Common use of Compliance with Laws and Contractual Obligations Clause in Contracts

Compliance with Laws and Contractual Obligations. (a) Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees and all Contractual Obligations applicable to it or to its business or property, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect. (b) Without limitation the generality of the foregoing, of any of the provisions hereof, the Loan Parties: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required for its operations at or on the Mortgaged Properties by any applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own or operate on any of the Mortgaged Properties, any landfill or dump or hazardous waste treatment, storage or disposal facility as defined pursuant to the RCRA, or any comparable state law; and (v) shall not use, generate, treat, store, release or dispose of Hazardous Materials at or on any Mortgaged Property except in the ordinary course of its business and in compliance in all material respects with all Environmental Laws.

Compliance with Laws and Contractual Obligations. (a) Comply The Borrower shall, and shall cause each Subsidiary to, comply in all material respects with (i) the requirements of all Laws and all orders, writs, injunctions and decrees and all Contractual Obligations Legal Requirements applicable to it or pertaining to its Property or business operations and (ii) all contractual obligations, except, in each case where any such non-compliance, individually or propertyin the aggregate, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse EffectEffect or result in a Lien upon any of its Property. (b) Without limitation limiting the generality agreements set forth in Section 8.12(a) above, for each of its owned Properties, respectively, the foregoingBorrower shall, and shall cause each Subsidiary to require that each tenant and subtenant, if any, of any of the provisions hereofProperties or any part thereof, at all times, do the Loan Partiesfollowing to the extent the failure to do so, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any with all applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required by any applicable Environmental Law for its operations at each of the Properties; (iii) cause to be cured any material violation by it or on at any of the Mortgaged Properties by any of applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own allow the presence or operate on operation at any of the Mortgaged Properties, Properties of any (1) landfill or dump or (2) hazardous waste treatment, storage management facility or solid waste disposal facility as defined pursuant to the RCRA, or any comparable state lawapplicable Environmental Law; and (v) shall not manufacture, use, generate, transport, treat, store, release Release, dispose or dispose handle any Hazardous Material at any of Hazardous Materials at or on any Mortgaged Property the Properties except in the ordinary course of its business and in compliance de minimis amounts; (vi) within ten (10) Business Days notify the Administrative Agent in all writing of and provide any reasonably requested documents upon learning of any of the following in connection with the Borrower or any Subsidiary or any of the Properties: (1) any material respects with all Environmental LawsLiability; (2) any material Environmental Claim; (3) any material violation of an Environmental Law or material Release, threatened Release or disposal of a Hazardous Material; (4) any restriction on the ownership, occupancy, use or transferability arising pursuant to any (x) Release, threatened Release or disposal of a Hazardous Material or (y) Environmental Law; or (5) any environmental, natural resource, health or safety condition, which could reasonably be expected to have a Material Adverse Effect; (vii) conduct at its expense any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or xxxxx any material Release, threatened Release or disposal of a Hazardous Material as required by any applicable Environmental Law, (viii) abide by and observe any restrictions on the use of the Properties imposed by any Governmental Authority as set forth in a deed or other instrument affecting the Borrower’s or any Subsidiary’s interest therein; (ix) promptly provide or otherwise make available to the Administrative Agent any reasonably requested environmental record concerning the Properties which the Borrower or any Subsidiary possesses or can reasonably obtain; and (x) perform, satisfy, and implement any operation or maintenance actions required by any Governmental Authority or Environmental Law, or included in any no further action letter or covenant not to xxx issued by any Governmental Authority under any Environmental Law.

