Common use of Environmental Condition of the Property Clause in Contracts

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The location, construction, occupancy, operation and use of the Corporation's properties do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.5, collectively, "applicable laws") where such violation would cause a Material Adverse Effect; (b) Without limitation of clause (a) of this Section 5.5, neither the Corporation, the Subsidiary nor such properties are subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation nor the Subsidiary is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse Effect; (d) There is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which would cause a Material Adverse Effect; (e) The Corporation and/or the Subsidiary, whichever is applicable, have taken reasonable steps to determine and hereby represents and warrants that no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the Subsidiary, and the use which the Corporation and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such properties; and (f) The Corporation and/or the Subsidiary, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their properties, the Corporation, the Subsidiary and the Corporation's and the Subsidiary's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (aA) The location, construction, occupancy, operation and use of the Corporation's properties do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.5, collectively, "applicable laws") where such violation would cause a Material Adverse Effect; (bB) Without limitation of clause (a) of this Section 5.5, neither the Corporation, the Subsidiary nor such properties are subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (cC) Neither the Corporation nor the Subsidiary is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse Effect; (dD) There is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which would cause a Material Adverse Effect; (eE) The Corporation and/or the Subsidiary, whichever is applicable, have taken reasonable steps to determine and hereby represents and warrants that no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the Subsidiary, and the use which the Corporation and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such properties; and (fF) The Corporation and/or the Subsidiary, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their properties, the Corporation, the Subsidiary and the Corporation's and the Subsidiary's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.54.5: (a) The location, construction, occupancy, operation and use of the Corporation's properties Property do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such propertiesthe Property, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.54.5, collectively, "“applicable laws") where such ”), a violation of which would cause have a Material Adverse Effect; (b) Without limitation of clause (a) of this Section 5.54.5, neither the CorporationCompany, any of its Subsidiaries nor the Subsidiary nor such properties are Property is subject to any existing, pending or to its knowledge threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation Company nor the Subsidiary any of its Subsidiaries is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such propertiesthe Property, including, without limitation, the soil and ground water conditions at such propertiesthe Property, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse EffectHazardous Substance; (d) There is no Polluting Hazardous Substance or other substance that may pose any material risk to safety, health or the environment on, under or about any such properties which would cause a Material Adverse Effect;Property. (e) The Corporation and/or the Subsidiary, whichever is applicable, Company and its Subsidiaries have taken reasonable steps to determine and hereby represents represent and warrants warrant that no Polluting Hazardous Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the SubsidiaryProperty, and the use which the Corporation and/or the Subsidiary makes Company and intends its Subsidiaries make and intend to make of such properties the Property does not and will not result in the disposal or other release of any Polluting Hazardous Substances on, onto, into or from such propertiesthe Property; and (f) The Corporation and/or the Subsidiary, whichever is applicable, Company and its Subsidiaries have been issued all required material federal, state and local licenses, certificates or permits relating to, and their propertiesthe Property, the CorporationCompany, the Subsidiary its Subsidiaries and the Corporation's and the Subsidiary's their facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Hazardous Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effectmatters.