under the Environmental Laws against any Seller Party or any Purchaser Party; (d) no Seller Party has, whether contractually or by operation of law (including any Environmental Law), assumed or succeeded to any liability of any direct or indirect predecessors or any other Person (including, without limitation, Sherman Oaks) related or with respect to any Environmental Law applixxxxx xo the Real Property or the Hospital; (e) there are no underground storage tanks located at, on or under the Real Property, and the Real Property does not contain any asbestos-containing building material; (f) there are no conditions presently existing on, at or emanating from the Real Property or the operation of the Hospital, that may result in any liability, investigation or clean-up cost under any Environmental Law; and (g) neither Sherman Oaks, nor, to the Knowledge of the Seller Parties, any other Xxxxxx has installed, used, generated, manufactured, treated, handled, refined, produced, processed, stored or disposed of, any Hazardous Materials in, on or under the Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable the Environmental Laws. . No Seller Party has undertaken any activity, and the Seller Parties have no Knowledge that any other Person has undertaken any activity, on the Real Property which would cause (i) After the receipt by Real Property to become a hazardous waste treatment, storage or disposal facility within the Administrative Agent meaning of, or otherwise bring the Real Property within the ambit of, any Lender of any notice of the type described in Section 9.01(h)Environmental Law, (ii) at a release or threatened release of Hazardous Material from the Real Property within the meaning of, or otherwise bring the Real Property within the ambit of, any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) Environmental Law, or (iii) at the discharge of Hazardous Material into any time when an Event watercourse, body of, surface or subsurface water or wetland, or the discharge into the atmosphere of Default any Hazardous Material which would require a permit under any Environmental Law. No activity has been undertaken by any Seller Party with respect to the Real Property which would cause a violation or support a claim under any Environmental Law. No investigation, administrative order, litigation or settlement with respect to any Hazardous Material is in existence, or, to the Credit Parties Seller Parties' Knowledge, threatened with respect to the Real Property. No notice has been served on any Seller Party from any Governmental Entity claiming any violation of any Environmental Law, or requiring compliance with any Environmental Law, or demanding payment or contribution for environmental damage or injury to natural resources. No Seller Party has obtained or is required to obtain, and no Seller Party has any Knowledge of any reason Acquisition Sub will (in each case) jointly and severally providebe required to obtain, at any permits, licenses, or similar authorizations to occupy, operate or use the written request Improvements or any part of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost reason of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Environmental Law.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances Other than as would not, either individually or disclosed in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws.Schedule H: (i) After the receipt by Borrower, each of the Administrative Agent or any Lender Guarantors and each of their Subsidiaries and, to the best of the knowledge of the Borrower and the Guarantors after due inquiry, those of any notice party having charge, management or control of any real property of any of the type described Borrower, the Guarantors and their Subsidiaries have been and are in Section 9.01(h)compliance with Environmental Laws which are currently applicable to their operations and the release, emission, deposit, issuance, discharge, transportation or disposal ("Release") of any Hazardous Materials; the Borrower, the Guarantors and their Subsidiaries have no contingent liabilities in connection with any Release or likely Release and have no conditions on any property, which now, or with the passage of time or the giving of notice or both, may give rise to liability, and in respect of which there is a reasonable possibility that such non-compliance, contingent liabilities or conditions could have a material adverse effect on the Business, operations or financial condition of the Borrower and its Subsidiaries, taken as a whole; (ii) neither the Borrower, the Guarantors nor any of the Subsidiaries of the foregoing has received notice of any judicial or administrative proceeding alleging the violation of or any potential liability under any Environmental Laws and none of the Borrower, the Guarantors nor any of their Subsidiaries has received notice of or is subject to any Environmental Claim; and (iii) neither of the Borrower, the Guarantors, any of their Subsidiaries or, to the best of the knowledge of the Borrower and the Guarantors after due inquiry, or any party having charge, management or control of any of their real property has ever caused or permitted any Hazardous Material to be placed, held, located, stored or disposed of on, in, under, through or at any time that the Lead Borrower such property or any of its Restricted Subsidiaries are not part thereof except in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Environmental Laws.

Compliance with Environmental Laws. (a) The Lead Borrower Company will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, except for such noncompliances instances of noncompliance as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such required compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (or post bonds or other than financial assurances sufficient to satisfy the obligations or liability evidenced by such Liens, except to the extent that such Liens imposed on leased Real Property resulting from are being contested in good faith and by appropriate proceedings for which adequate reserves have been established in accordance with GAAP. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Company nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at at, or transported to or from, any such Real Properties which, either individually or transported in the aggregate, could not reasonably be expected to or from such Real Properties in compliance with all applicable Environmental Lawshave a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(g), (ii) at any time that the Lead Borrower Company or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Company and the other Borrowers will (in each case) jointly and severally provide, at the written sole joint and several expense of the Company and the other Borrowers and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating for purpose of identifying the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Company or any other Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerCompany and the other Borrowers on a joint and several basis, and the Credit Parties Company and the other Borrowers shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents reasonable access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license non‑exclusive license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Company or the applicable other Borrower, all at the sole joint and several expense of the Credit Parties (who shall be jointly Company and severally liable therefor)the other Borrowers.

Compliance with Environmental Laws. (a) The Lead Borrower will complyPESCO will, and will cause each of its Restricted Subsidiaries to complyto, comply with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property now or hereafter owned, leased owned or operated by the Lead Borrower PESCO or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Laws. Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Neither PESCO nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased owned or operated by the Lead Borrower PESCO or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental Laws. (i) After Laws and reasonably required in connection with the receipt by the Administrative Agent or any Lender of any notice operation, use and maintenance of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower business or operations of PESCO or any of its Restricted Subsidiaries are Subsidiaries. Notwithstanding anything to the contrary contained herein, it will not in compliance with Section 9.06(abe a violation of this covenant if any noncompliance (x) would not, individually or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could aggregate, reasonably be expected to be have a material adverse affect on the subject business, operations, property, assets, liabilities, condition (financial or otherwise) or prospects of PESCO or the Borrower and its Subsidiaries taken as a whole or (y) is being contested in good faith by PESCO or such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of Subsidiary through appropriate proceedings which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)are being diligently prosecuted.