Compliance with Laws and Contractual Obligations. (a) Comply The Borrower shall, and shall cause each Subsidiary to, comply in all material respects with (i) the requirements of all Laws and all orders, writs, injunctions and decrees and all Contractual Obligations Legal Requirements applicable to it or pertaining to its Property or business operations and (ii) all contractual obligations, except, in each case where any such non-compliance, individually or propertyin the aggregate, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse EffectEffect or result in a Lien upon any of its Property. (b) Without limitation limiting the generality agreements set forth in Section 8.12(a) above, for each of its owned Properties, respectively, the foregoingBorrower shall, and shall cause each Subsidiary to require that each tenant and subtenant, if any, of any of the provisions hereofProperties or any part thereof, at all times, do the Loan Partiesfollowing to the extent the failure to do so, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any with all applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required by any applicable Environmental Law for its operations at each of the Properties; (iii) cause to be cured any material violation by it or on at any of the Mortgaged Properties by any of applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own allow the presence or operate on operation at any of the Mortgaged Properties, Properties of any (1) landfill or dump or (2) hazardous waste treatment, storage management facility or solid waste disposal facility as defined pursuant to the RCRA, or any comparable state lawapplicable Environmental Law; and (v) shall not manufacture, use, generate, transport, treat, store, release Release, dispose or dispose handle any Hazardous Material at any of Hazardous Materials at or on any Mortgaged Property the Properties except in the ordinary course of its business and in compliance de minimis amounts; (vi) within ten (10) Business Days notify the Administrative Agent in all writing of and provide any reasonably requested documents upon learning of any of the following in connection with the Borrower or any Subsidiary or any of the Properties: (1) any material respects with all Environmental LawsLiability; (2) any material Environmental Claim; (3) any material violation of an Environmental Law or material Release, threatened Release or disposal of a Hazardous Material; (4) any restriction on the ownership, occupancy, use or transferability arising pursuant to any (x) Release, threatened Release or disposal of a Hazardous Material or (y) Environmental Law; or (5) any environmental, natural resource, health or safety condition, which could reasonably be expected to have a Material Adverse Effect; (vii) conduct at its expense any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or axxxx any material Release, threatened Release or disposal of a Hazardous Material as required by any applicable Environmental Law, (viii) abide by and observe any restrictions on the use of the Properties imposed by any Governmental Authority as set forth in a deed or other instrument affecting the Borrower’s or any Subsidiary’s interest therein; (ix) promptly provide or otherwise make available to the Administrative Agent any reasonably requested environmental record concerning the Properties which the Borrower or any Subsidiary possesses or can reasonably obtain; and (x) perform, satisfy, and implement any operation or maintenance actions required by any Governmental Authority or Environmental Law, or included in any no further action letter or covenant not to sue issued by any Governmental Authority under any Environmental Law.

Compliance with Laws and Contractual Obligations. (a) Comply in all material respects with the requirements of all Laws (including Environmental Laws) and all orders, writs, injunctions and decrees and all Contractual Obligations applicable to it or to its business or property, except (other than with respect to those matters covered in subsection (b) below) in such instances in which (ai) such requirement of Law or order, writ, injunction or decree Contractual Obligation is being contested in good faith by appropriate proceedings diligently conductedconducted or a bona fide dispute exists with respect thereto; or (bii) with respect to Contractual Obligations only, the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect. (b) Without limitation the generality of In addition to the foregoing, if the Borrower or any Subsidiary shall receive any letter, notice, complaint, order, directive, claim or citation alleging that the Borrower or any Subsidiary has violated any Environmental Law, has released any Hazardous Material, or is liable for the costs of any cleaning up, removing, remediating or responding to a release of the provisions hereofHazardous Materials, the Loan Parties: (i) shall comply withBorrower and any Subsidiary shall, within the time period permitted and maintain all Mortgaged Properties in compliance in all material respects with, any applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required for its operations at or on the Mortgaged Properties by any applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall notextent required by applicable Laws or the Governmental Authority responsible for enforcing such Environmental Law, and shall not permit any other Person to, own remove or operate on any of the Mortgaged Properties, any landfill or dump or hazardous waste treatment, storage or disposal facility as defined pursuant to the RCRAremedy, or any comparable state law; and (v) shall not usecause the applicable Subsidiary to remove or remedy, generate, treat, store, such violation or release or dispose of Hazardous Materials at satisfy such liability unless such requirement is being contested in good faith by appropriate proceedings diligently conducted and adequate reserves in accordance with GAAP are being maintained by the Borrower or on such Subsidiary and such contest effectively stays any Mortgaged Property except in the ordinary course of its business and in compliance in all material respects with all Environmental Lawsrequirement to effect such removal or remedy.

