Common use of Environmental Compliance and Conditions Clause in Contracts

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse Effect, (a) Ranger is and has been in compliance with all Environmental Laws; (b) Ranger holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to Ranger’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger for which Ranger has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Trooper Material Adverse Effect,: (a) Ranger Trooper is and has been in compliance with all Environmental Laws; (b) Ranger Trooper holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Trooper Real Property as presently conducted; (c) Ranger Trooper has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no No Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger Trooper or on, under or about any of the real property occupied or used by RangerTrooper. Ranger Trooper has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Trooper Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerTo Trooper’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger Trooper for which Ranger Trooper has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Visor Material Adverse Effect,: (a) Ranger Visor is and has been in compliance with all Environmental Laws; (b) Ranger Visor holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Visor Real Property as presently conducted; (c) Ranger Visor has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no No Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger Visor or on, under or about any of the real property occupied or used by RangerVisor. Ranger Visor has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Visor Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerTo Visor’s knowledgeKnowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger Visor for which Ranger Visor has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse EffectEffect on ReShape, (a) Ranger ReShape is and has been in compliance with all Environmental Laws; (b) Ranger ReShape holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger ReShape Real Property as presently conducted; (c) Ranger ReShape has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger ReShape or on, under or about any of the real property occupied or used by RangerReShape. Ranger ReShape has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger ReShape Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerReShape’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger ReShape for which Ranger ReShape has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would as set forth on the attached ENVIRONMENTAL COMPLIANCE SCHEDULE or as is not likely to give rise to a Material Adverse Effect: (a) The Company and each of its Subsidiaries is not, individually and has not been, in violation of nor has it received any notice of any violation with respect to, any applicable Environmental Laws. The Company and each of its Subsidiaries has obtained all permits, licenses or other authorizations required under applicable Environmental Laws, and all such permits, licenses or other authorizations are valid and in good standing. (b) There is no Environmental Claim pending or, to the aggregatebest knowledge of the Company, threatened against the Company or any of its Subsidiaries or relating to the business, the assets, the Owned Real Properties or the Leased Real Properties of the Company and its Subsidiaries. (c) There are no past or present actions, activities, circumstances, conditions, events or incidents, including, without limitation, the Release, transportation, treatment, storage, recycling or reclamation of any Hazardous Material, at any location (including, without limitation, any former or discontinued facilities or operations), that could reasonably be expected to have a Ranger Material Adverse Effect, (a) Ranger is and has been in compliance with all form the basis of any colorable Environmental Laws; (b) Ranger holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at Claim against the Ranger Real Property as presently conducted; (c) Ranger has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws Company or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws;Subsidiary. (d) The Company has not, and no Hazardous Substance has ever been releasedother Person has, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release caused a Release of any Hazardous Substance Material at, on, under, from or otherwise affecting the soil, surface water or groundwater at any real property, including the Ranger Owned Real Property, Property or Leased Real Property so as to give rise to Liability for investigation costs, cleanup costs, response costs, any remedial or corrective action costs, personal injury, property damage, natural resources damages or attorney fees obligation arising under CERCLA or any other Environmental Laws; and. (e) There are no underground or above ground storage tanks located at any Owned Real Property or Leased Real Property, and the Company has not installed, owned or operated any underground or above ground storage tanks. To the best knowledge of the Company, the Company and each Subsidiary has provided Buyer a copy of all material reports, closure reports, closure letters, correspondence or other material documents in its possession related to Ranger’s the removal of any tanks from any Owned Real Property or Leased Real Property. (f) The Company and each Subsidiary has provided Buyer with copies of all reports, assessments, audits, evaluations, or sampling results relating to compliance with or violation or suspected violation by the Company or any Subsidiary of Environmental Laws, or to liabilities of the Company or any Subsidiary arising from the handling, storage, transportation or Release of any Hazardous Material prepared by, for, or at the request of the Company or any Subsidiary (i) since June 1, 1997 or (ii) to the best of the Company's knowledge, there are no prior to June 1, 1997, and have never been in its possession. (g) This Section 4.16 constitutes the sole and exclusive representations and warranties of the Company or any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger for which Ranger has, or may have, LiabilitySubsidiary with respect to environmental matters.