Common use of Environment, Health, and Safety Clause in Contracts

Environment, Health, and Safety. i. Each of the Company, its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. ii. None of the Company or its Subsidiaries has any Liability (and none of the Company, its Subsidiaries, and their respective predecessors and Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. iii. All properties and equipment used in the business of the Company, its Subsidiaries, and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. Each of the Company(i) The Seller, and to Seller’s Knowledge, its Subsidiaries, and their respective predecessors and Affiliates (A) has complied with all the Environmental, Health, Health and Safety Laws, Laws in all material respects (and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, demand or notice has been filed or commenced against any of them alleging any such failure so to comply. Without limiting the generality of the preceding sentence), each of the Company, its Subsidiaries, and their respective predecessors and Affiliates (B) has obtained and been in substantial compliance with all of the terms and conditions of all material permits, licenses, licenses and other authorizations which are required underunder the Environmental, Health and Safety Laws and (C) has complied in all material respects with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, schedules and timetables which are contained in, all in the Environmental, Health, Health and Safety Laws. (ii. None of ) The Seller has no material liability (whether known or unknown, whether asserted or unasserted, whether absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated and whether due or to become due) and the Company or its Subsidiaries has any Liability (Seller, and none of the Companyto Seller’s Knowledge, its Subsidiaries, and their respective predecessors and Affiliates Affiliates, has not handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, condition or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries giving give rise to any Liability) material liability, for damage to any site, location, location or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, individual or for any reason under any Environmental, Health, Health and Safety Law. (iii. All properties and ) No property or equipment used in the business of the CompanySeller, and to Seller’s Knowledge, its Subsidiariespredecessors and Affiliates, has been used for the disposal of refuse or waste, or the generation, processing, manufacture, storage, handling, treatment, release, discharge or disposal of any Extremely Hazardous Substance and the properties and all equipment used in the business of the Seller, and their respective to Seller’s Knowledge, its predecessors and Affiliates Affiliates, have been free of asbestos, PCB's’S, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenetransdichloroethylene, dioxins, dibenzofurans, dibenzofurans and Extremely Hazardous Substances. (iv) No notice has been given to the Seller by any Governmental Agency or any Person alleging a violation of any Environmental, Health and Safety Law pertaining to the Acquired Assets, the property used in the business of the Seller, and to Seller’s Knowledge, its predecessors or Affiliates, or other liability or responsibility related to Extremely Hazardous Substances used, generated, processed, manufactured, stored, handled, treated, released, discharged or disposed by the Seller, or to Seller’s Knowledge, its predecessors and Affiliate of the Seller, pertaining to the Acquired Assets or the property used in the business of the Seller, and to the Seller’s Knowledge, its predecessors and Affiliates. (v) No actions, suits, claims, arbitrations, grievances, complaints, charges, proceedings or investigations have been commenced or, to Seller’s Knowledge, threatened concerning a violation of any Environmental Heath and Safety Law pertaining to the Acquired Assets, the property used in the business of the Seller, and to Seller’s Knowledge, its predecessors or Affiliates, or other liability or responsibility related to Extremely Hazardous Substances used, generated, processed, manufactured, stored, handled, treated, released, discharged or disposed by the Seller or, to Seller’s Knowledge, its predecessors and Affiliates, pertaining the Acquired Assets or the property used in the business of the Seller, and to the Seller’s Knowledge, its predecessors and Affiliates.

Environment, Health, and Safety. i. (a) Each of the Company, its Subsidiaries, and their respective predecessors and Affiliates Target has materially complied with all Environmental, Health, and Safety Laws, and has received no written notice that any action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice demand has been filed or commenced against any of them it alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, its Subsidiaries, Targets and their respective predecessors and Affiliates affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which that are required under, and has materially complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which that are contained in, all Environmental, Health, and Safety Laws. ii. None of the Company or its Subsidiaries (b) Neither Target has any Liability liability (and, to the Knowledge of either Target and the Members, none of the Company, its Subsidiaries, Targets and their respective predecessors and Affiliates affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries either Target giving rise to any Liabilityliability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to to, any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. iii. (c) All properties and equipment used in the business businesses of the Company, its Subsidiaries, Targets and their respective predecessors and Affiliates affiliates have been free of asbestos, PCB'spolychlorinated biphenyls (PCBs), methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances. (d) As used in this Agreement, the term:

