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

Environment, Health, and Safety. (i) The Seller, and its 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 Seller, and its 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) Seller has no Liability (and Seller and 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 Seller 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) To the best of Sellers knowledge, the property is free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, Each Company and its predecessors and Affiliates has affiliates have complied with all Environmental, Health, and Safety LawsLaws (as defined below), and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice 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 Seller, Company and its 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 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. (iib) Seller The Company has no Liability liability (and Seller and neither the Company or its 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, 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 Seller the Company 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. (iiic) To All properties and equipment used in the best business of Sellers knowledge, the property is each Company and its predecessors and affiliates have been free of asbestos, PCB'spolychlorinated biphenyls (PCBs), methylene chloride, trichloroethylene, 1,21, 2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous SubstancesSubstances (as defined below). (d) As used in this Agreement, the term:

Environment, Health, and Safety. (ia) The SellerTo the Knowledge of AIDEA and the Acquired Companies, except as disclosed in Disclosure Schedules 3.16(b), (d), and its predecessors and Affiliates has (e), the Acquired Companies have complied with all Environmental, Health, and Safety Laws, and no . No action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them the Acquired Companies alleging any failure to so to comply. Without limiting the generality of the preceding sentence, each the Acquired Companies, to the Knowledge of AIDEA and the SellerAcquired Companies, and its predecessors and Affiliates has have 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 have 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. (iib) Seller Except as disclosed in Disclosure Schedule 3.16(b), neither the Acquired Companies nor AIDEA with respect to the Acquired Companies, to the Knowledge of AIDEA and the Acquired Companies, has no any Liability (arising out of events or circumstances occurring under any Environmental, Health, and Seller and its predecessors and Affiliates has not handled or disposed of any substanceSafety Laws for contamination of, arranged for the disposal of any substance, exposed any employee or other individual to any substance or conditiondamage to, 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 Seller giving rise to any Liability) for damage to polluting any site, location, property, natural resources, the air, or any body of water (surface or subsurface), or for any illness of of, or personal injury to to, or death of, any employee or other individualindividual related to the foregoing. (c) To the Knowledge of AIDEA and the Acquired Companies, all equipment and personal property owned, leased, or used in the Operations are and have been free of hydrocarbon contamination, asbestos, PCBs, dioxins, and any other hazardous, toxic, radioactive, or dangerous substances, except for the liquefied natural gas and compressed natural gas the Acquired Companies produce, store, and handle, and except for the fuel, lubricants, refrigerants, and solvents that are used in the ordinary course of business in conducting the Operations. The liquefied natural gas and compressed natural gas of the Acquired Companies, and the fuel, lubricants, refrigerants, and solvents used in its Operations, have all been stored, handled, transported, used, and disposed of in accordance with all Environmental, Health, and Safety Laws and consistent with all standard industry practices. (d) Except as disclosed on Disclosure Schedule 3.16(d), all real property the Acquired Companies owns is, to the Knowledge of AIDEA and the Acquired Companies, free from contamination by any reason substance regulated under, or defined as or considered “hazardous” or “toxic” or “radioactive” or “contamination” or “pollution” under, any Environmental, Health, and Safety Laws, including but not limited to hydrocarbons, asbestos, PCBs, and dioxins. AIDEA has provided IGU with true and complete copies of all environmental assessments, studies, and reports (1) of which AIDEA and the Acquired Companies have Knowledge and (2) that reference the real property any of the Acquired Companies owns, leases, or uses. Although neither AIDEA nor the Acquired Companies has conducted any environmental assessments regarding the leased real property used by the Acquired Companies, neither AIDEA nor the Acquired Companies has Knowledge of any environmental contamination on or under the portions of any leased or used real property where any of the Operations have been conducted. (e) Except as disclosed on Disclosure Schedule 3.16(e), neither the Acquired Companies nor AIDEA has Knowledge of any leak, spill, release, discharge, or disposal of any substance regulated under, or defined as or considered “hazardous” or “toxic” or “radioactive” or “contamination” or “pollution” under any Environmental, Health, and Safety LawLaws that has occurred on, in, or under the real property any of the Acquired Companies owns, leases, or uses, or has ever owned, leased, or used, in conducting the Operations, that was reportable or should have been reported to any government or governmental agency, or that was or could have been subject to clean up or remediation, under any Environmental, Health, and Safety Laws. (iiif) To Except as disclosed on Disclosure Schedule 3.16(f), to the best Knowledge of Sellers knowledgeAIDEA and the Acquired Companies, there is no underground storage tank present on any real property any of the property is free of asbestosAcquired Companies owns, PCB'sleases, methylene chlorideor uses or has owned, trichloroethyleneleased or used, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substancesin conducting the Operations.