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The After diligent investigation, to AmerAlia's and the Company's knowledge, the location, construction, occupancy, operation and use of AmerAlia's properties and the CorporationCompany's properties do not violate any applicable permit, law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.55.8, collectively, "applicable laws") where such violation would could reasonably be expected to cause a Material Adverse Effect; (b) Without limitation of clause (a) of this Section 5.55.8 and to AmerAlia's and the Company's knowledge, neither AmerAlia, the CorporationCompany, the Subsidiary nor such properties are subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither After diligent investigation, to AmerAlia's and the Corporation Company's knowledge, neither AmerAlia, the Company nor the Subsidiary is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would could reasonably be expected to cause a Material Adverse Effect; (d) There After diligent investigation, to AmerAlia's and the Company's knowledge, there is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which would that could reasonably be expected to cause a Material Adverse Effect; (e) The Corporation AmerAlia and/or the SubsidiaryCompany, whichever is applicable, have taken undertaken a detailed investigation and all other reasonable steps to determine the environmental condition of such properties, and each hereby represents and warrants that that, to their knowledge, no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by AmerAlia, the Corporation or Company the Subsidiary, or third parties and the use which AmerAlia, the Corporation Company and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such properties; and (f) The Corporation and/or AmerAlia, the Company, and the Subsidiary, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their properties, AmerAlia, the CorporationCompany, the Subsidiary and AmerAlia's, the CorporationCompany's and the Subsidiary's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would could reasonably be expected to have a Material Adverse Effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5To the best of the Company's knowledge: (a) The location, construction, occupancy, operation and use of the Corporation's properties Property do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such propertiesthe Property, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.52.7, collectively, "applicable laws") where such violation would cause a Material Adverse Effect); (b) Without limitation of clause (a) of this Section 5.52.7, neither the Corporation, Company nor the Subsidiary nor such properties are Property is subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation nor the Subsidiary The Company is not subject to any liability or obligation relating to (i) the environmental conditions on, under or about such propertiesthe Property, including, without limitation, the soil and ground water conditions at such propertiesthe Property, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse EffectSubstance; (d) There is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which would cause a Material Adverse EffectProperty; (e) The Corporation and/or the Subsidiary, whichever is applicable, have taken reasonable steps to determine and hereby represents and warrants that no No Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the SubsidiaryProperty, and the use which the Corporation and/or the Subsidiary Company makes and intends to make of such properties the Property does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such propertiesthe Property; and (f) The Corporation and/or the Subsidiary, whichever is applicable, have Company has been issued all required federal, state and local licenses, certificates or permits relating to, and their propertiesthe Property, the Corporation, the Subsidiary Company and the Corporation's and the SubsidiaryCompany's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effectmatters.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The location, construction, occupancy, operation operation, condition and use of the Corporation's properties Property do not violate any applicable material law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functionsGovernmental Authority, or any material restrictive covenant or deed restriction (recorded or otherwise) affecting such propertiesthe Property, including, including without limitation, limitation all applicable material zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.5, collectively, "applicable laws") where such violation would cause a Material Adverse Effect;Laws. (b) Without limitation of clause (a) of this Section 5.5above, neither the Corporation, Property nor the Subsidiary nor such properties are Company or any of its Subsidiaries is in violation of or subject to any existing, pending or threatened investigation investigation, request for information, administrative or inquiry consent order or agreement, litigation or settlement by any governmental authority Governmental Authority or subject to any investigatory or remedial obligations due under any Environmental Laws or the common law with respect to violations the presence or suspected presence of applicable laws;Hazardous Materials Contamination. (c) Neither the Corporation Company nor the Subsidiary any of its Subsidiaries is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such propertiesthe Property, including, including without limitation, the soil air, soil, surface and ground water conditions at such properties, the Property; or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse Effect;Hazardous Materials. (d) There is no Polluting Substance Neither the Company nor any of its Subsidiaries has obtained, nor are any of them required to obtain or other substance that may pose make application for any risk permits, licenses or similar authorizations to safetyconstruct, health occupy, operate or use, or relating to the environment onexistence of any buildings, under or about improvements, facilities, fixtures and equipment forming a part of the Property by reason of any such properties which would cause a Material Adverse Effect;Environmental Laws. (e) The Corporation and/or the Subsidiary, whichever is applicable, have Company and each of its Subsidiaries has taken reasonable all steps