Compliance with Laws and Contractual Obligations. (a) Comply Without limiting Section 10.12, the Company will, and will cause each of its Subsidiaries to, comply with (i) all laws, ordinances or governmental rules or regulations to which each of them is subject, including, without limitation, ERISA, the USA PATRIOT Act, Environmental Laws, and the other laws and regulations that are referenced in Section 5.16, and will obtain and maintain in effect all material respects with licenses, certificates, permits, franchises and other governmental authorizations necessary to the requirements ownership of all Laws and all orders, writs, injunctions and decrees and all Contractual Obligations applicable to it their respective Properties or to its business the conduct of their respective businesses and (ii) all contractual obligations, in each case to the extent necessary to ensure that non-compliance with such laws, ordinances or propertygovernmental rules or regulations or failures to obtain or maintain in effect such licenses, except certificates, permits, franchises and other governmental authorizations or non-compliance with such contractual obligations could not, individually or in such instances in which (a) such requirement of Law or orderthe aggregate, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect. (b) Without limitation limiting the generality agreements set forth in Section 9.1(a) above, for each of its owned Properties, respectively, the foregoingCompany will, and will cause each of its Subsidiaries to, require that each tenant and subtenant, if any, of any of the provisions hereofProperties or any part thereof, at all times, do the Loan Partiesfollowing to the extent the failure to do so, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any with all applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required by any applicable Environmental Law for its operations at each of the Properties; (iii) cause to be cured any material violation by it or on at any of the Mortgaged Properties by any of applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own allow the presence or operate on operation at any of the Mortgaged Properties, Properties of any (1) landfill or dump or (2) hazardous waste treatment, storage management facility or solid waste disposal facility as defined pursuant to the RCRA, RCRA or any comparable state law; and (v) shall not manufacture, use, generate, transport, treat, store, release release, dispose or dispose handle any Hazardous Material at any of Hazardous Materials at or on any Mortgaged Property the Properties except in the ordinary course of its business and in compliance de minimis amounts; (vi) within ten (10) Business Days notify the holders of Notes in all writing of, and provide any reasonably requested documents upon learning of, any of the following in connection with the Company or any Subsidiary or any of the Properties: (1) any material respects with all liability for response or corrective action, natural resource damage or other harm pursuant to CERCLA, RCRA or any comparable state law, (2) any material Environmental LawsClaim, (3) any material violation of an Environmental Law or material Release, threatened Release or disposal of a Hazardous Material, (4) any restriction on the ownership, occupancy, use or transferability arising pursuant to any (x) Release, threatened Release or disposal of a Hazardous Material or (y) Environmental Law, or (5) any environmental, natural resource, health or safety condition, which could reasonably be expected to have a Material Adverse Effect; (vii) conduct at its expense any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or xxxxx any material Release, threatened Release or disposal of a Hazardous Material as required by any applicable Environmental Law; (viii) abide by and observe any restrictions on the use of the Properties imposed by any Governmental Authority as set forth in a deed or other instrument affecting the Company’s or any Subsidiary’s interest therein; (ix) promptly provide or otherwise make available to the holders of Notes any reasonably requested environmental record concerning the Properties which the Company or any Subsidiary possesses or can reasonably obtain; and (x) perform, satisfy, and implement any operation or maintenance actions required by any Governmental Authority or Environmental Law, or included in any no further action letter or covenant not to xxx issued by any Governmental Authority under any Environmental Law.

Compliance with Laws and Contractual Obligations. (a) Comply The Borrower shall, and shall cause each Subsidiary to, comply in all material respects with (i) the requirements of all Laws federal, state, and all orderslocal laws, writsrules, injunctions regulations, ordinances and decrees and all Contractual Obligations orders applicable to it or pertaining to its Property or business operations and (ii) all contractual obligations, except, in each case where any such non-compliance, individually or propertyin the aggregate, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse EffectEffect or result in a Lien upon any of its Property. (b) Without limitation limiting the generality agreements set forth in Section 8.14(a) above, for each of its owned Properties, respectively, the foregoingBorrower shall, and shall cause each Subsidiary to require that each tenant and subtenant, if any, of any of the provisions hereofProperties or any part thereof, at all times, do the Loan Partiesfollowing to the extent the failure to do so, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any with all applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required by any applicable Environmental Law for its operations at each of the Properties; (iii) cause to be cured any material violation by it or on at any of the Mortgaged Properties by any of applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own allow the presence or operate on operation at any of the Mortgaged Properties, Properties of any (1) landfill or dump or (2) hazardous waste treatment, storage management facility or solid waste disposal facility as defined pursuant to the RCRA, RCRA or any comparable state law; and (v) shall not manufacture, use, generate, transport, treat, store, release release, dispose or dispose handle any Hazardous Material at any of Hazardous Materials at or on any Mortgaged Property the Properties except in the ordinary course of its business and in compliance de minimis amounts; (vi) within ten (10) Business Days notify the Administrative Agent in all writing of and provide any reasonably requested documents upon learning of any of the following in connection with the Borrower or any Subsidiary or any of the Properties: (1) any material respects with all liability for response or corrective action, natural resource damage or other harm pursuant to CERCLA, RCRA or any comparable state law; (2) any material Environmental LawsClaim; (3) any material violation of an Environmental Law or material Release, threatened Release or disposal of a Hazardous Material; (4) any restriction on the ownership, occupancy, use or transferability arising pursuant to any (x) Release, threatened Release or disposal of a Hazardous Material or (y) Environmental Law; or (5) any environmental, natural resource, health or safety condition, which could reasonably be expected to have a Material Adverse Effect; (vii) conduct at its expense any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or xxxxx any material Release, threatened Release or disposal of a Hazardous Material as required by any applicable Environmental Law, (viii) abide by and observe any restrictions on the use of the Properties imposed by any Governmental Authority as set forth in a deed or other instrument affecting the Borrower’s or any Subsidiary’s interest therein; (ix) promptly provide or otherwise make available to the Administrative Agent any reasonably requested environmental record concerning the Properties which the Borrower or any Subsidiary possesses or can reasonably obtain; and (x) perform, satisfy, and implement any operation or maintenance actions required by any Governmental Authority or Environmental Law, or included in any no further action letter or covenant not to xxx issued by any Governmental Authority under any Environmental Law.