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,Effect on Obalon: (a) Ranger Obalon is and has been in compliance with all Environmental Laws; (b) Ranger Obalon holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Obalon Real Property as presently conducted; (c) Ranger Obalon has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger Obalon or on, under or about any of the real property occupied or used by RangerObalon. Ranger Obalon has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Obalon Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerObalon’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger Obalon for which Ranger Obalon has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to not have a Ranger Company Material Adverse Effect, (a) Ranger is The Company or its Subsidiary are, and has been since December 31, 2020 have been, in compliance with all Environmental Laws; (b) Ranger The Company or its Subsidiary holds, and is are and has have been in compliance since December 31, 2020 with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger since December 31, 2020, neither the Company nor its Subsidiary has not received any written claim, notice or complaint, or been subject to any Action from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws, and to the Knowledge of the Company no such Action has been threatened; (d) no Hazardous Substance neither the Company nor its Subsidiary has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of (or arranged for the disposal of) or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Company Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), or any other Environmental Laws; and (e) to Rangerthe Company’s knowledgeKnowledge, there are no and have never been any Hazardous Substances are present or have been disposed of or released on, at, in or under any real property currently or formerly owned, leased or used operated by Ranger the Company or its Subsidiary for which Ranger the Company or its Subsidiary has, or may have, LiabilityLiability under Environmental Laws.

Environmental Compliance and Conditions. Except for matters that would not, individually or in as set forth on the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,attached Environmental Schedule: (a) Ranger is Since January 1, 2005, the Company and has its Subsidiaries are and have been in material compliance with the requirements of all applicable Environmental Laws;. (b) Ranger holdsThe Company and its Subsidiaries are, and is and has been since January 1, 2005 have been, in material compliance with, with all authorizations, licenses and permits required under Environmental Laws Law (“Environmental Permits”) to operate its business at the Ranger Owned Real Property and the Leased Real Property and to carry on its businesses as presently now conducted;, and there are no filings with, notifications to or consent required by any Governmental Body to continue such Environmental Permits in full force and effect after the Closing. There is no pending or, to the Company’s Knowledge, threatened administrative or judicial proceeding, review or investigation by any Governmental Body that would reasonably be expected to result in the involuntary revocation, non-renewal or adverse modification of any such Environmental Permits. (c) Ranger has Except with respect to matters that have been settled or resolved with no obligation outstanding, the Company and its Subsidiaries have not received any notice written notice, claim or demand from any Governmental Body or third party regarding any other Person, and there are no consent orders in effect, Proceedings pending or, to the Company’s Knowledge, threatened, involving any actual or alleged violation of Environmental Laws or Environmental Permits, or any Liabilities Liability or potential Liabilities Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws;Laws or Environmental Permits, the subject of which could reasonably be expected to result in material Liability on the part of the Company or its Subsidiaries. (d) no Except as permitted by Environmental Law, neither the Company nor its Subsidiaries have released any Hazardous Substance has ever been releasedat any Owned Real Property, generatedLeased Real Property or any formerly owned or leased real property, treatedor have arranged for the treatment, contained, handled, used, manufactured, processed, buried, disposed of, deposited storage or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release disposal of any Hazardous Substance at any other real property, including the Ranger Real Property, in any such case so as would reasonably be expected to give rise to material Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA the Comprehensive Environmental