Compliance with Environmental Laws. Without limiting Section 6.08: (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, comply with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of Real Property all real property now or hereafter owned, leased or operated by Holdings, the Lead Borrower or any of its Restricted their Subsidiaries, except such noncompliances as where the failure to so comply would not, either individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliancecompliance or related to any Environmental Liabilities, except to the extent that such compliance with Environmental Laws or Environmental Liabilities are being contested in good faith and will by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP; (b) keep or cause to be kept all such Real Property real property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who which are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, permitted under Section 7.01; (c) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or release nor dispose of, or nor permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property real property now or hereafter owned, leased or operated by Holdings, the Lead Borrower or any of its Restricted their Subsidiaries, or nor transport or permit the transportation of Hazardous Materials to or from any such Real Propertyreal property other than in compliance with applicable Environmental Laws and in the ordinary course of business in a manner not reasonably expected to result in any Environmental Liabilities, except for such noncompliance as would not have, and which would not be reasonably expected to have, a Material Adverse Effect; and (d) if required to do so under any applicable order of any Governmental Authority or pursuant to any Environmental Law, undertake any clean up, removal, remedial or other action necessary to remove and clean up any Hazardous Materials generated, used, treated, stored, Released or disposed of at from any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property real property owned, leased or operated by Holdings, the Lead Borrower or any of its Restricted their Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)accordance with, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeall material respects, the Administrative Agent may order requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all Governmental Authorities, except to the sameextent that Holdings, the reasonable cost of Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant adequate reserves have been established to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)extent required by GAAP.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances Except as would not, either individually or in the aggregate, reasonably be expected to have result in a Material Adverse EffectEffect or as disclosed in the Offering Memorandum: the Issuers, the Escrow Guarantor, the Surviving Issuers, the Guarantors, and will promptly pay their respective subsidiaries are in compliance with all applicable federal, state, local and foreign laws and regulations relating to pollution or cause protection of human health (to be paid all costs the extent relating to exposure to hazardous or toxic substances or wastes, pollutants, contaminants, chemicals, petroleum and expenses incurred in connection with such compliancepetroleum products (collectively, “Materials of Environmental Concern”), including, without limitation, laws and will keep regulations relating to emissions, discharges, releases or cause threatened releases of Materials of Environmental Concern, or otherwise relating to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release disposal, transport or handling of Materials of Environmental Concern (collectively, “Environmental Laws”); neither the Issuers, the Escrow Guarantor, the Surviving Issuers, the Guarantors nor any of their respective subsidiaries has received written notice of any claim, investigation, action or cause of action filed with a court or governmental authority, violation, or actual or potential liability under Environmental Law (collectively, “Environmental Claims”), and, to the knowledge of the Issuers, the Escrow Guarantor, the Surviving Issuers and the Guarantors, no such Environmental Claims have been threatened against the Issuers, the Escrow Guarantor, the Surviving Issuers and the Guarantors and their respective subsidiaries or any person or entity whose liability for any Environmental Claim, the Issuers, the Escrow Guarantor, the Surviving Issuers and the Guarantors and their respective subsidiaries have retained or assumed either contractually or by operation of law; and to the knowledge of the Issuers, the Escrow Guarantor, the Surviving Issuers and the Guarantors, there has been no activity, circumstance, condition, event or occurrence, including, without limitation, the release, emission, discharge, presence or disposal of Hazardous any Materials on any Real Property now or hereafter ownedof Environmental Concern, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could would reasonably be expected to be result in a violation of or liability of the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeIssuers, the Administrative Agent may order the sameEscrow Guarantor, the reasonable cost Surviving Issuers, the Guarantors or any of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property subsidiaries under Environmental Laws or form the basis of an Environmental Claim against the Issuers, the Escrow Guarantor, the Surviving Issuers, the Guarantors or any of their respective subsidiaries or against any person or entity whose liability for any Environmental Claim the Parent and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense its subsidiaries have retained or assumed either contractually or by operation of the Credit Parties (who shall be jointly and severally liable therefor)law.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and the Borrower will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties the extent that the failure to comply with the requirements specified in compliance with all applicable Environmental Laws. clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at above, either individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. If required to do so under any time that applicable directive or order of any governmental agency, the Lead Borrower or any agrees to undertake, and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)accordance with, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeall material respects, the Administrative Agent may order the samerequirements of all applicable Environmental Laws and in accordance with, the reasonable cost in all material respects, such orders and directives of which shall be borne (jointly and severally) by the Lead Borrowerall governmental authorities, and the Credit Parties shall grant and hereby grant except to the Administrative Agent extent that the Borrower or such Subsidiary is contesting such order or directive in good faith and the Lenders by appropriate proceedings and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice for which adequate reserves have been established to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)extent required by generally accepted accounting principles.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws Law and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsLaw. (i) After the receipt by the Administrative Agent or any the Lender of any notice of the type described in Section 9.01(h9.01(g), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lender has exercised any time when an Event of Default is in existence, the Credit Parties remedies pursuant to the last paragraph of Section 9 the Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the reasonable request of the Administrative Agent, an a Phase I environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating addressing the presence or absence of Hazardous Materials Material and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials Material on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 45 days after such request was mademade (or such longer period as may be reasonably necessary under the circumstances to complete such assessment in a diligent manner), the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant to the Administrative Agent and the Lenders Lender and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders Lender an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time during normal business hours upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) (i) The Lead Borrower Parent will comply, and will cause each of its Restricted Subsidiaries to comply, comply with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property now or hereafter owned, leased owned or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse EffectCredit Parties, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries ii) no Credit Party will generate, use, treat, store, Release or Release, dispose of, threaten to Release, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased owned or operated by the Lead Borrower or any of its Restricted SubsidiariesCredit Party, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generatedin material compliance with applicable Environmental Laws and as may be reasonably required in connection with the operation, used, treated, stored, Released or disposed use and maintenance of at any such Real Properties or transported Property by any Credit Party’s business, unless any failures to or from such Real Properties comply with the requirements specified in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of clause (i) or (ii) above, either individually or in the aggregate, (x) have not had and (y) could not reasonably be expected to have, a Material Adverse Effect. If any Credit Party or any tenant or occupant of any Real Property now or hereafter owned or operated by such Credit Party, causes or permits any intentional or unintentional act or omission resulting in the presence or Release or threat of Release of any Hazardous Material (except in material compliance with applicable Environmental Laws) at or from any Real Property, the Credit Party agrees, if required to do so under any final applicable directive or order of any governmental agency, to undertake, and/or to cause any of its Subsidiaries, tenants or occupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property, and, if required by any governmental agency under applicable law to restore any natural resources, except where the failure to do so could not reasonably be expected to have, a Material Adverse Effect. (b) At the written request of the Required Holders, which request shall specify in reasonable detail the basis therefor, at any time and from time to time, the Parent and the Company will provide, at their sole cost and expense, a Phase I environmental site assessment report (and any additional reports required thereby) which has been prepared, in accordance with the applicable ASTM standard, by an environmental consulting firm approved by the Required Holders, and such approval will not be unreasonably withheld, and which concerns any Real Property now or hereafter owned or operated by any Credit Party, and addresses the matters in clause (i) or (ii) below which give rise to such request (or, in the case of a request pursuant to following clause (i), addresses such matter as may be requested by the Required Holders) and estimates the range of the potential costs of any removal, remedial or other corrective or restorative action in connection with any such matter; provided that in no event shall such request be made unless (i) a Default or Event of Default has occurred and is continuing or (ii) the subject holders of Notes receive notice under Section 7.1(h) for any event referred to in said Section which, either individually or in the aggregate, (x) has had or (y) could reasonably be expected to be the subject of such notice have, (a) a Material Adverse Effect or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case (b) a remedial cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If to the Credit Parties in excess of $100,000. If any Credit Party fail to provide the same within 30 60 days after such request was made, the Administrative Agent Required Holders may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant do grant, to the Administrative Agent and the Lenders holders of Notes and their respective agents reasonable access to such Mortgaged Real Property and specifically grant the Administrative Agent such holders and the Lenders their agents an irrevocable non-exclusive license license, subject to the right of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties. In such an event, the Credit Parties (who shall and hereby do release the holders of Notes and their agents from any and all Environmental Claims concerning any investigation into or assessment of the Real Property which such holders may cause to be jointly and severally liable therefor)made.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h8.1(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a8.6(a) or (iii) at in the event that any time when an Event of Default is in existence, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, or required by, the ownership, lease to ownership or use of the Real Property now or hereafter ownedProperty, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause the Borrower to be paid pay all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property Properties free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions Laws. None of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any Subsidiary of its Restricted Subsidiaries the Borrower will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted SubsidiariesProperty, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released other than in compliance in all material respects with applicable law. (b) At the request of the Agent or disposed of the Required Banks at any such Real Properties or transported time and from time to or from such Real Properties in compliance with all applicable Environmental Laws.time during the existence of this Agreement: (i) After the receipt by the Administrative Agent or any Lender if an Event of any notice of the type described in Section 9.01(h)Default exists under this Agreement, (ii) at any time upon the reasonable belief by the Agent that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance has breached any representation or covenant herein with Section 9.06(a) respect to any environmental matters and such breach is continuing, or (iii) at any time when an Event of Default in the event notice is in existenceprovided under Section 7.01(i) herein, the Credit Parties Borrower will (in each case) jointly and severally provide, at its sole cost and expense (or will cause the written request of the Administrative Agentrelevant Subsidiary to provide at its sole cost and expense), an environmental site assessment report reasonable in scope concerning any Mortgaged Real Property owned, leased or operated by of the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentAgent and the Required Banks, indicating the presence or absence Release of Hazardous Materials on or from any of the Real Property and the reasonable worst case potential cost of any removal or remedial action in connection with such any Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 after thirty (30) days after such request was madenotice, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders Banks and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders Banks an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of Borrower's expense, which assessments, if obtained, will be provided to the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower (i) Each Credit Agreement Party will comply, and will cause each of its Restricted Subsidiaries to comply, in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property and vessels now or hereafter owned, leased or operated by the Lead Borrower such Credit Agreement Party or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property and vessels free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower any Credit Agreement Party nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter vessels owned, leased or operated by the Lead Borrower such Credit Agreement Party or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed as required in the ordinary course of at any such Real Properties or transported to or from such Real Properties business of Holdings and its Subsidiaries as conducted on the Effective Date and as allowed by (and in compliance with) applicable law or regulation and except for any failures to comply with all applicable Environmental Laws. the requirements specified in clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that above, which, either individually or in the Lead Borrower aggregate, have not had, and could not reasonably be expected to have, a Material Adverse Effect. If Holdings or any of its Restricted Subsidiaries are not Subsidiaries, or any tenant or occupant of any Real Property or vessel owned, leased or operated by Holdings or any of its Subsidiaries, causes or permits any intentional or unintentional act or omission resulting in the presence or Release of any Hazardous Material (except in compliance with Section 9.06(a) applicable Environmental Laws), each Credit Agreement Party agrees to undertake, and/or to cause any of its Subsidiaries, tenants or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provideoccupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property or vessel except where the failure to do so has not had, and could not reasonably be expected to have, a Material Adverse Effect. (b) At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor (which may not simply be a desire for periodic review), at any time and from time to time, the Credit Agreement Parties will provide, at their sole cost and expense, an environmental site assessment report concerning any Mortgaged Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating addressing the presence or absence of Hazardous Materials matters which gave rise to such request and estimating the reasonable worst case cost potential costs of any removal removal, remedial or remedial other corrective action in connection with any such Hazardous Materials on such Mortgaged Propertymatter. If the a Credit Parties fail Agreement Party fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Agreement Parties shall grant and hereby grant do grant, to the Administrative Agent and the Lenders and their respective agents agents, access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders and their agents an irrevocable non-exclusive license license, subject to the right of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly Agreement Parties' joint and severally liable therefor)several expense.

Compliance with Environmental Laws. (a) The Lead Except as could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect: (i) the U.S. Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits under Environmental Law applicable to, to or required by, in respect of the conduct of its business or operations or by the ownership, lease or use of any Real Property now or hereafter owned, leased or operated by the Lead U.S. Borrower or any of its Restricted SubsidiariesMaterial Subsidiaries and (ii) to the extent required by Environmental Law, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens Liens, other than Permitted Liens, imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Laws. Except as have not had, and would could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, neither the Lead U.S. Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead U.S. Borrower or any of its Restricted Material Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties Properties, or transported to or from such Real Properties transported, in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the U.S. Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead U.S. Borrower or any of its Restricted Subsidiaries are is not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Borrowers will (in each case) jointly and severally provide, at the written request joint and several expense of the Borrowers and as is reasonably requested by the Administrative Agent, an environmental site assessment report concerning any Mortgaged relevant Real Property owned, leased or operated by the Lead U.S. Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any required removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties Borrowers fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerBorrowers, and the Credit Parties Borrowers shall grant and hereby do grant to the Administrative Agent and the Lenders and their respective agents reasonable access to such Mortgaged Property Real Property, and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead BorrowerBorrowers, provided that such access and work shall not unreasonably interfere with normal operations of the Borrowers or any of them, all at the sole joint and several expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrowers.