reasonably necessary to determine and hereby represents and warrants has determined that no Polluting Substances Hazardous Materials are now located on the Property or have escaped or been released into the environment, or deposited, spilled, leaked, discharged, or disposed of or otherwise released at, on, ontofrom, intounder or near the Property or any portion thereof, except as set forth on Exhibit C attached hereto and made a part hereof. No portion of the Property is --------- being used nor, to the knowledge of the Company, or from their properties its Subsidiaries, has been used by any Person at any previous time for the Corporation or the Subsidiarygeneration, and the use which the Corporation and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal disposal, storage, treatment, processing or other release handling of Hazardous Materials, nor is any Polluting Substances onpart of the Property affected by any Hazardous Materials Contamination, onto, into or from such properties; andexcept as disclosed on Exhibit C hereto. --------- (f) To the best of Company's and its Subsidiaries' knowledge, no property adjoining or in the immediate vicinity of the Property is being used, or has been used at any previous time, for the generation, treatment, storage, processing, disposal or other handling of Hazardous Materials. (g) The Corporation and/or the Subsidiary, whichever Property is applicable, have been issued all required federal, state and local licenses, certificates or permits relating tonot currently on, and their properties, the Corporation, the Subsidiary and the Corporationto Company's and the Subsidiary's facilitiesSubsidiaries' knowledge, businesshas never been on, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, any federal or state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid "superfund" or liquid waste disposal, Polluting Substances, "superlien" list or other environmental, health or safety matters where non-compliance would have a Material Adverse Effectregistry.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The After diligent investigation, to AmerAlia's and NSI's knowledge, the location, construction, occupancy, operation and use of the CorporationAmerAlia's properties and NSI's properties (including the properties described in the Asset Purchase Agreement that NSAALA will acquire pursuant to the Acquisition) do not violate any applicable permit, law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws environmental laws and regulations (as referred to in this Section 5.55.6, collectively, "applicable laws") where such violation would could reasonably be expected to cause a Material Adverse Effectmaterial adverse effect; (b) Without limitation of clause (a) of this Section 5.55.6 and to AmerAlia's and NSI's knowledge, neither the CorporationAmerAlia, the Subsidiary NSI, NSAALA nor such properties are subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation After diligent investigation, to AmerAlia's and NSI's knowledge, neither AmerAlia, NSI nor the Subsidiary NSAALA is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance polluting substance which would could reasonably be expected to cause a Material Adverse Effectmaterial adverse effect; (d) There After diligent investigation, to AmerAlia's and NSI's knowledge, there is no Polluting Substance polluting substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which would that could reasonably be expected to cause a Material Adverse Effectmaterial adverse effect; (e) The Corporation AmerAlia and/or the SubsidiaryNSI, whichever is applicable, have taken undertaken a detailed investigation and all other reasonable steps to determine the environmental condition of such properties, and each hereby represents and warrants that that, to their knowledge, no Polluting Substances polluting substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation AmerAlia, NSI NSAALA, or the Subsidiary, third parties and the use which the Corporation AmerAlia, NSI and/or the Subsidiary NSAALA makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances polluting substances on, onto, into or from such properties; and (f) The Corporation and/or the SubsidiaryAmerAlia, NSI, and NSAALA, whichever is applicable, have been (or will be as contemplated in the Acquisition) issued all required federal, state and local licenses, certificates or permits relating to, and their properties, the CorporationAmerAlia, the Subsidiary NSI, NSAALA and the CorporationAmerAlia's, NSI's and the SubsidiaryNSAALA's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substancespolluting substances, or other environmental, health or safety matters where non-compliance would could reasonably be expected to have a Material Adverse Effectmaterial adverse effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.54.5: (a) The location, construction, occupancy, operation and use of the Corporation's properties Property do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such propertiesthe Property, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.54.5, collectively, "applicable laws") where such violation would cause a Material Adverse Effect; (b) Without limitation of clause (a) of this Section 5.54.5, neither the CorporationCompany, the Subsidiary Parent nor such properties are the Property is subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation Company nor the Subsidiary Parent is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such propertiesthe Property, including, without limitation, the soil and ground water conditions at such propertiesthe