Environment, Health, and Safety. (i) The Seller, and its 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 Seller, and its 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) Seller has no Liability (and Seller and 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 Seller 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) To the best of Sellers knowledge, the The property is free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, Company and its predecessors and Affiliates has affiliates have 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 it alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, Company and its 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 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. (iib) Seller The Company has no Liability liability (and Seller none of the Company and its 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, 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 Seller the Company 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. (iiic) To All properties and equipment used in the best business of Sellers knowledge, the property is Company and its predecessors and affiliates have been free of asbestos, PCB'spolychlorinated biphenyls (PCBs), methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances. (d) As used in this Agreement, the term:

Environment, Health, and Safety. (i) The SellerTo the knowledge of the Buyer, the Buyer and its predecessors and their respective Affiliates has have 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 Seller, and its predecessors and Affiliates Buyer has obtained and been in compliance with all of the material 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) Seller has no The Buyer does not have any Liability (and Seller and its predecessors and Affiliates the Buyer 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against Seller the Buyer 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 except with respect to possible such liabilities associated with the sale, use, operation, repair, and rental of equipment used in the ordinary course of the Buyer's business, including electromagnetic radiation. (iii) To the best knowledge of Sellers knowledgethe Buyer, all properties and equipment used in the property is business of EMAC have been free of asbestos, PCB's'S, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylenetransdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.Substances other than in the ordinary course of business or in de minimus quantities

Environment, Health, and Safety. (i) The Seller, Seller and its predecessors and Affiliates has have 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 complycomply or asserting that the Seller or its predecessors have any Liability under any Environmental, Health, and Safety Laws nor do any of the Shareholders have any Knowledge of any basis for any of the foregoing. Without limiting the generality of the preceding sentence, each of the Seller, Seller and its 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) The Seller has no Liability (and the Seller and its predecessors and Affiliates has have 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 the Seller 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) To All properties and equipment used in the best business of Sellers knowledge, the property is Seller and its predecessors have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The To Seller's knowledge, and its predecessors and Affiliates (without any independent investigation) the Seller has complied with all Environmental, Health, 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 Seller, and its predecessors and Affiliates Seller 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 have complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (iib) To Seller's knowledge, (without any independent investigation) the Seller has no Liability (and the Seller and 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against the Seller 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 any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iiic) To the best of Sellers Seller's knowledge, (without any independent investigation) all properties and equipment used in the property is Seller have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, Seller and its predecessors and Affiliates has Affiliates: (i) have complied with all the Environmental, Health, Health and Safety Laws, Laws in all material respects in connection with the Business as conducted by Seller and its Affiliates (and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, 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 Seller, and its predecessors and Affiliates has ); (ii) have obtained and been in substantial compliance with all of the terms and conditions of all material permits, licenses, and other governmental authorizations which are required underunder the Environmental, Health and has Safety Laws for the Business as conducted by Seller and its Affiliates; and (iii) have complied in all material respects with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all in the Environmental, Health, Health and Safety LawsLaws required for the Business as conducted by Seller and its Affiliates. (iib) In connection with the Business, Seller has no Liability (under Environmental, Health and Safety Laws and Seller and its predecessors and Affiliates has have not handled or disposed of any substance, treated, handled, generated, stored transported, disposed of, or arranged for the disposal of any substanceHazardous Material, exposed any employee or other individual to any substance Hazardous Material or condition, or owned or operated any property or of 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 Seller giving give 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, Health and Safety LawLaws. (iiic) To All properties and equipment used in the best of Sellers knowledge, the property is Business by Seller and its respective predecessors and Affiliates have been free of asbestos, PCB's'S, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylenetransdichloroethylene, dioxins, dibenzofurans, petroleum products and Extremely any other Hazardous SubstancesMaterials.