Compliance with Environmental Laws. (a) The Lead Borrower Company will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, except for such noncompliances instances of noncompliance as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such required compliance, except to the extent such nonpayment could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (or post bonds or other than Liens imposed on leased Real Property resulting from financial assurances sufficient to satisfy the acts obligations or omissions of liability evidenced by such Liens, except to the owner of extent that such leased Real Property Liens, including any action to enforce any such Liens, could not, either individually or of other tenants of such leased Real Property who are not within in the control of the Lead Borrower). Except as have not hadaggregate, and would not reasonably be expected to have, have a Material Adverse Effect, neither . Neither the Lead Borrower Company nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at at, or transported to or from, any such Real Properties which, either individually or transported in the aggregate, could not reasonably be expected to or from such Real Properties in compliance with all applicable Environmental Lawshave a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(g), (ii) at any time that the Lead Borrower Company or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Company and the other Borrowers will (in each case) jointly and severally provide, at the written sole joint and several expense of the Company and the other Borrowers and at the request of the Administrative Agent, an environmental site assessment report concerning in connection with, in the case of clauses (i) and (ii) above, any Mortgaged or all the Real Property that is the subject of clauses (i) or (ii) above or, in the case of clause (iii) above, any Real Property, and is owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating for purpose of identifying the presence or absence of Hazardous Materials and any violations of Environmental Law, and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on or emanating from, and the correction of any such Mortgaged violations at, such Real Property. If the Credit Parties fail Company or any other Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerCompany and the other Borrowers on a joint and several basis, and the Credit Parties Company and the other Borrowers shall grant and hereby grant (in the case of property leased by the Company or any of its Subsidiaries, subject to the terms of the applicable lease) to the Administrative Agent and the Lenders and their respective agents reasonable access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment assessment, and to address any Hazardous Materials and any violations of Environmental Law identified by such an assessment, at any reasonable time upon reasonable notice to the Lead Company or the applicable other Borrower, all at the sole joint and several expense of the Credit Parties (who shall be jointly Company and severally liable therefor)the other Borrowers.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on on, at, under, about or within any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at on, at, under, about or within any such Real Properties Property or transported to or from such Real Properties Property in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are is not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence nature and scope of Hazardous Materials such environmental matter(s) and the reasonable worst case cost of any removal or remedial action addressing the matter(s) in connection accordance with such Hazardous Materials on such Mortgaged PropertyEnvironmental Law. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Holdings and the ---------------------------------- Borrower will comply, and will cause each of its Restricted their respective Subsidiaries to comply, with in all material respects with, and not incur material liability under, all Environmental Laws and permits applicable to, to the business or required byoperations of Holdings, the ownership, lease Borrower or any of their respective Subsidiaries or to the ownership or use of the Real Property now or hereafter owned, leased owned or operated by Holdings, the Lead Borrower or any of its Restricted their respective Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all reasonable costs and expenses incurred in connection with such compliancecompliance and liability, and will keep or cause to be kept all such Real Property free and clear of any material Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. None of Holdings, the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted their respective Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased owned or operated by Holdings, the Lead Borrower or any of its Restricted their respective Subsidiaries, or transport or knowingly permit the transportation of Hazardous Materials to or from any such Real Property, Property except for Hazardous Materials generated, used, treated, stored, Released used or disposed of stored at any such Real Properties or transported to or from in compliance in all material respects with all Environmental Laws and reasonably required in connection with the operation, use and maintenance of any such Real Properties in compliance with all applicable Environmental LawsProperty. (ib) After the receipt by The Borrower will promptly give notice to the Administrative Agent upon determining the existence of (i) any material violation of any Environmental Law or (ii) any Environmental Claim, in each of clause (i) or (ii), related to the business or operations of Holdings, the Borrower or any Lender of their respective Subsidiaries or to the ownership or use of any notice Real Property now or hereafter owned or operated by Holdings, the Borrower or any of their respective Subsidiaries, or (iii) any release or threatened release of Hazardous Materials at, on, upon, under or from any Real Property now or hereafter owned or operated by Holdings, the type described Borrower or any of their respective Subsidiaries, or any facility or equipment thereat, in Section 9.01(hexcess of a reportable quantity or allowable standard or level under any Environmental Laws, or in a manner and/or amount which could reasonably be expected to result in liability under any Environmental Law, in each of clause (i), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii), in excess of $500,000 individually or in the aggregate with any other liability under any Environmental Laws. In each of the aforementioned circumstances, immediately following discovery thereof, Holdings and the Borrower will, and will cause each of their respective Subsidiaries to, take appropriate steps to initiate and expeditiously complete all investigation, compliance, response, corrective and other action required under any Environmental Law to mitigate and eliminate any such violation or liability and shall keep the Administrative Agent apprised of such action. (c) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at At the written request of the Administrative AgentAgent or the Required Banks, which request shall specify in reasonable detail the basis therefor, at any time and from time to time, the Borrower will provide, at the Borrower's sole cost and expense, an environmental site assessment report concerning any Mortgaged Real Property owned, leased now or hereafter owned or operated by Holdings, the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)their respective Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentAgent which approval shall not be unreasonably withheld or delayed, indicating status of compliance with Environmental Laws and the presence or absence of Hazardous Materials and the reasonable worst case estimated cost of any compliance, investigation, removal or remedial action in connection with such any Hazardous Materials on on, at, under or emanating from such Mortgaged Real Property; provided that such request may be made only if (i) there has -------- occurred and is continuing an Event of Default, (ii) the Administrative Agent reasonably believes that Holdings, the Borrower or any such Real Property is not in material compliance with any material Environmental Law, or (iii) circumstances exist that reasonably could be expected to form the basis of a material Environmental Claim against Holdings, the Borrower or any of their respective Subsidiaries or any such Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was mademade (or within such longer period as the Administrative Agent may approve in writing, such approval not to be unreasonably withheld), the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders Banks and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders Banks an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower's expense.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and the Borrower will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, its operations or the ownership, lease lease, occupancy, or use of any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted the Borrower’s Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than except, in each case, for Permitted Liens imposed on leased Real Property resulting from related thereto. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted the Borrower’s Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted the Borrower’s Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at or transported from, any such Real Properties or transported to or from such Real Properties (x) in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries and (y) as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at At any time that the Lead Borrower or any of its Restricted the Borrower’s Subsidiaries are is not in compliance with Section 9.06(a) 5.06(a), or (iiiii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 7.01, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an a non-invasive environmental site assessment report concerning any Mortgaged the Real Property owned, leased or operated by the Lead Borrower or any of its Restricted the Borrower’s Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)in question, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials or noncompliance and the reasonable worst case potential cost of any removal or remedial action required by a Governmental Authority in connection with such Hazardous Materials or noncompliance on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Except as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, Borrower (i) will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and (ii) will keep or cause to be kept all such Real Property free and clear of any Liens (other than Permitted Liens) imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadLaws, and would (iii) will not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h8.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) 8.06(a), or (iii) at in the event that Lender has exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 10, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of Borrower and at the request of the Administrative AgentLender, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentLender, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent Lender may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders Lender and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders grants Lender an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws, except such noncompliances as could not, either individually or in the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadaggregate, and would not reasonably be expected to have, have a Material Adverse Effect, neither . Neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental Laws. (i) After Laws and as reasonably required in connection with the receipt by the Administrative Agent or any Lender of any notice normal operation, use and maintenance of the type described in Section 9.01(h), (ii) at any time that business or operations of the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(aSubsidiaries. (b) or (iii) at any time when an Event of Default is in existence, At the Credit Parties will (in each case) jointly and severally provide, at the reasonable written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor, at any time and from time to time, the Borrower will provide, at the sole expense of the Borrower, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property, provided that (i) unless the Lenders or the Administrative Agent has received any notice of the type described in Section 8.01(i) or (ii) the Lenders have exercised any of the remedies pursuant to the last paragraph of Section 10, such request may not be made more than once every two years in respect of any parcel of Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 90 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Borrower and the Credit Parties Borrower shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower Company and its ---------------------------------- Subsidiaries will comply, and will cause each of its Restricted Subsidiaries to comply, comply in all material respects with all Environmental Laws and permits applicable to, or required by, the ownership, lease to ownership or use of Real Property now or hereafter ownedtheir real property (including, leased or operated by the Lead Borrower or any of its Restricted Subsidiarieswithout limitation, except such noncompliances as would notstate laws applicable to underground storage tanks), either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid by other responsible parties all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property real properties free and clear of any Liens or any restrictions on the ownership, occupancy, use or transferability of such real property imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws, except where the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are failure to do so could not within the control of the Lead Borrower). Except as have not had, and would not been reasonably be expected to have, have a Material Adverse Effect, neither . Neither the Lead Borrower Company nor any of its Restricted Subsidiaries will generate, use, treat, store, Release use or dispose of, store or knowingly permit the generation, use, treatment, storage, Release use or disposal storage of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiariesrespective real property, or transport or knowingly permit the transportation of Hazardous Materials to or from any such Real Propertyof its respective real property except in material compliance with Environmental Laws. Neither the Company nor any of its Subsidiaries will generate, except for treat, release or dispose of, or permit the generation, treatment, release or disposal of, Hazardous Materials generated, used, treated, stored, Released or disposed on any of at any such Real Properties or transported to or from such Real Properties its respective real property except in material compliance with all applicable Environmental Laws. (ib) After At the receipt by the reasonable request of either Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) Required Lenders that at any time that the Lead Borrower there exists a condition or any set of its Restricted Subsidiaries are not in compliance circumstances or facts which has given rise to a material Environmental Claim, material noncompliance with Section 9.06(a) an Environmental Law or (iii) at any time when an Event of Default is in existenceexists with respect to this Section 7.7, the Credit Parties Company will (in each case) jointly and severally provide, at the written request of the Administrative Agentits sole cost and expense, an environmental site assessment report concerning such real property of the Company or its Subsidiaries which is affected by any Mortgaged Property ownedEnvironmental Claim, leased or operated by the Lead Borrower noncompliance with an Environmental Law or any material Event of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Default, prepared by an environmental consulting firm reasonably approved by the US Administrative AgentAgent or the Required Lenders, indicating the presence or Release or absence of Hazardous Materials and the reasonable worst case potential cost of any required removal or remedial action in connection with such any Hazardous Materials on such Mortgaged Propertyreal property. If the Credit Parties fail Company fails to provide the same within 30 sixty (60) days after such request was madeis made or within a reasonable time thereafter, the US Administrative Agent or the Required Lenders may upon ten (10) days' prior notice order the same, same or undertake such an assessment all at the reasonable cost expense of which shall be borne (jointly and severally) by the Lead BorrowerCompany, and the Credit Parties Company or its Subsidiary shall grant and hereby grant grants to the US Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)real property.