Response, Compensation Liability Act of 1980, as amended, or any other Environmental Laws; and. (e) to Ranger’s knowledge, there There are no and have never been any Hazardous Substances present on, underground storage tanks located at, in under or under on any real property currently or formerly owned, leased or used by Ranger for which Ranger hasOwned Real Property, or may haveutilized by the Company or any of its Subsidiaries at any Leased Real Property, Liabilityexcept in material compliance with Environmental Laws, and the Company and its Subsidiaries have in place all training and employee protection programs required by occupational, health and safety requirements under Environmental Laws, including with respect to the presence of asbestos-containing materials at any Owned Real Property or Leased Real Property. (f) The representations and warranties in this Section 4.15 are the sole and exclusive representations and warranties in this Agreement concerning environmental matters including, without limitation, matters arising under Environmental Laws and Environmental Permits.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Union Material Adverse Effect, (a) Ranger Union is and has been in compliance with all Environmental Laws; (b) Ranger Union holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Union Real Property as presently conducted; (c) Ranger Union has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger Union or on, under or about any of the real property occupied or used by RangerUnion. Ranger Union has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Union Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerUnion’s knowledgeKnowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger Union for which Ranger Union has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to not have a Ranger CBLI Material Adverse Effect, (a) Ranger is CBLI and has been its Subsidiaries are, and since January 1, 2018, have been, in compliance with all Environmental Laws; (b) Ranger CBLI or its Subsidiaries holds, and is are and has have been in compliance since January 1, 2018 with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger since January 1, 2018, neither CBLI nor its Subsidiaries has not received any written claim, notice or complaint, or been subject to any Action from any Governmental Body or third party Third Party regarding any actual or alleged violation of Environmental Laws or any Liabilities liabilities or potential Liabilities liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws, and to the Knowledge of CBLI no such Action has been threatened; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about neither CBLI nor any of the real property occupied or used by Ranger. Ranger its Subsidiaries has not disposed of (or arranged for the disposal of) or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger CBLI Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerCBLI’s knowledgeKnowledge, there are no and have never been any Hazardous Substances are present or have been disposed of or released on, at, in or under any real property currently or formerly owned, leased or used operated by Ranger CBLI or its Subsidiaries for which Ranger CBLI or its Subsidiaries has, or may have, LiabilityLiability under Environmental Laws.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,as set forth on Schedule 4.16: (a) Ranger is Each of the Relevant Entities is, and since the Reference Date has been been, in compliance in all material respects with all applicable Environmental Laws; (b) Ranger holdsThe Relevant Entities have, and is and has been in compliance withsince the Reference Date have held, all authorizations, licenses and permits Permits required under applicable Environmental Laws to operate its business at the Ranger Leased Real Property and to carry on their respective businesses as presently conductedcurrently conducted (the “Environmental Permits”); (c) Ranger has not Since the Reference Date, or earlier to the extent unresolved, the Relevant Entities have not, received any notice written notice, report, Order or other information from any Governmental Body or third party other Person regarding any actual or alleged violation of Environmental Laws Laws, or any Liabilities liabilities or potential Liabilities liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws;; and (d) no Hazardous Substance No Relevant Entity, nor any Person whose liability has ever been releasedassumed or undertaken by any Relevant Entity, generatedhas disposed of, treatedarranged for or permitted the disposal of, containedtransported, handled, used, manufactured, processeddistributed, buriedexposed any Person to, disposed of, deposited or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Leased Real Property, so as to or owned or operated any property or facility which is or has been contaminated by any Hazardous Substances, in quantities or concentrations that require investigation or remediation by the Company or would otherwise give rise to Liability current or future material Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees the Relevant Entities under CERCLA or any other Environmental Laws; and. (e) Seller and the Relevant Entities have furnished to Ranger’s knowledgeBuyer all material environmental reports relating to the Relevant Entities’ past or current properties, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger for which Ranger hasfacilities, or may have, Liabilityoperations that are in their possession.