Environment, Health, and Safety. (i) The SellerTo the Sellers' Knowledge, and its predecessors and Affiliates the Company 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 it alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, and its predecessors and Affiliates Company 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) Seller To the Sellers' Knowledge, the Company has no Liability (and Seller none of the Company and 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 Seller the Company 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) To the best Sellers' Knowledge, all properties and equipment used in the business of Sellers knowledge, the property is Company and its predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-trans- dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The SellerTarget, and its respective predecessors and Affiliates has have 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 SellerTarget, and its their respective predecessors and Affiliates has have 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) Seller has no The Target does not have any Liability (and Seller the Target, and its respective predecessors and Affiliates has not have 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 Seller the Target 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) To All properties and equipment used in the best business of Sellers knowledgethe Target, the property is and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, Each of Xxxxxx and its predecessors and Affiliates Subsidiaries has complied with all material 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 it alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, Xxxxxx and its predecessors and Affiliates Subsidiaries has obtained and been in compliance with all of the material 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. (iib) Seller Neither Xxxxxx nor any of its Subsidiaries has no any Liability (and Seller and its predecessors and Affiliates or 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 Seller Xxxxxx giving rise to any Liability) 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. (iiic) To the best Knowledge of Sellers knowledgethe Stockholders and Xxxxxx, all properties and equipment used in the property is business of Xxxxxx and its Subsidiaries have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2trichloroethylene,1,2-trans-trans- dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. Except as set forth on Schedule 6(w) to be attached hereto or in the environmental reports delivered to Buyer and listed on Schedule 6(w): (i) The Seller, and its 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 Seller, and its predecessors and Affiliates Company has obtained and been in compliance with all of the terms and conditions of all permits, licenses, and other authorizations which are required under, for the ownership and has complied with operation of the Business under all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all applicable Environmental, Health, Health and Safety Laws.; (ii) Seller has no Liability (and Seller and its predecessors and Affiliates the Company 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 the Business or any property or facility in (and, to knowledge of the Company, no such property or facility is contaminated with hazardous materials, substances or waste) so as to give rise to any manner that could form liability or corrective or remedial obligation under any Environmental, Health and Safety Laws; (iii) the Basis for any present or future Company has complied with all Environmental, Health and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand or demand notice has, to the Company's knowledge, been filed or commenced against Seller giving rise the Company alleging any failure to so comply; (iv) the Company has not assumed or undertaken any Liability) for damage to liability of 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 Person under any Environmental, Health, Health and Safety Law.Laws; (iiiv) To to the best of Sellers Company's knowledge, no underground storage tanks, landfills or waste disposal areas, asbestos-containing materials, or PCB-containing equipment or fluids have been or are present on any real property listed on Schedule 6(k); and (vi) the property is free of asbestostransactions contemplated by this Agreement do not impose any obligations under any Environmental, PCB'sHealth and Safety Laws for site investigation or cleanup, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substancesor notification to any government agencies or third parties.

Environment, Health, and Safety. (i) The Seller, DMX and each of its predecessors and Affiliates has Subsidiaries have complied in all material respects with all Environmental, Health, Health and Safety Laws, Laws and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, demand or notice has been filed or commenced against any of them it alleging any failure so to comply. Without limiting the generality of the preceding sentence, DMX and each of the Seller, and its predecessors and Affiliates has Subsidiaries have obtained and been in compliance with all of the terms and conditions of all material permits, licenses, licenses and other authorizations which are required under, and has have complied with all other material limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, schedules and timetables which are contained in, all Environmental, Health, Health and Safety Laws. (ii) Seller has DMX and each of its Subsidiaries have no Liability (and Seller and its predecessors and Affiliates has have 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, claim or demand against Seller DMX or any of its Subsidiaries giving rise to any Liability) 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) To All properties and equipment owned by, or used in the best business of, DMX and each of Sellers knowledge, the property is its Subsidiaries have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, dibenzofurans and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The Seller, Target (and its predecessors and Affiliates predecessors, if any) has complied with all Environmental, Health, and Safety LawsLaws in all material respects, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice 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 Seller, Target (and its predecessors and Affiliates predecessors, if any) has obtained and been in compliance with all of the terms and conditions of all material permits, licenses, and other authorizations which that are required under, and has complied in all material respects 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) Seller has no Liability The Target (and Seller its predecessors, if any) does not have any Liability and its predecessors and Affiliates has not never 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 Seller the Target 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) To All properties and equipment used in the best business of Sellers knowledgethe Target (and its predecessors, the property is if any) have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The SellerTo the best of the Seller and the Company's knowledge, and its predecessors and Affiliates the Business has complied with all Environmental, Health, 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 Seller, Seller and its predecessors and Affiliates has the Company have 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 have complied with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (iib) To the best of the Seller and the Company's knowledge, neither Seller nor the Company has no Liability liability (and the Seller and its predecessors and Affiliates has the Company have 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against the Seller or the Company 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 any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iiic) To the best knowledge of Sellers knowledgethe Seller, all properties and equipment used in the property is Business have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The SellerTo the Knowledge of the Sellers, and its predecessors and Affiliates the Company 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 the Company alleging any failure so to comply. Without To the Knowledge of the Sellers, without limiting the generality of the preceding sentence, each of the Seller, and its predecessors and Affiliates Company 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) Seller To the Knowledge of the Sellers, the Company has no Liability (and Seller none of the Company and 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 Seller the Company 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) To the best Knowledge of Sellers knowledgethe Sellers, all properties and equipment used in the property is business of the Company have been free of asbestos, PCB'sPCBs, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylenetransdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The Seller, 4.23.1. Each of the Target and its predecessors and Affiliates (i) 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, 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 Seller, and its predecessors and Affiliates (ii) has obtained and been in substantial compliance with all of the terms and conditions of all material permits, licenses, and other authorizations which are required underunder the Environmental, Health and Safety Laws, and (iii) has complied in all material respects with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all in the Environmental, Health, Health and Safety Laws. (ii) Seller 4.23.2. The Target has no Liability material liability (whether known or unknown, whether asserted or unasserted, whether absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated, and Seller whether due or to become due), and none of the Target and 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 Seller giving give rise to any Liability) material 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, Health and Safety Law. (iii) To 4.23.3. All properties and equipment used in the best business of Sellers knowledge, the property is Target and its respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene1,2- transdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The Seller, and its predecessors and Affiliates Buyer 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 it alleging any failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, and its predecessors and Affiliates Buyer 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) Seller The Buyer has no Liability liability or obligation (and Seller and 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against Seller 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 any employee or other individual, or for any reason under any Environmental, Health, and Safety Law. (iii) To the best knowledge of Sellers knowledgethe Buyer, all properties and equipment used in the property is business of the Buyer have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The Each of the Seller, and its 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 Seller, and its 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, Freestar Technologies, Inc., August 8, 2001 page 18 prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, and Safety Laws. (ii) Seller has no Liability (and Seller and 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 Seller 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) To All properties and equipment used in the best business of Sellers knowledge, the property is Seller and its respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, and its 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 Seller, Target and its 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. (iib) Seller Target has no Liability liability (and, to the Knowledge of Target and Seller the Shareholders, none of Target and its 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, 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 Seller 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. (iiic) To All properties and equipment used in the best business of Sellers knowledge, the property is Target and its predecessors and affiliates have been free of asbestos, PCB'spolychlorinated biphenyls (PCBs), methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances. (d) As used in this Agreement, the term:

Environment, Health, and Safety. (i) The SellerTo the Knowledge of the officers and directors of the Targets, each of the Targets and its respective predecessors and Affiliates has complied with all Environmental, Health, Health and Safety Laws, 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 failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, Targets and its respective predecessors and Affiliates has obtained and been in compliance with all of the terms and conditions of all permits, licenses, licenses and other authorizations which are required under, and has complied with all other material limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, schedules and timetables which are contained in, all Environmental, Health, Health and Safety Laws. (ii) Seller To the Knowledge of the officers and directors of the Targets, none of the Targets has no any Liability (and Seller and its none of the Targets or their respective 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, claim or demand against Seller any of the Targets giving rise to any Liability) for damage to any site, location, location or body of water (surface or subsurface), for any illness of or or, personal injury to any employee or other individual, or for any reason under any Environmental, Health, Health and Safety Law. (iii) To the best Knowledge of Sellers knowledgethe officers and directors of the Targets, all properties and equipment used in the property is businesses of the Targets and their respective predecessors and Affiliates have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2trichloroethylene,1,2-trans-dichloroethylene, dioxins, dibenzofurans, dibenzofurans and Extremely Hazardous Substances.

Environment, Health, and Safety. (i) The Seller, and its 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 Seller, and its 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) Seller has no Liability (and Seller and 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 Seller 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) To the best of Sellers knowledge, the property is free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylene1,2_trans_dichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The Seller, and its predecessors and Affiliates Except as set forth on SCHEDULE 3.26 * * * such Target Company has complied * * * with all Environmental, Health, Health and Safety Laws, 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 failure so to comply. Without limiting the generality of the preceding sentence, each of the Seller, and its predecessors and Affiliates Target Company 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 have complied * * * with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables which are contained in, all Environmental, Health, Health and Safety Laws. (iib) Seller Except as set forth on SCHEDULE 3.26 * * * such Target Company has no Liability (and Seller and its predecessors and Affiliates such Target Company 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 Seller such Target Company 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, Health and Safety Law. (iiic) To all properties owned or leased and equipment used in the best business of Sellers knowledgesuch Target Company, the property is and its predecessors and Affiliates, have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylenetransdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.

Environment, Health, and Safety. (ia) The SellerExcept as set forth on SCHEDULE 3.26 and to the Knowledge of the Stockholders and the Company without inquiry, and its predecessors and Affiliates the Company has complied with all Environmental, Health, Health and Safety Laws, and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, 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 Seller, and its predecessors and Affiliates Company 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, Health and Safety Laws. (iib) Seller Except as set forth on SCHEDULE 3.26 and to the Knowledge of the Stockholders and the Company without inquiry, the Company has no Liability (and Seller and its predecessors and Affiliates the Company 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 basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against Seller the Company 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, Health and Safety Law. (iiic) To the best Knowledge of Sellers knowledgethe Stockholders and the Company without inquiry, all properties owned or leased and equipment used in the property is business of the Company, and its predecessors and Affiliates, have been free of asbestos, PCB's, methylene chloride, trichloroethylene, 1,2-trans-dichloroethylenetransdichloroethylene, dioxins, dibenzofurans, and Extremely Hazardous Substances.