Compliance with Environmental Laws. (a) The Lead Except as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, Borrower (i) will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and (ii) will keep or cause to be kept all such Real Property free and clear of any Liens (other than Permitted Liens) imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadLaws, and would (iii) will not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h8.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) 8.06(a), or (iii) at in the event that Lender has exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 10, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of Borrower and at the request of the Administrative AgentLender, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncomplianceother than Billboard Real Estate), prepared by an environmental consulting firm reasonably approved by the Administrative AgentLender, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 45 days after such request was made, the Administrative Agent Lender may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and Borrower, to the Credit Parties extent permitted by Borrower’s rights therein, shall grant and hereby grant grants to the Administrative Agent and the Lenders Lender and their respective agents access to such Mortgaged Real Property and and, to the extent permitted by Borrower’s rights therein, specifically grant the Administrative Agent and the Lenders grants Lender an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property now or hereafter owned, leased owned or operated by the Lead Borrower or any of its Restricted Subsidiaries, Subsidiaries (except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets, liabilities, condition (financial or otherwise) or prospects of the Borrower or the Borrower and its Subsidiaries taken as a whole), will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased owned or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at to the extent that any such Real Properties generation, use, treatment, storage, release or transported disposal could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the business, operations, property, assets, liabilities, condition (financial or from such Real Properties in compliance with all applicable Environmental Lawsotherwise) or prospects of the Borrower or the Borrower and its Subsidiaries taken as a whole. (ib) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at At the written request of the Administrative AgentAgents or the Required Banks, which request shall specify in reasonable detail the basis therefor, at any time and from time to time, the Borrower will provide, at the sole expense of the Borrower, an environmental site assessment report concerning any Mortgaged Real Property owned, leased owned or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentAgents, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property, provided that in no event shall such request be made more often than once every two years for any particular Real Property unless either (i) the Obligations have been declared (or have become) due and payable pursuant to Section 10 or (ii) the Banks receive notice under Section 8.01(h) of any event for which notice is required to be delivered for any such Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 90 days after such request was made, the Administrative Agent Agents may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent Agents and the Lenders Banks and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent Agents and the Lenders Banks an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole and reasonable expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Each Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerBorrowers). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Borrowers nor any of its their Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Borrowers or any of its their Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. Without limitation of the covenants contained in section 8.7 hereof: (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to to, (i) comply, in all material respects, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, except for such noncompliance as would not have, and will which would not be reasonably expected to have, a Material Adverse Effect or a material adverse effect on the ability of the Borrower to perform its obligations under any Credit Document; and (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 9.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if the Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, any such action shall be effected only in the ordinary course of business and in any event in compliance, in all material respects, with all Environmental Laws applicable thereto, except for Hazardous Materials generatedsuch noncompliance as would not have, usedand which would not be reasonably expected to have, treated, stored, Released a Material Adverse Effect or disposed a material adverse effect on the ability of at the Borrower to perform its obligations under any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsCredit Document. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice of governmental agency, the type described in Section 9.01(h)Borrower will undertake, (ii) at any time that the Lead Borrower or any and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in accordance with, in all material respects, the event requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all governmental authorities, except (i) to the extent that the Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP, or (ii) that is the subject of or could for such noncompliance as would not have, and which would not be reasonably be expected to be have, a Material Adverse Effect or a material adverse effect on the subject ability of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating Borrower to perform its obligations under any Credit Document. (d) At the presence or absence written request of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order or the sameRequired Lenders, which request shall specify in reasonable detail the reasonable cost of which shall be borne (jointly basis therefor, at any time and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant from time to the Administrative Agent and time after the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable receive notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).under section 8.1

Compliance with Environmental Laws. Notwithstanding, and in addition to, the covenants contained in section 10.7 hereof: (a) The Lead Borrower will complyBorrowers will, and will cause each of its Restricted the Subsidiaries to complyto, (i) comply in all respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property and personal property now or hereafter owned, leased or operated by the Lead a Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance; provided, however, that a failure to comply with such Environmental Laws shall not constitute a breach of this section 10.8(a) if such noncompliance could not reasonably be expected to have a Material Adverse Effect; and will (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 11.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if a Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead a Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties action shall be effected in compliance with all Environmental Laws applicable thereto; provided, however, a failure of any such action to comply with such Environmental LawsLaws shall not constitute a breach of this section 10.8(b) if such noncompliance could not reasonably be expected to have a Material Adverse Effect. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice governmental agency, the Borrowers will undertake, and cause each of the type described in Section 9.01(h)Subsidiaries to undertake or cause, (ii) at any time that the Lead Borrower clean up, removal, remedial or other action necessary to remove and clean up any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at Hazardous Materials from any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead a Borrower or any of its Restricted Subsidiaries (in accordance with the event requirements of (iall applicable Environmental Laws and in accordance with such orders of all governmental authorities, except to the extent that such Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP; provided, however, that a failure to so clean-up, remove, remediate or take such action necessary to remove and clean up such Hazardous Materials shall not constitute a breach of this section 10.8(c) or (ii) that is the subject of or if such failure could not reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)have a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Borrower Holdings will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use operation of Real Property, facilities and Oil and Gas Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses for which Holdings or its Subsidiaries are legally obligated that are incurred in connection with such compliance, and will keep or cause to be kept all such Real Property Property, facilities and Oil and Gas Properties free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Laws. Except as have not had, Holdings and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or and dispose of, or permit and will cause the generation, use, treatment, storage, Release or and disposal of Hazardous Materials on any Real Property Property, facilities or Oil and Gas Properties now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, or and transport or permit cause the transportation of Hazardous Materials to or from any such Real Property, facilities or Oil and Gas Properties in compliance with all applicable Environmental Laws, except for such Hazardous Materials generated, used, treated, stored, Released or and disposed of at any such Real Properties Properties, facilities or transported to or from such Real Oil and Gas Properties in compliance connection with all applicable Environmental Lawsor arising out of the business or operations of Holdings or any of its Subsidiaries as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (b) Upon (i) After the receipt by the Administrative Agent or any Lender of any notice from the Borrower of the type described in Section 9.01(h7.01(j), (ii) at any time a reasonable determination that the Lead Borrower Holdings or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a7.06(a) or (iii) at the exercise by the Administrative Agent or the Lenders of any time when an Event of Default is in existencethe remedies pursuant to the penultimate paragraph of Section 9, each of Holdings and the Credit Parties Borrower will (in each case) jointly and severally collectively, or if either Holdings or the Borrower so desire, individually, provide, at upon the written request of the Administrative AgentAgent at the sole expense of Holdings and the Borrower, as applicable, an environmental site assessment report concerning any Mortgaged Real Property or facilities owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved acceptable to by the Administrative Agent, indicating indicating, as the circumstances may dictate, the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged PropertyReal Property or facilities. If either Holdings or the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, non-responsive Credit Party; and each of Holdings and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property or facilities and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to Holdings and the Lead Borrower, all at the sole expense of each of Holdings and the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, in all respects with all Environmental Laws and permits applicable to, to the operation of its business or required by, to the ownership, lease ownership or use of Real Property now or hereafter owned, leased owned or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have will within a Material Adverse Effect, and will promptly reasonable time period pay or cause to be paid all costs and expenses incurred in connection with such compliancecompliance (except to the extent being contested in good faith), and will undertake all reasonable efforts to keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws, except such noncompliances as could not, individually or in the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadaggregate, and would not reasonably be expected to have, have a Material Adverse Effect, neither . Neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased owned or operated or occupied by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, Property except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsLaws (except such noncompliances as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect) and reasonably required in connection with the operation, use and maintenance of any such Real Property or otherwise in connection with their businesses. (ib) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at At the written request of the Administrative AgentAgent or the Required Lenders upon a reasonable belief by the Administrative Agent or the Required Lenders that the Borrower or any of its Subsidiaries has breached any representation or covenant contained herein relating to environmental matters, which request shall specify in reasonable detail the basis therefor, the Borrower will provide, at the Borrower's sole cost and expense, an environmental site assessment report report, reasonable in scope, concerning the subject matter of such representation or covenant and any Mortgaged Real Property now or hereafter owned, leased operated or operated occupied by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by acceptable to the Administrative Agent, indicating (if relevant to such breach) the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such any Hazardous Materials on such Mortgaged Real Property; PROVIDED, that such request may be made only if (i) there has occurred and is continuing an Event of Default, (ii) the Administrative Agent or the Required Lenders reasonably believe that the Borrower or any such Real Property is not in compliance with Environmental Law and such circumstances would reasonably be expected to have a Material Adverse Effect, or (iii) circumstances exist that reasonably could be expected to form the basis of a material Environmental Claim against the Borrower or any of its Subsidiaries or any such Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days a reasonable period, not to exceed 90 days, after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower's expense.