Environmental Compliance and Conditions. Except for matters that would not, individually or in as set forth on the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,attached Environmental Schedule: (a) Ranger The Company is and has been in material compliance with all Environmental Laws;. (b) Ranger The Company holds, and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Leased Real Property as presently conducted;. (c) Ranger The Company has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws Laws, or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws;. (d) no No Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger the Company or on, under or about any of the real property occupied or used by Rangerthe Company. Ranger The Company has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Leased Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and. (e) to RangerTo the Company’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger the Company for which Ranger the Company has, or may have, Liability. (f) The representations and warranties set forth in Section 3.16 are the sole and exclusive representations and warranties in this Agreement concerning environmental matters including, without limitation, matters arising under Environmental Laws, and any claim for breach of representation with respect to any environmental matters shall be based on the representations made in this Section 3.16 and shall not be based on the representations set forth in any other provision of this Agreement.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to not have a Ranger Keryx Material Adverse Effect, (a) Ranger is Keryx and has been its Subsidiaries are, and since January 1, 2015 have been, in compliance with all Environmental Laws; (b) Ranger Keryx or its Subsidiaries holds, and is are and has have been in compliance since January 1, 2015 with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger since January 1, 2015, neither Keryx nor its Subsidiaries has not received any written claim, notice or complaint, or been subject to any Action from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws, and to the Knowledge of Keryx no such Action has been threatened; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about neither Keryx nor any of the real property occupied or used by Ranger. Ranger its Subsidiaries has not disposed of (or arranged for the disposal of) or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Keryx Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), or any other Environmental Laws; and (e) to RangerKeryx’s knowledgeKnowledge, there are no and have never been any Hazardous Substances are present or have been disposed of or released on, at, in or under any real property currently or formerly owned, leased or used operated by Ranger Keryx or its Subsidiaries for which Ranger Keryx or its Subsidiaries has, or may have, LiabilityLiability under Environmental Laws.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger SeaSpine Material Adverse Effect, : (a) Ranger each of SeaSpine and its Subsidiaries is and has been in compliance with all Environmental Laws; ; (b) Ranger each of SeaSpine and its Subsidiaries holds, and is and has been in compliance with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger SeaSpine Real Property as presently conducted; ; (c) Ranger none of SeaSpine or any of its Subsidiaries has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney attorneys’ fees under Environmental Laws; ; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger SeaSpine or on, under or about any of the real property occupied or used by RangerSeaSpine. Ranger SeaSpine has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger SeaSpine Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and and (e) to RangerSeaSpine’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger SeaSpine for which Ranger SeaSpine has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger an Orthofix Material Adverse Effect, : (a) Ranger each of Orthofix and its Subsidiaries is and has been in compliance with all Environmental Laws; ; (b) Ranger each of Orthofix and its Subsidiaries holds, and is and has been in compliance with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Orthofix Real Property as presently conducted; ; (c) Ranger none of Orthofix or any of its Subsidiaries has not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney attorneys’ fees under Environmental Laws; ; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger Orthofix or on, under or about any of the real property occupied or used by RangerOrthofix. Ranger Orthofix has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Orthofix Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and and (e) to RangerOrthofix’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger Orthofix for which Ranger Orthofix has, or may have, Liability.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,as set forth on Schedule 3.09: (a) Ranger is To Sellers’ Knowledge, with respect to the Business, Sellers and has been the Purchased Subsidiaries are in material compliance with all Laws to which they are subject as enacted and in effect on the Closing Date in any relevant jurisdiction concerning pollution or protection of the environment, including all those relating to the presence, use, production, generation, handling, transportation, treatment, storage, disposal, distribution, labeling, testing, processing, discharge, release, threatened release, control, or cleanup of any hazardous materials, substances or wastes (“Environmental Laws;”) applicable to their operation of the Businesses and their occupancy and use of the Leased Real Property. (b) Ranger holdsTo Sellers’ Knowledge, with respect to the Business, Sellers and is and has been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger has Purchased Subsidiaries have not during the past five years received any written notice from any Governmental Body or third party governmental authority regarding any actual or alleged material violation of Environmental Laws or any Liabilities material liability or potential Liabilities for investigation costs, cleanup costs, response costsmaterial investigatory, corrective action costs, personal injury, property damage, natural resources damages or attorney fees remedial obligation under Environmental Laws;, except for such notices the subject of which has been settled or resolved. (c) To Seller’s Knowledge, there have been no releases of hazardous materials, substances or wastes at any of the Leased Real Property which could reasonably give rise to a material remedial liability under any applicable Environmental Laws. (d) no Hazardous Substance has ever been releasedTo Sellers’ Knowledge, generatedSellers and the Purchased Subsidiaries are not subject to any current material claim, treatedorder, contained, handled, used, manufactured, processed, buried, disposed of, deposited directive or stored by Ranger complaint asserting a material remedial obligation or on, liability under or about Environmental Laws with respect to conditions at any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Leased Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and. (e) To Sellers’ Knowledge, Sellers and the Purchased Subsidiaries have obtained and are in material compliance with all material permits, licenses and authorizations required under Environmental Laws for their operation of the Businesses and their occupancy and use of the Leased Real Property. This Section 3.09 contains the sole and exclusive representations and warranties of Sellers with respect to Ranger’s knowledgeany environmental matters, there are no and have never been including any Hazardous Substances present on, at, in or arising under any real property currently Environmental Laws or formerly ownedwith respect to hazardous materials, leased substances or used by Ranger for which Ranger has, or may have, Liabilitywastes.