Compliance with Laws and Contractual Obligations. (a) Comply Without limiting Section 10.11, the Company will, and will cause each of its Subsidiaries to, comply with (i) all laws, ordinances or governmental rules or regulations to which each of them is subject, including, without limitation, ERISA, the USA PATRIOT Act, Environmental Laws, and the other laws and regulations that are referenced in Section 5.16, and will obtain and maintain in effect all material respects with licenses, certificates, permits, franchises and other governmental authorizations necessary to the requirements ownership of all Laws and all orders, writs, injunctions and decrees and all Contractual Obligations applicable to it their respective Properties or to its business the conduct of their respective businesses and (ii) all contractual obligations, in each case to the extent necessary to ensure that non-compliance with such laws, ordinances or propertygovernmental rules or regulations or failures to obtain or maintain in effect such licenses, except certificates, permits, franchises and other governmental authorizations or non-compliance with such contractual obligations could not, individually or in such instances in which (a) such requirement of Law or orderthe aggregate, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect. (b) Without limitation limiting the generality agreements set forth in Section 9.1(a) above, for each of its owned Properties, respectively, the foregoingCompany will, and will cause each of its Subsidiaries to, require that each tenant and subtenant, if any, of any of the provisions hereofProperties or any part thereof, at all times, do the Loan Partiesfollowing to the extent the failure to do so, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) shall comply with, and maintain all Mortgaged Properties in compliance in all material respects with, any with all applicable Environmental Laws; (ii) shall obtain and maintain in full force and effect all material governmental approvals required by any applicable Environmental Law for its operations at each of the Properties; (iii) cause to be cured any material violation by it or on at any of the Mortgaged Properties by any of applicable Environmental Laws; (iii) shall cure as soon as reasonably practicable any material violation of applicable Environmental Laws with respect to the Mortgaged Properties; (iv) shall not, and shall not permit any other Person to, own allow the presence or operate on operation at any of the Mortgaged Properties, Properties of any (1) landfill or dump or (2) hazardous waste treatment, storage management facility or solid waste disposal facility as defined pursuant to the RCRA, or any comparable state lawapplicable Environmental Law; and (v) shall not manufacture, use, generate, transport, treat, store, release Release, dispose or dispose handle any Hazardous Material at any of Hazardous Materials at or on any Mortgaged Property the Properties except in the ordinary course of its business and in compliance de minimis amounts; (vi) within ten (10) Business Days notify the holders of Notes in all writing of, and provide any reasonably requested documents upon learning of, any of the following in connection with the Company or any Subsidiary or any of the Properties: (1) any material respects with all Environmental LawsLiability, (2) any material Environmental Claim, (3) any material violation of an Environmental Law or material Release, threatened Release or disposal of a Hazardous Material, (4) any restriction on the ownership, occupancy, use or transferability arising pursuant to any (x) Release, threatened Release or disposal of a Hazardous Material or (y) Environmental Law, or (5) any environmental, natural resource, health or safety condition, which could reasonably be expected to have a Material Adverse Effect; (vii) conduct at its expense any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or axxxx any material Release, threatened Release or disposal of a Hazardous Material as required by any applicable Environmental Law; (viii) abide by and observe any restrictions on the use of the Properties imposed by any Governmental Authority as set forth in a deed or other instrument affecting the Company’s or any Subsidiary’s interest therein; (ix) promptly provide or otherwise make available to the holders of Notes any reasonably requested environmental record concerning the Properties which the Company or any Subsidiary possesses or can reasonably obtain; and (x) perform, satisfy, and implement any operation or maintenance actions required by any Governmental Authority or Environmental Law, or included in any no further action letter or covenant not to sxx issued by any Governmental Authority under any Environmental Law.