Compliance with Environmental Laws. (ai) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter Each property owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiariessubsidiaries, including, without limitation, the Environment (as defined below) within the perimeter boundaries of and associated with such property, is free of any Hazardous Substance (as defined below), except such noncompliances as for Hazardous Substances that would notnot reasonably be expected to result in a Material Adverse Effect; (ii) no condition, either individually including any Release, exists on, in, under or from any property owned, leased or operated by the Parent or any of its subsidiaries or, to the knowledge of the Company and the Parent, other property that has resulted or could result in the aggregateincurrence of liabilities by the Parent or any of its subsidiaries under or any violations by the Parent or any of its subsidiaries of any Environmental Law, give rise to the imposition of any Lien under any Environmental Law, or cause or constitute a health, safety or environmental hazard to any property, person or entity, except in each case that would not reasonably be expected to have a Material Adverse Effect; (iii) neither the Parent or any subsidiary nor, to the knowledge of the Company and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliancethe Parent, and will keep or cause to be kept all such Real Property free and clear any tenant of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter properties owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiariessubsidiaries has received any notice of a claim, potential liability or transport violation under or permit the transportation of pursuant to any Environmental Law including with respect to Hazardous Materials to Substances on or originating from any such Real Propertyproperty, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported claims which would not reasonably be expected to or from such Real Properties in compliance with all applicable Environmental Laws. have a Material Adverse Effect; (iiv) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property no property owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiaries subsidiaries is included or, to the knowledge of the Company and the Parent, proposed for inclusion on the National Priorities List issued pursuant to the Comprehensive Environmental Response Compensation Liability Act (“CERCLA”) by the United States Environmental Protection Agency (the “EPA”), nor has the Parent or any subsidiary received any notice from the EPA or any other governmental authority proposing the inclusion of any such property on such list; (v) the Parent and each of its subsidiaries and, to the knowledge of the Company and the Parent, each tenant at any of the properties owned, leased or operated by the Parent and its subsidiaries (A) have received all permits, licenses or other approvals required of them under applicable Environmental Laws to conduct their respective businesses and (B) are in compliance with all terms and conditions of any such permit, license or approval and all applicable Environmental Laws, except in each case where such noncompliance, failure to receive required permits, licenses or other approvals or failure to comply with the event terms and conditions of (i) such permits, licenses, approvals or (ii) that is the subject of or could applicable Environmental Laws would not reasonably be expected to be have a Material Adverse Effect; and (vi) neither the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne Parent nor its subsidiaries (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and nor their respective agents access predecessor entities) are subject to such Mortgaged Property any costs or liabilities arising under Environmental Laws or resulting from any Hazardous Substances (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws or any permit, license or approval, any related constraints on operating activities and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license any potential liabilities to undertake such an assessment at any reasonable time upon reasonable notice third parties) which would reasonably be expected to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)have a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, Each Company shall comply with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such complianceLaws, and will keep or cause all Property to be kept all such Real Property free and clear of any Liens imposed pursuant under Environmental Laws, unless failure to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or subject any Agent, Lender or Issuing Lender to any material risk of damages or liability; (b) in the event of the presence of any Hazardous Material at, on, under, within or emanating from any Real Property which would reasonably be expected to result in liability under or a violation of any Environmental Law, in each case which could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, neither the Lead Borrower nor each Company shall undertake, and/or use their best efforts to cause any of its Restricted Subsidiaries their respective tenants or occupants to undertake, at no expense to any Lender, any action required pursuant to Environmental Laws to mitigate and eliminate such adverse effect; provided, however, that no Company shall be required to comply with any order or directive of a Governmental Authority which is being contested in good faith and by proper proceedings so long as it has maintained adequate reserves with respect to such compliance to the extent required in accordance with GAAP; (c) each Company shall promptly notify the Administrative Agent of the occurrence of any event specified in clause (b) of this Section 9.14 and shall periodically thereafter keep the Administrative Agent informed of any material actions taken in response to such event and the results of such actions; and (d) at the written request of the Administrative Agent at any time and from time to time, each Obligor will generateprovide, useat such Obligor's sole cost and expense, treatan environmental site assessment (including, storewithout limitation, Release the results of any soil or dispose ofgroundwater or other testing, or permit conducted if the generation, use, treatment, storage, Release or disposal of Hazardous Materials on Administrative Agent directs that such testing be conducted) concerning any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted SubsidiariesCompany, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared conducted by an environmental consulting firm reasonably proposed by such Obligor and approved by the Administrative Agent, Agent indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal required investigation or remedial other response or any corrective action in connection with any Hazardous Materials on, at, under, within or emanating from such Real Property and the potential cost of any required investigation, response or corrective action to address any such Hazardous Materials on Materials; provided, however, that such Mortgaged Propertyrequest may be made only if (a) there has occurred and is continuing an Event of Default, (b) the Administrative Agent reasonably believes that any Company or any such Real Property or operations are not in material compliance with Environmental Law or (c) circumstances exist that reasonably could be expected to form the basis of an Environmental Claim against such Company or any such Real Property or result in material expenditures by any Company, in each case which could, individually or in the aggregate, have a Material Adverse Effect. If the Credit Parties fail any Obligor fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order but is under no obligation to conduct the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties such Obligor shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective its agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the such Obligor's sole expense of the Credit Parties (who shall be jointly cost and severally liable therefor)expense.

Compliance with Environmental Laws. Without limitation of the covenants contained in section 8.7 hereof: (a) The Lead Borrower will complyCompany will, and will cause each of its Restricted Subsidiaries to to, (i) comply, in all material respects, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, except for such noncompliance as would not have, and will which would not be reasonably expected to have, a Material Adverse Effect or a material adverse effect on the ability of the Company to perform its obligations under any Credit Document; and (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 9.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if the Company or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, any such action shall be effected only in the ordinary course of business and in any event in compliance, in all material respects, with all Environmental Laws applicable thereto, except for Hazardous Materials generatedsuch noncompliance as would not have, usedand which would not be reasonably expected to have, treated, stored, Released a Material Adverse Effect or disposed a material adverse effect on the ability of at the Company to perform its obligations under any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsCredit Document. (ic) After the receipt by the Administrative Agent or If required to do so under any Lender applicable order of any notice of governmental agency, the type described in Section 9.01(h)Company will undertake, (ii) at any time that the Lead Borrower or any and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower Company or any of its Restricted Subsidiaries (in accordance with, in all material respects, the event requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all governmental authorities, except (i) to the extent that the Company or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP, or (ii) that is the subject of or could for such noncompliance as would not have, and which would not be reasonably be expected to be have, a Material Adverse Effect or a material adverse effect on the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense ability of the Company to perform its obligations under any Credit Parties (who shall be jointly and severally liable therefor)Document.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all all, and in a manner that does not result in any material liability under any, applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative AgentAgent or any Lender, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent or the Required Lenders may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will (x) cause each of its Restricted Subsidiaries to complycomply and (y) ensure compliance by its tenants and subtenants, in each case, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except for such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens Liens, other than Permitted Liens, imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries, except in connection with such noncompliance as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After The Borrower will provide, at the sole expense of the Borrower and at the reasonable request of the Required Lenders after receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h5.01(g), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentRequired Lenders, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties Borrower. (who shall c) Conduct and complete all investigations, studies, sampling and testing, and all remediation, removal and other actions required under Environmental Laws and promptly comply in all respects with all lawful orders and directives of all Governmental Authorities regarding Environmental Laws except to the extent that the same are being contested in good faith by appropriate proceedings and the pendency of such proceedings could not reasonably be jointly and severally liable therefor)expected to have a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Borrower Parent and the Company will comply, and will cause each of its Restricted the Company’s Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by Parent, the Lead Borrower Company or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Permitted Liens, in each case except such noncompliances and non-payments as could not, either individually or in the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not hadaggregate, and would not reasonably be expected to have, have a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(m), (ii) at any time that Parent, the Lead Borrower Company or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11.01, Parent and the Credit Parties Company will (in each case) jointly and severally provide, at the written sole expense of Parent, the Company and its Subsidiaries, upon the reasonable request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged relevant Real Property owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If Parent and the Credit Parties Company fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly by Parent, the Company and severally) by the Lead Borrowerits Subsidiaries, and Parent, the Credit Parties Company and its Subsidiaries shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to Parent or the Lead BorrowerCompany, all at the sole expense of Parent, the Credit Parties (who shall be jointly Company and severally liable therefor)its Subsidiaries.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such to the extent that noncompliances as would therewith could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of of, Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials Materials, the existence of a “recognized environmental condition” as that term is defined by the then-applicable version of ASTM 1527-E, and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials recognized environmental condition on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same such report within 30 days after such request was made, the Administrative Agent may order the samesuch report, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants and its rights as tenant, as the case may be, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. Without limitation of Section 6.08: (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, comply with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of Real Property all real property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as where the failure to so comply would not, either individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliancecompliance or related to any Environmental Liabilities, except to the extent that such compliance with Environmental Laws or Environmental Liabilities are being contested in good faith and will by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP; (b) keep or cause to be kept all such Real Property real property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who which are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, permitted under Section 7.01; (c) neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or release nor dispose of, or nor permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property real property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or nor transport or permit the transportation of Hazardous Materials to or from any such Real Propertyreal property other than in compliance with applicable Environmental Laws and in the ordinary course of business in a manner not reasonably expected to result in any Environmental Liabilities, except for such noncompliance as would not have, and which would not be reasonably expected to have, a Material Adverse Effect; and (d) if required to do so under any applicable order of any Governmental Authority or pursuant to any Environmental Law, undertake any clean up, removal, remedial or other action necessary to remove and clean up any Hazardous Materials generated, used, treated, stored, Released or disposed of at from any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property real property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)accordance with, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was madeall material respects, the Administrative Agent may order the samerequirements of all applicable Environmental Laws and in accordance with, the reasonable cost in all material respects, such orders of which shall be borne (jointly and severally) by the Lead Borrowerall Governmental Authorities, and the Credit Parties shall grant and hereby grant except to the Administrative Agent extent that the Borrower or such Subsidiary is contesting such order in good faith and the Lenders by appropriate proceedings and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice for which adequate reserves have been established to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)extent required by GAAP.