Environmental Compliance and Conditions. (a) Except for matters that as set forth in the Environmental Reports or on the attached Schedule 4.16 or as would notnot reasonably be expected to have, individually or in the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,: (ai) Ranger is the Company and has been its Subsidiaries are in compliance in all material respects with all all, and have not in the past five years violated any, Environmental Laws; (bii) Ranger holdsthe Company and its Subsidiaries hold and are in compliance in all material respects with all, and is and has been have not violated in compliance withthe past five years any, all authorizations, registrations, exemptions, licenses and permits issued pursuant to or required under Environmental Laws Law to operate its business at the Ranger Owned Real Property and the Leased Real Property and to carry on its businesses as presently now conducted;. (ciii) Ranger has in the past five years the Company and its Subsidiaries have not received any written or, to the Company’s knowledge, oral Action or notice from any Governmental Body or third party Person regarding any actual or alleged violation of Environmental Laws Laws, or any Liabilities liabilities or potential Liabilities for liabilities or costs under or related to CERCLA or any other Environmental Law (including with respect to any investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws;fees); and (div) no neither the Company nor its Subsidiaries have disposed of or released any Hazardous Substance has ever been releasedand such substances are not otherwise present at, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Owned Real Property, Leased Real Property or any other location so as to give rise to Liability for liability or costs under or related to CERCLA or any other Environmental Law (including with respect to any investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA fees). (b) Except as set forth on Schedule 4.16, none of the Company or any of its Subsidiaries has entered into any material consent decree or other agreement with any Governmental Body under any Environmental Laws; andLaw and neither the Company nor any of its Subsidiaries has assumed or retained, by contract or operation of law, any material liability or obligation under or related to any Environmental Law. (ec) The Company has provided to Ranger’s knowledge, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger for which Ranger has, or may have, LiabilityBuyer complete copies of all Environmental Reports.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to not have a Ranger an Akebia Material Adverse Effect, (a) Ranger is Akebia and has been its Subsidiaries are, and since January 1, 2015, have been, in compliance with all Environmental Laws; (b) Ranger Akebia or its Subsidiaries holds, and is are and has have been in compliance since January 1, 2015 with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger since January 1, 2015, neither Akebia nor its Subsidiaries has not received any written claim, notice or complaint, or been subject to any Action from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws or any Liabilities or potential Liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws, and to the Knowledge of Akebia no such Action has been threatened; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about neither Akebia nor any of the real property occupied or used by Ranger. Ranger its Subsidiaries has not disposed of (or arranged for the disposal of) or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Akebia Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerAkebia’s knowledgeKnowledge, there are no and have never been any Hazardous Substances are present or have been disposed of or released on, at, in or under any real property currently or formerly owned, leased or used operated by Ranger Akebia or its Subsidiaries for which Ranger Akebia or its Subsidiaries has, or may have, LiabilityLiability under Environmental Laws.