Environment, Health, and Safety. i. 4.26.1 Each of the CompanyXxxxxx Group, its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the CompanyXxxxxx Group, its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. ii. 4.26.2 None of the Company or Xxxxxx Group and its Subsidiaries has any Liability (and none of the CompanyXxxxxx Group, its Subsidiaries, and their respective predecessors and Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company Xxxxxx Group and its Subsidiaries giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. iii. 4.26.3 All properties and equipment used in the business of the CompanyXxxxxx Group, its Subsidiaries, and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances. 4.26.4 Seller has made available to Buyer: (i) all industrial hygiene surveys prepared by or on behalf of Xxxxxx Group and its Subsidiaries since January 1, 1992, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; (ii) summaries of all epidemiological or toxicological studies conducted by or on behalf of Xxxxxx Group and its Subsidiaries since January 1, 1992, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; (iii) all occupational safety and health reports filed with governmental agencies or instrumentalities by or on behalf of Xxxxxx Group and its Subsidiaries since January 1, 1992, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; (iv) annual summaries of workers compensation liabilities of Xxxxxx Group and its Subsidiaries since January 1, 1992, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; (v) all citations, notices of violations, orders, consent orders, administrative or judicial enforcement proceedings from governmental agencies or instrumentalities with respect to health or safety matters currently pending against Xxxxxx Group and its Subsidiaries; (vi) all medical surveillance programs currently provided for employees involved with raw materials and products (including waste products) used or produced, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; (vii) a list of each accident or event which has resulted in, or may result in, a claim against Xxxxxx Group and its Subsidiaries that personal injury, property damage or economic loss was caused by Xxxxxx Group or its Subsidiaries or involved any employee of Xxxxxx Group or its Subsidiaries in his or her capacity as an employee, to the extent reasonably available from the records of Xxxxxx Group and its Subsidiaries; and (viii) a list of all claims (other than health and dental claims) filed and currently pending under the insurance policies listed pursuant to Schedule 4.19 (including, in their aggregate amount, employee benefit claims other than health or dental insurance claims).

Environment, Health, and Safety. i. Each (i) To the Knowledge of the CompanySeller, its Subsidiaries, and their respective predecessors and Affiliates MAMO has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them MAMO alleging any failure so to comply. Without limiting the generality of the preceding sentence, each to the Knowledge of the CompanySeller, its Subsidiaries, and their respective predecessors and Affiliates MAMO has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii. None ) To the Knowledge of Seller, none of MAMO, the Company Seller or its Subsidiaries the Seller's Affiliates has any Liability (and none of the CompanyMAMO, its Subsidiaries, and their respective predecessors and Seller or Seller's Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or and owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of MAMO, the Company Seller and its Subsidiaries the Seller's Affiliates giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety LawLaw that would result in Liability for MAMO. (iii. All ) To Seller's Knowledge, all properties and equipment used in the business of the Company, its Subsidiaries, and their respective predecessors and Affiliates MAMO have been free of asbestos, PCB'sPCBs, methylene chloride, trichloroethylene, 1,21, 2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. Each (i) To the Knowledge of the CompanyBrightLane, BrightLane and its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, BrightLane and its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii. None ) To the Knowledge of the Company or its Subsidiaries BrightLane, BrightLane has any no Liability (and none of the Company, its SubsidiariesBrightLane, and their respective its predecessors and Affiliates has not handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries BrightLane giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of of, or personal injury to to, any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iii. All ) To the Knowledge of BrightLane, all properties and equipment used in the business of the Company, its SubsidiariesBrightLane, and their respective predecessors and Affiliates Affiliates, have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. (i) Each of the Company, Company and its Subsidiaries, and their respective predecessors and Affiliates has complied in all material respects with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, Company and its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance in all material respects with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied in all material respects with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii. None of the ) The Company or its Subsidiaries has any no Liability (and none of the Company, or its Subsidiaries, and their respective predecessors and Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iii. ) All properties and equipment used in the business of the Company, Company and its Subsidiaries, and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. Each (i) To the Knowledge of the CompanySeller, each of the Company and its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them the Company alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company and, to the Knowledge of the Seller, each of the Company, its Subsidiaries, and their respective 's predecessors and Affiliates Affiliates, has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii. None ) To the Knowledge of the Seller, the Company or its Subsidiaries has any no Liability (and none of the Company, Company and its Subsidiaries, and their respective predecessors and Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iii. All ) To the Knowledge of the Seller, all properties and equipment used in the business of the Company, Company and its Subsidiaries, and their respective predecessors and Affiliates have been free of asbestos, PCB's'S, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenetransdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. Each (i) To the Knowledge of the CompanyTeamStaff, TeamStaff and its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, TeamStaff and its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii. None ) To the Knowledge of the Company or its Subsidiaries TeamStaff, TeamStaff has any no Liability (and none of the Company, its SubsidiariesTeamStaff, and their respective its predecessors and Affiliates has not handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries TeamStaff giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of of, or personal injury to to, any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iii. All ) To TeamStaff's Knowledge, all properties and equipment used in the business of the Company, its SubsidiariesTeamStaff, and their respective predecessors and Affiliates Affiliates, have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. i. Each of the Company, its Subsidiaries, and their respective predecessors and Affiliates has complied with all Environmental, Health, and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Company, its Subsidiaries, and their respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, and has complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. ii. None of the Company or its Subsidiaries has any Liability (and none of the Company, its Subsidiaries, and their respective predecessors and Affiliates has handled or disposed of any substance, arranged for the disposal of any substance, exposed any employee or other individual to any substance or condition, or owned or operated any property or facility in any manner that could form the Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of the Company and its Subsidiaries giving rise to any Liability) for damage to any site, location, or body of water (surface or subsurface), for any illness of or personal injury to any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. iii. All properties and equipment used in the business of the Company, its Subsidiaries, and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloro ethylenedichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.