Compliance with Environmental Laws. (a1) The Lead Premises, the Borrower will complyEntities and any other operator or user of any of the Premises shall not be in violation of or subject to any investigation or inquiry by any Governmental Authority or subject to any Remediation obligations under any Environmental Laws (other than any violation, investigation or inquiry disclosed in the Questionnaires). (2) All uses and will cause operations on or of each of its Restricted Subsidiaries to complythe Premises, whether by Borrower or any other person or entity, shall be in compliance with all Environmental Laws and permits applicable toissued pursuant thereto. (3) There shall be no Releases in, on, under or from any of the Premises, except in Permitted Amounts (other than Releases disclosed in the Questionnaires). (4) There shall be no Hazardous Materials in, on or under any of the Premises, except in Permitted Amounts (other than such Hazardous Materials in, on or under any of the Premises disclosed in the Questionnaires). (5) Borrower shall keep each of the Premises, or required bycause each of the Premises to be kept, the ownership, lease free and clear of all Environmental Liens. (6) Borrower shall not do or use allow any tenant or other user of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiariesthe Premises to do any act that (a) materially increases the dangers to human health or the environment, except (b) poses an unreasonable risk of harm to any person or entity (whether on or off any of the Premises), (c) impairs or is reasonably likely to impair the value of any of the Premises, (d) is contrary to any requirement of any insurer in connection with such noncompliances as insurer providing insurance for the Premises, in accordance with the terms of the Loan Documents, (e) constitutes a public or private nuisance or constitutes waste, or (f) violates any covenant, condition, agreement or easement applicable to any of the Premises which violation would not, either individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect. (7) Borrower shall promptly notify Lender in writing upon Borrower obtaining actual knowledge of: (a) any presence of Releases or Threatened Releases in, and will promptly pay on, under, from or cause to be paid all costs and expenses incurred migrating towards any of the Premises, in connection with such complianceexcess of Permitted Amounts, and will keep including, without limitation, the presence on or cause to be kept all such Real Property free and clear under any of the Premises of any Liens imposed pursuant to such Hazardous Materials, in excess of Permitted Amounts; (b) any non-compliance with any Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions related in any way to any of the owner of such leased Real Property Premises; (c) any Environmental Lien or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not any act or omission which could reasonably be expected to have, a Material Adverse Effect, neither result in the Lead Borrower nor imposition of an Environmental Lien against any of its Restricted Subsidiaries will generatethe Premises; (d) any required or proposed Remediation of environmental conditions relating to any of the Premises, useincluding, treatwithout limitation, storeany and all enforcement, Release clean-up, remedial, removal or dispose ofother governmental or regulatory actions threatened, instituted or completed pursuant to any of the Environmental Laws affecting any of the Premises; (e) any written or oral notice or other communication of which any of the Borrower Entities becomes aware from any source whatsoever (including but not limited to a Governmental Authority) relating in any way to Hazardous Materials or Remediation thereof, possible liability of any person or entity pursuant to any Environmental Law relating to the Premises, other environmental conditions in connection with any of the Premises, or permit any actual or potential administrative or judicial proceedings in connection with the generationviolation by Borrower of any obligation under this Agreement; or (f) any investigation or inquiry initiated by any Governmental Authority relating to the Environmental Condition of any of the Premises. (8) Borrower shall, useat its sole cost and expense: (a) perform any environmental site assessment or other investigation of environmental conditions in connection with any of the Premises as may be reasonably requested by Lender (including but not limited to non-invasive sampling, treatmenttesting and analysis of soil, storagewater, Release air, building materials and other materials and substances whether solid, liquid or disposal gas); provided, however, that Lender shall not require or request that Borrower conduct any invasive testing or investigation unless (i) such testing is recommended pursuant to an environmental assessment of Hazardous Materials the Premises, (ii) Lender reasonably believes that an Environmental Condition exists at the Premises or any portion thereof, (iii) there is an uncured Event of Default, (iv) upon the occurrence of an emergency or (v) in connection with any Securitization, Participation or Transfer contemplated by this Agreement (Borrower shall share with Lender and Environmental Insurer the reports and other results thereof, and Lender, Environmental Insurer and other Indemnified Parties shall be entitled to rely on such reports and other results thereof). Notwithstanding the foregoing to the contrary, Borrower shall be required to perform the foregoing environmental site assessments or other investigations of environmental conditions on a Premises only (1) once every year during the term of the Loan secured by such Premises or in connection with any Securitization, Participation or Transfer contemplated by this Agreement, and either such event upon reasonable prior written notice delivered by Lender to Borrower, or (2) at any time and without prior written notice (x) Lender reasonably requests if such request is made because Lender reasonably believes that an Environmental Condition exists at the Premises, (y) upon the occurrence of an event of an emergency, or (z) upon the occurrence and during the continuation of an Event of Default); and (b) have the Premises inspected as may be required by any Environmental Laws for seepage, spillage and other environmental concerns. Borrower shall provide Lender with written certified results of all inspections performed on any Real Property now or hereafter ownedof the Premises. All costs and expenses associated with the inspection, leased or operated preparation and certification of results, as well as those associated with any corrective action, shall be paid by the Lead Borrower or Borrower. All inspections and tests performed on any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties Premises shall be conducted in compliance with all applicable Environmental Laws. (i9) After Borrower shall, at its sole cost and expense, and without limiting the receipt by the Administrative Agent or rights of Lender under any other provision of this Agreement, comply with all reasonable written requests of Lender to: (a) reasonably effectuate Remediation of any notice condition (including but not limited to a Release) in, on, under or from any of the type described Premises; (b) comply with any Environmental Law; (c) comply with any directive from any Governmental Authority; and (d) take any other reasonable action reasonably necessary or appropriate for protection of human health or the environment. (10) Lender, Environmental Insurer and any other person or entity designated by Lender, including but not limited to any receiver, any representative of a Governmental Authority, and any environmental consultant, shall have the right, but not the obligation, to enter upon any of the Premises (a) once every year during the term of the Loan encumbered by such Premises, during normal business hours, but only upon reasonable prior written notice to Borrower, or (b) in Section 9.01(h)connection with any Securitization, Participation or Transfer contemplated by this Agreement, during normal business hours, but only upon reasonable prior written notice to Borrower, or (iic) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) an emergency, upon Lender's reasonable belief that an Environmental Condition exists at the Premises, or (ii) that is upon the subject occurrence and during the continuation of or could reasonably an Event of Default, in any of which events no prior written notice shall be expected required, in order to be assess any and all aspects of the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost condition of any removal of the Premises and its use, including but not limited to conducting any environmental assessment or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If audit (the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost scope of which shall be borne (jointly determined in Lender's sole and severallyabsolute discretion) by the Lead and taking samples of soil, groundwater or other water, air, or building materials; provided, however, that no party shall conduct any invasive testing or investigation without Borrower, and the Credit Parties shall grant and hereby grant 's prior written consent unless such testing is recommended pursuant to the Administrative Agent and the Lenders and their respective agents access an environmental assessment of a Premises. With respect to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time inspection hereunder that is conditioned upon reasonable notice to the Lead Borrower, all Lender shall use good faith efforts to coordinate such inspection with Borrower so as to permit Borrower to have a representative present during such inspection; provided, however, Lender shall have no liability to Borrower and Borrower shall not have the right to prevent any such inspection if, despite Lender's good faith efforts, Lender is unable to coordinate its inspection in a manner facilitating the presence of Borrower's representative at such inspection. Borrower shall cooperate with and provide access to Lender, Environmental Insurer and any such person or entity designated by Lender, provided that Lender, Environmental Insurer and any such person shall use commercially reasonable efforts to avoid disturbing Lessee's possession of the Premises and the operation of Lessee's business on the Premises. Any such assessment and investigation shall be at Borrower's sole cost and expense if, at the sole expense time Lender undertakes such assessment or investigation, Lender has a reasonable basis for believing that a Release has occurred at any of the Credit Parties (who Premises in excess of Permitted Amounts or if an Event of Default has occurred and is continuing. Otherwise, any such assessment and investigation shall be jointly at Lender's sole cost and severally liable thereforexpense. If invasive testing is permitted pursuant to the terms of this Section or Section 7I. below, Lender shall cause any party performing such testing to be appropriately insured or bonded in such amounts as are commercially reasonable. (11) To the extent any Environmental Condition stems from an action or omission by a party other than Lessee or any of the Borrower Entities (a "Responsible Party"), Lender agrees that (a) nothing set forth herein shall limit Borrower's rights to seek contribution and/or reimbursement from such Responsible Party or to compel such Responsible Party to take all steps necessary to satisfy Borrower's Remediation obligation with respect to such Environmental Condition, and (b) Borrower shall be deemed to have satisfied any such Remediation obligation to the extent effected by such Responsible Party; provided, however, that nothing herein shall or shall be deemed to obviate, excuse or exonerate Borrower's Remediation obligation with respect to such Environmental Condition to the extent (x) such Responsible Party contests any such Remediation obligation (or the scope thereof) and (y) such Responsible Party does not cause such Remediation obligation to be completed in due course with all due diligence.

Compliance with Environmental Laws. Without limitation of the covenants contained in Section 6.07: (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to complyto, comply in all material respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in to the aggregate, extent that any failure to comply with Environmental Laws could not reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws . (other than Liens imposed on leased Real Property resulting from b) Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, Subsidiaries or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties Property other than in material compliance with all applicable Environmental Laws, in the ordinary course of business and in a manner that could not reasonably be expected to have a Material Adverse Effect. (ic) After To the receipt by the Administrative Agent or extent required to do so under any Lender applicable order of any notice of Governmental Authority, the type described in Section 9.01(h)Borrower will undertake, (ii) at any time that the Lead Borrower or any and cause each of its Restricted Subsidiaries are not in compliance with Section 9.06(a) to undertake, any clean up, removal, remedial or (iii) at other action necessary to remove and clean up any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning Hazardous Materials from any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in accordance with, in all material respects, the event requirements of (i) or (ii) all applicable Environmental Laws and in accordance with, in all material respects, such orders of all Governmental Authorities, except for any failure to undertake that is the subject of or could not reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)have a Material Adverse Effect.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h7.01(i), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) 7.06(a), or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 9, the Credit Parties Borrower will (in each case) jointly and severally provide, at its sole expense and at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will complyExcept as set forth on Schedule 2.12(a), IASIS and each of the Sellers are and for the prior five (5) years have been in compliance in all material respects with all applicable Environmental Laws (which compliance includes, but is not limited to, the possession by IASIS and each of the Sellers of all material Permits and other governmental authorizations required under applicable Environmental Laws, and will cause each material compliance with the terms and conditions thereof) and there is no action or proceeding pending or, to the Knowledge of its Restricted Subsidiaries the IASIS Parties, threatened to complyrevoke, with all terminate, cancel or materially modify such Permits. (b) Except as set forth on Schedule 2.12(b), (i) there is no Litigation pursuant to any Environmental Laws Law pending or, to the Knowledge of the IASIS Parties, threatened against IASIS or any Seller or affecting any of the Owned Real Property, and permits applicable (ii) neither IASIS nor any Seller is a party to or subject to, or required byin default under, the ownership, lease any Order issued pursuant to Environmental Law that has not been fully and completely resolved or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as that would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effectresult in any material future Liability to IASIS or any Seller. (c) Neither IASIS nor any Seller has received any written or, and will promptly pay to the Knowledge of IASIS, any other notice, complaint, Order, citation, complaint, demand, claim, suit, potentially responsible party letter or cause CERCLA information request, in each case, that is outstanding or unresolved, regarding any actual or alleged violation of Environmental Law or any Liabilities or potential Liabilities, including any investigatory, remedial or corrective obligations, relating to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such the Owned Real Property free and clear of arising under any Liens imposed Environmental Law. (d) Except as set forth on Schedule 2.12(d), there are no Hazardous Materials present in, on or under the Owned Real Property in quantities or concentrations that require investigatory or remedial action by IASIS or any Sellers pursuant to such applicable Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts Law or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and that would not reasonably be expected to have, result in a Material Adverse Effect, neither the Lead Borrower material Liability to IASIS or any Sellers under any applicable Environmental Law. (e) Neither IASIS nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, Seller has used, treated, stored, manufactured, disposed of, arranged for or permitted the disposal of, transported, handled, or Released any Hazardous Material, or disposed owned or operated the Owned Real Property (and none of at the Owned Real Property is contaminated by any such Real Properties substance) in a manner that would reasonably be expected to give rise to any material claims or transported material Liabilities, including any material claim or Liability for investigation costs, response costs, remedial costs, corrective action costs, personal injury, property damage, natural resources damages or attorney and consultant fees and costs, pursuant to CERCLA or from such Real Properties in compliance with all applicable any other Environmental LawsLaw. (if) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(hExcept as set forth on Schedule 2.12(f), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are Owned Real Property does not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of contain: (i) any underground storage tanks currently, nor, to the Knowledge of the IASIS Parties, has contained any former underground storage tanks that have not been properly removed or closed in accordance with Environmental Laws, or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access Knowledge of IASIS, material quantities of asbestos containing materials, lead-based paint or polychlorinated biphenyls that must be removed or abated pursuant to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Environmental Law.