Environmental Compliance and Conditions. Except for matters that would not, individually or in as set forth on the aggregate, reasonably be expected to have a Ranger Material Adverse Effect,attached Environmental Schedule: (a) Ranger is The Company and has its Subsidiaries are and have been in material compliance with all Environmental Laws;. (b) Ranger holdsThe Company and its Subsidiaries hold, and is are and has have been in compliance with, all authorizations, licenses and permits required under Environmental Laws to operate its business at occupy the Ranger Leased Real Property and operate their respective businesses as presently conducted;. (c) Ranger has The Company and its Subsidiaries are not subject to any outstanding order, consent, decree, claim, action or investigation pursuant to Environmental Laws and have not received any notice from any Governmental Body or third party regarding any actual or alleged violation of Environmental Laws Laws, or any Liabilities liabilities or potential Liabilities liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages damages, penalties or attorney fees under Environmental Laws;Laws or related to the presence or release of any Hazardous Substance. (d) no Hazardous Substance has ever been releasedNeither the Company nor its Subsidiaries have, generated, treated, contained, handled, used, manufactured, processed, burieddirectly or through any third party, disposed of, deposited or stored by Ranger or onarranged for the disposal of, under or about any of the real property occupied or used by Ranger. Ranger has not disposed of or treated, stored, released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger Leased Real Property, so as to give rise to Liability liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and. (e) to Ranger’s knowledgeTo the Knowledge of the Company, there are no and have never been any Hazardous Substances present on, at, in or under any real property currently or formerly owned, leased or used by Ranger the Company or its Subsidiaries for which Ranger hasthe Company or its Subsidiaries is or may be liable. (f) All permits, registrations, licenses, and authorizations required to be obtained or filed by the Company or any of its Subsidiaries under any applicable Environmental Laws in connection with the Company’s or any of its Subsidiaries’ operations have been duly obtained, are in full force and effect, there are no proceedings pending, or may haveto the Company’s Knowledge, Liabilitythreatened to revoke, cancel or modify the terms of any such permits, registrations, licenses, or authorizations, and the Company and each of its Subsidiaries is in compliance with the terms and conditions of all such permits, registrations, licenses, and authorizations. (g) Neither the Company nor any of its subsidiaries has expressly or, to the Knowledge of Company, by operation of law assumed, undertaken, provided any indemnity with respect to or otherwise become subject to any liability of any other person under any Environmental Laws. (h) There are no underground storage tanks or related piping, abandoned pipelines or sewers, surface impoundments, pits, ponds, lagoons, hazardous waste disposal areas or friable asbestos containing materials for which the Company or its Subsidiaries is responsible at any Leased Real Property. (i) The Company does not sell and has not sold any product containing asbestos or that utilizes or incorporates asbestos-containing materials in any way. (j) The Company and its Subsidiaries have made available to Parent accurate and complete copies of all environmental reports, studies, assessments, investigations, audits, correspondence and other documents relating to environmental or occupational safety and health matters in their possession and/or control. (k) The representations and warranties in this Section 3.16 are the sole and exclusive representations and warranties in this Agreement concerning environmental matters including, without limitation, matters arising under Environmental Laws.

Environmental Compliance and Conditions. Except for matters that would not, individually or in the aggregate, reasonably be expected to not have a Ranger CYTO Material Adverse Effect,. (a) Ranger is CYTO and has been its Subsidiaries are, and since January 1, 2018, have been, in compliance with all Environmental Laws; (b) Ranger CYTO or its Subsidiaries holds, and is are and has have been in compliance since January 1, 2018 with, all authorizations, licenses and permits Permits required under Environmental Laws to operate its business at the Ranger Real Property as presently conducted; (c) Ranger since January 1, 2018, neither CYTO nor its Subsidiaries has not received any written claim, notice or complaint, or been subject to any Action from any Governmental Body or third party Third Party regarding any actual or alleged violation of Environmental Laws or any Liabilities liabilities or potential Liabilities liabilities for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under Environmental Laws, and to the Knowledge of CYTO no such Action has been threatened; (d) no Hazardous Substance has ever been released, generated, treated, contained, handled, used, manufactured, processed, buried, disposed of, deposited or stored by Ranger or on, under or about neither CYTO nor any of the real property occupied or used by Ranger. Ranger its Subsidiaries has not disposed of (or arranged for the disposal of) or released or allowed or permitted the release of any Hazardous Substance at any real property, including the Ranger CYTO Real Property, so as to give rise to Liability for investigation costs, cleanup costs, response costs, corrective action costs, personal injury, property damage, natural resources damages or attorney fees under CERCLA or any other Environmental Laws; and (e) to RangerCYTO’s knowledgeKnowledge, there are no and have never been any Hazardous Substances are present or have been disposed of or released on, at, in or under any real property currently or formerly owned, leased or used operated by Ranger CYTO or its Subsidiaries for which Ranger CYTO or its Subsidiaries has, or may have, LiabilityLiability under Environmental Laws.