Compliance with Environmental Laws. (a) The Lead Borrower will ---------------------------------- comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries and which could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h8.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a8.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 10, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-non- exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (aj) The Lead Borrower Parent will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and certificates of approval and permits applicable to, or required by, the ownership, lease lease, operation or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead BorrowerParent or any of its Restricted Subsidiaries). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower Parent nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Parent or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor).

Compliance with Environmental Laws. (a) The Lead Borrower will complyLandlord warrants and represents to Tenant that, to Landlord’s knowledge, the Additional Land and the Building II Landlord Improvements are, and covenants that upon the Building II Rent Commencement Date will cause each be, in full compliance with all Environmental Laws. Except as set forth in Section 13(c) of this Amendment, Landlord shall take at its Restricted Subsidiaries expense all action necessary, including all remediation and clean up work, to comply, ensure that the Building II Premises comply at all times with all Environmental Laws and permits applicable tothat the Building II Premises are safe for use and occupancy at all times. (b) Except as set forth in Section 13(c) of this Amendment, or required byLandlord shall defend, the ownershipindemnify and save Tenant and its directors, lease or use officers, agents, employees and contractors harmless from and against all claims, obligations, demands, actions, proceedings, judgments, losses, damages, liabilities, fines, penalties and expenses (including, without limitation, sums paid on settlement of Real Property now or hereafter ownedclaims, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effectreasonable legal fees, and will promptly pay reasonable consultant and expert fees and expenses) that any one or cause to be paid all costs and expenses incurred more of them may sustain in connection with such compliance, and will keep or cause any failure of the Building II Landlord Improvements to be kept all such Real Property free and clear of any Liens imposed pursuant to such comply with Environmental Laws (other than Liens imposed on leased Real Property resulting from or in connection with any environmental condition affecting the acts or omissions Building II Premises not caused by Tenant’s use and occupancy of the owner of such leased Real Property Building II Premises or of other tenants of such leased Real Property who are not within the control construction and maintenance of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsBuilding II Tenant Improvements. (ic) After the receipt by the Administrative Agent or any Lender of any notice Except as provided in Sections 13(a) and (b) above, Tenant shall timely comply at its cost and expense with all rules, requirements, orders, directives, ordinances and regulations applicable to Tenant’s use and occupancy of the type described in Section 9.01(h)Building II .Premises or the construction and maintenance of the Building II Tenant Improvements, (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existenceincluding, without limitation, the Credit Parties will (in each case) jointly and severally provide, at the written request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerEnvironmental Laws, and the Credit Parties shall grant defend, indemnify and hereby grant to the Administrative Agent hold Landlord and the Lenders its partners and their respective agents access to such Mortgaged Property members, directors, officers, agents, employees, and specifically grant contractors harmless from and against all claims, obligations, demands, actions, proceedings, judgments, losses, damages, liabilities, fines, penalties and expenses (including, without limitation, sums paid on settlement of claims, reasonable legal fees, and reasonable consultant and expert fees and expenses) that any one or more of them may sustain by virtue of any environmental condition that Tenant’s use and occupancy of the Administrative Agent Building II Premises or the construction and maintenance of the Building II Tenant Improvements causes and the Lenders an irrevocable non-exclusive license continued existence of which violates the Environmental Laws. (d) Notwithstanding the foregoing apparently to undertake such an assessment at the contrary, if any reasonable time upon reasonable environmental condition encompassed within this Section 13 and not attributable to Tenant’s use and occupancy of the Building II Premises or the construction and maintenance of the Building II Tenant Improvements is not susceptible to being corrected within 180 days after the date of its discovery or if Landlord fails within 180 days after the date of its discovery to correct a condition that is susceptible to being corrected within that period of time, Tenant may terminate this Amendment by the delivery of written notice to the Lead Borrower, all Landlord at the sole expense least 30 days in advance of the Credit Parties (who shall be jointly effective date of termination specified in that notice. Further, if the correction of any environmental condition not attributable to Tenant’s use and severally liable therefor)occupancy of the Building II Premises or the construction and maintenance of the Building II Tenant Improvements partially or totally impairs Tenant’s use of the Building II Premises, Tenant’s obligation to pay Building II Base Rent will xxxxx during the period the corrective activity takes place in proportion to the diminished utility of the Building II Premises in the conduct of Tenant’s business.

Compliance with Environmental Laws. (ai) The Lead Holdings and the Borrower will comply, and will cause each of its Restricted their respective Subsidiaries to comply, in all respects with all Environmental Laws and permits applicable to, or required by, to the ownership, lease ownership or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws and (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, ii) neither the Lead Borrower Holdings nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported unless the failure to or from such Real Properties comply with the requirements specified in compliance with all applicable Environmental Laws. clause (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that above, either individually or in the Lead Borrower aggregate, could not reasonably be expected to have a Material Adverse Effect. If Holdings or any of its Restricted Subsidiaries are not Subsidiaries, or any tenant or occupant of any Real Property owned, leased or operated by Holdings or any of its Subsidiaries, cause or permit any intentional or unintentional act or omission resulting in the presence or Release of any Hazardous Material (except in compliance with Section 9.06(a) applicable Environmental Laws), Holdings and the Borrower agree to undertake, and/or to cause any of their respective Subsidiaries, tenants or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provideoccupants to undertake, at their sole expense, any clean up, removal, remedial or other action required pursuant to Environmental Laws to remove and clean up any Hazardous Materials from any Real Property except where the failure to do so, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect; provided that neither Holdings nor any of its Subsidiaries shall be required to comply with any such order or directive which is being contested in good faith and by proper proceedings so long as it has maintained adequate reserves with respect to such compliance to the extent required in accordance with GAAP. (b) At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor, at any time and from time to time, the Holdings and Borrower will provide, at their sole cost and expense, an environmental site assessment report concerning any Mortgaged Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating which approval shall not be unreasonably withheld, addressing the presence matters in clause (i), (ii) or absence (iii) below which gives rise to such request (or, in the case of Hazardous Materials a request pursuant to following clause (i), addressing such matter as may be requested by the Administrative Agent or the Required Lenders) and estimating the reasonable worst case cost range of the potential costs of any removal removal, remedial or remedial other corrective action in connection with any such Hazardous Materials on matter, provided that in no event shall such Mortgaged Propertyrequest be made unless (i) an Event of Default has occurred and is continuing, (ii) the Lenders receive notice under Section 8.01(h) for any event for which notice is required to be delivered for any such Real Property or (iii) the Administrative Agent or the Required Lenders reasonably believe that there was a breach of any representation, warranty or covenant contained in Section 7.18 or 8.07(a). If Holdings or the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, Holdings and the Credit Parties Borrower shall grant and hereby grant grants, to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants, the Administrative Agent and the Lenders and their agents an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Holdings' expense.

Compliance with Environmental Laws. (a) The Lead Holdings and the Borrower will comply, and will cause each of its Restricted their Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of Real Property or Vessels now or hereafter owned, leased or operated by Holdings, the Lead Borrower or any of its Restricted their Subsidiaries, except such noncompliances non-compliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property and Vessels free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. None of Holdings, the acts Borrower, or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted their Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property or Vessel now or hereafter owned, leased or operated by Holdings, the Lead Borrower or any of its Restricted their Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real PropertyProperty or Vessel, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties and Vessels in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the ordinary course operation, use and maintenance of the business or operations of Holdings, the Borrower or any of their Subsidiaries, other than such incidents of non-compliance as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h8.01(h), (ii) at any time that Holdings, the Lead Borrower or any of its Restricted their Subsidiaries are is not in compliance with Section 9.06(a) 8.06(a), or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 10, Holdings or the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the reasonable request of the Administrative AgentAgent or Required Lenders, an environmental site assessment report concerning any Mortgaged Real Property or Vessel owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged PropertyReal Property or Vessel. If Holdings or the Credit Parties Borrower fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower and Holdings shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property or Vessel and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. Without limitation of the covenants contained in section 8.7 hereof: (a) The Lead Borrower will complywill, and will cause each of its Restricted Subsidiaries to to, (i) comply, in all material respects, with all Environmental Laws and permits applicable to, or required by, to the ownership, lease or use of all Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, except for such noncompliance as would not have, and will which would not be reasonably likely to have, a Material Adverse Effect or a material adverse effect on the ability of the Borrower to perform its obligations under any Credit Document; and (ii) keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws which are not permitted under section 9.3. (other than Liens imposed on leased Real Property resulting from the acts or omissions b) Without limitation of the owner of such leased Real Property foregoing, if the Borrower or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will shall generate, use, treat, store, Release release or dispose of, or permit the generation, use, treatment, storage, Release release or disposal of of, Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, any such action shall be effected only in the ordinary course of business and in any event in compliance, in all material respects, with all Environmental Laws applicable thereto, except for Hazardous Materials generatedsuch noncompliance as would not have, usedand which would not be reasonably likely to have, treated, stored, Released a Material Adverse Effect or disposed a material adverse effect on the ability of at the Borrower to perform its obligations under any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental LawsCredit Document. (ic) After If required to do so under any applicable order of any governmental agency, the receipt Borrower will undertake, and cause each of its Subsidiaries to undertake, any clean up, removal, remedial or other action necessary to remove and clean up any Hazardous Materials from any Real Property owned, leased or operated by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(aaccordance with, in all material respects, the requirements of all applicable Environmental Laws and in accordance with, in all material respects, such orders of all governmental authorities, except (i) to the extent that the Borrower or such Subsidiary is contesting such order in good faith and by appropriate proceedings and for which adequate reserves have been established to the extent required by GAAP, or (iiiii) at for such noncompliance as would not have, and which would not be reasonably likely to have, a Material Adverse Effect or a material adverse effect on the ability of the Borrower to perform its obligations under any time when an Event of Default is in existence, the Credit Parties will Document. (in each cased) jointly and severally provide, at At the written request of the Administrative AgentAgent or the Required Lenders, which request shall specify in reasonable detail the basis therefor, at any time and from time to time after the Lenders (i) for any Environmental Claim involving potential expenditures by the Borrower or any of its Subsidiaries in excess of $1,000,000 in the aggregate for any Real Property, the Borrower will provide, at its sole cost and expense, an environmental site assessment report concerning any Mortgaged such Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by acceptable to the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or a remedial action in connection with such any Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 90 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants, to the Administrative Agent and the Lenders and their respective agents agents, access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrowerassessment, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower's expense.

Compliance with Environmental Laws. (a) The Lead Borrower Holdings will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required in respect of the conduct of its business or operations or by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, except for such noncompliances instances of noncompliance as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Laws. Except as have not had, and would not reasonably be expected to have, a Material Adverse Effectin connection with the matter described on Schedule 9.06, neither the Lead Borrower Holdings nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of Holdings or any of its Restricted Subsidiaries. (i) After the receipt by the Administrative Agent or any Lender of any notice of the type described in Section 9.01(h9.01(i), (ii) at any time that the Lead Borrower Holdings or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to the last paragraph of Section 11, Holdings and the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole joint and several expense of Holdings and the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower Holdings or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If Holdings or the Credit Parties fail Borrower fails to provide the same within 30 60 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly by Holdings and severally) by the Lead BorrowerBorrower on a joint and several basis, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to Holdings or the Lead Borrower, all at the sole joint and several expense of Holdings and the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. (a) The Lead Borrower will complyCompany will, and will cause each of its Restricted Subsidiaries to complyto, comply with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effectit, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens Encumbrances imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower)Laws. Except as have not hadThe Company will not, and would will not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor permit any of its Restricted Subsidiaries will to, generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, it or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of its business or operations. (b) (i) After the receipt by the Administrative Agent or any Lender Purchaser of any notice of the type described in Section 9.01(h6.8(g), (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are Company is not in compliance with Section 9.06(a6.13(a) or (iii) at in the event that the Holders have exercised any time when an Event of Default is in existencethe remedies pursuant to Article X, the Credit Parties Company will (in each case) jointly and severally provide, at the written sole expense of the Company and at the request of the Administrative AgentPurchaser, an environmental site assessment report concerning any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of the Company or its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance)Subsidiaries, prepared by an environmental consulting firm reasonably approved by the Administrative AgentPurchaser, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Company fails to provide the same within 30 days after such request was made, the Administrative Agent Purchaser may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead BorrowerCompany, and the Credit Parties Company shall grant and hereby grant to the Administrative Agent Purchaser and the Lenders Holders and their respective agents access to such Mortgaged Real Property and specifically grant the Administrative Agent Purchaser and the Lenders Holders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead BorrowerCompany, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Company.

Compliance with Environmental Laws. (a) The Lead Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with all Environmental Laws and permits applicable to, or required by, the ownership, lease or use of its Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, except such noncompliances as would could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from Laws. Neither the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, use, treat, store, Release or dispose of, or permit the generation, use, treatment, storage, Release or disposal of Hazardous Materials on any Real Property now or hereafter owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance in all material respects with all applicable Environmental LawsLaws and as required in connection with the normal operation, use and maintenance of the business or operations of the Borrower or any of its Subsidiaries and which could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (i) After the receipt by the Administrative Agent or any Lender of any notice of material non-compliance with any Environmental Law by the type described in Section 9.01(h)Borrower or any of its Subsidiaries or with respect to any Real Property owned, leased or operated by the Borrower or any of its Subsidiaries, (ii) at any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a5.09(a) or (iii) at in the event that the Administrative Agent or the Lenders have exercised any time when an Event of Default is in existencethe remedies pursuant to Article VII, the Credit Parties Borrower will (in each case) jointly and severally provide, at the written sole expense of the Borrower and at the request of the Administrative Agent, an environmental site assessment report concerning such Real Property (or in the case of clause (iii) above, any Mortgaged Real Property owned, leased or operated by the Lead Borrower or any of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncomplianceSubsidiaries), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case potential cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Real Property. If the Credit Parties fail Borrower fails to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties Borrower shall grant and hereby grant grants to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Real Property and specifically grant grants the Administrative Agent and the Lenders an irrevocable non-exclusive license license, subject to the rights of tenants, to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)Borrower.

Compliance with Environmental Laws. 17.2.1 Tenant shall not cause or permit any hazardous or toxic materials or substances (a"Hazardous Material") The Lead Borrower will complyincluding, without limitation, asbestos, to be brought upon, stored, used, handled, transported, generated, released or disposed of, on, in, under or about the Premises, the Common Areas or any portion of the Shopping Center by Tenant, its agents, employees, subtenants, assignees, contractors or invitees (collectively, "Tenant Parties"). At all times and will cause in all respects, Tenant and the other Tenant Parties shall comply with all federal, state and local laws, statutes, ordinances, orders, rules, regulations and requirements ("Requirements") of all governmental and quasi-governmental authorities ("Authorities") with jurisdiction and regulations relating to Hazardous Materials. 17.2.2 If at any time during or after the Lease Term, Hazardous Materials are found to exist in or on the Premises (including the soils and underground water) or to have contaminated the soils, air or underground water of the Premises, then Tenant, at its sole cost and expense, shall: (i) promptly remove such Hazardous Materials; and (ii) take all such remedial action required by all Requirements of all Authorities. Notwithstanding the foregoing, Landlord, at its sole cost and expense, shall arrange for the necessary removal and/or remediation if Tenant can prove that the Hazardous Materials were present in or on the Premises before the date of this Lease and that such removal and/or remediation was not necessitated by any work or any other activity performed by Tenant. 17.2.3 Tenant shall indemnify, defend, protect and hold Landlord and each of its Restricted Subsidiaries partners, employees, agents, attorneys, successors and assigns, free and harmless from and against any and all claims, liabilities, penalties, forfeitures, losses and expenses (including attorneys' fees), arising from or caused in whole or in part, directly or indirectly, by Tenant's or any Tenant Parties' failure to comply, comply with all Environmental Laws and permits applicable tothe terms of this Section, or required by, the ownership, lease or use of Real Property now or hereafter owned, leased or operated by the Lead Borrower Tenant's or any of its Restricted Subsidiaries, except such noncompliances as would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and will promptly pay or cause to be paid all costs and expenses incurred in connection with such compliance, and will keep or cause to be kept all such Real Property free and clear of any Liens imposed pursuant to such Environmental Laws (other than Liens imposed on leased Real Property resulting from the acts or omissions of the owner of such leased Real Property or of other tenants of such leased Real Property who are not within the control of the Lead Borrower). Except as have not had, and would not reasonably be expected to have, a Material Adverse Effect, neither the Lead Borrower nor any of its Restricted Subsidiaries will generate, Tenant Parties' use, treat, store, Release or dispose of, or permit the generation, use, treatmentanalysis, storage, Release transportation, disposal, release, threatened release, discharge or disposal generation of Hazardous Materials on any Real Property now to, in, on, under, about or hereafter owned, leased or operated by from the Lead Borrower Premises or any of its Restricted Subsidiaries, or transport or permit the transportation of Hazardous Materials to or from any such Real Property, except for Hazardous Materials generated, used, treated, stored, Released or disposed of at any such Real Properties or transported to or from such Real Properties in compliance with all applicable Environmental Laws. (i) After the receipt by the Administrative Agent or any Lender of any notice portion of the type described in Section 9.01(h)Shopping Center including, (ii) at without limitation, any time that the Lead Borrower or any of its Restricted Subsidiaries are not in compliance with Section 9.06(a) or (iii) at any time when an Event of Default is in existence, the Credit Parties will (in each case) jointly and severally provide, at the written request buildings located thereon. The terms of the Administrative Agent, an environmental site assessment report concerning any Mortgaged Property owned, leased indemnification by Tenant set forth in this Section shall survive the expiration or operated by the Lead Borrower or any earlier termination of its Restricted Subsidiaries (in the event of (i) or (ii) that is the subject of or could reasonably be expected to be the subject of such notice or noncompliance), prepared by an environmental consulting firm reasonably approved by the Administrative Agent, indicating the presence or absence of Hazardous Materials and the reasonable worst case cost of any removal or remedial action in connection with such Hazardous Materials on such Mortgaged Property. If the Credit Parties fail to provide the same within 30 days after such request was made, the Administrative Agent may order the same, the reasonable cost of which shall be borne (jointly and severally) by the Lead Borrower, and the Credit Parties shall grant and hereby grant to the Administrative Agent and the Lenders and their respective agents access to such Mortgaged Property and specifically grant the Administrative Agent and the Lenders an irrevocable non-exclusive license to undertake such an assessment at any reasonable time upon reasonable notice to the Lead Borrower, all at the sole expense of the Credit Parties (who shall be jointly and severally liable therefor)this Lease.