Property, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse Effect; (d) There is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties Property which would cause a Material Adverse Effect; (e) The Corporation Company and/or the SubsidiaryParent, whichever is applicable, have taken reasonable steps to determine and hereby represents and warrants that no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties the Property by the Corporation Company or the SubsidiaryParent, and the use which the Corporation Company and/or the Subsidiary Parent makes and intends to make of such properties the Property does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such propertiesthe Property; and (f) The Corporation Company and/or the SubsidiaryParent, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their propertiesthe Property, the CorporationCompany, the Subsidiary Parent and the CorporationCompany's and the SubsidiaryParent's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The location, construction, occupancy, operation and use of the Corporation's properties do not violate any applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.55.6, collectively, "applicable laws") where such violation would cause a Material Adverse Effect; (b) Without limitation of clause (a) of this Section 5.55.6, neither the Corporation, the Subsidiary nor such properties are subject to any existing, pending or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation nor the Subsidiary is subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse Effect; (d) There is no Polluting Substance or other substance that may pose any risk to safety, health or the environment on, under or about any such properties which that would cause a Material Adverse Effect; (e) The Corporation and/or the Subsidiary, whichever is applicable, have taken reasonable steps to determine and hereby represents and warrants that no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the Subsidiary, and the use which the Corporation and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such properties; and (f) The Corporation and/or the Subsidiary, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their properties, the Corporation, the Subsidiary and the Corporation's and the Subsidiary's facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effect.

Environmental Condition of the Property. Except as disclosed on Schedule 5.5: (a) The i. To the knowledge of AmerAlia, Holdings, and Xxxx, the location, construction, occupancy, operation and use of the Corporation's AmerAlia’s, Holdings’ and Soda’s properties do not violate any applicable permit, law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed or lease restriction (recorded or otherwise) affecting such properties, including, without limitation, all applicable zoning ordinances and building codes, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.5, collectively, "collectively “applicable laws"”) where such violation would could reasonably be expected to cause a Material Adverse Effect; (b) Without limitation ii. To the knowledge of clause (a) AmerAlia, Holdings, and Xxxx, AmerAlia, Holdings, and Soda and each of this Section 5.5, neither the Corporation, the Subsidiary nor such their properties are not subject to any existing, pending existing or threatened investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither iii. To the Corporation nor the Subsidiary is knowledge of AmerAlia, Holdings, and Xxxx, AmerAlia, Holdings and Soda are not subject to any liability or obligation relating to (i) the environmental conditions on, under or about such properties, including, without limitation, the soil and ground water conditions at such properties, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would could reasonably be expected to cause a Material Adverse Effect; (d) There iv. To AmerAlia’s, Holdings’, and Xxxx’x knowledge, there is no Polluting Substance or other substance on, under or about any property owned, leased or otherwise used by AmerAlia, Holdings or Soda that may pose any material risk to safety, health or the environment on, under or about any such properties which would and that could reasonably be expected to cause a Material Adverse Effect; (e) The Corporation and/or v. To the Subsidiaryknowledge of AmerAlia, whichever is applicableHoldings, have taken reasonable steps to determine and hereby represents and warrants that Xxxx, no Polluting Substances (for the purposes of this Subsection 7.n Polluting Substances shall not include sodium bicarbonate) have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation AmerAlia, Holdings Soda, or the Subsidiaryany third parties in violation of any permit, law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions where such disposal or release could reasonably be expected to have a Material Adverse Effect and the use which the Corporation AmerAlia, Holdings and/or the Subsidiary Soda makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such propertiesproperties in violation of any permit, law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions where non-compliance could reasonably be expected to have a Material Adverse Effect; and (f) The Corporation and/or vi. To the Subsidiaryknowledge of AmerAlia, Holdings, and Xxxx, AmerAlia, Holdings, and Soda, whichever is applicable, have been issued all required federal, state and local licenses, certificates or permits relating to, and their properties, the CorporationAmerAlia, the Subsidiary Holdings, Soda and the Corporation's AmerAlia’s, Holdings’ and the Subsidiary's Soda’s facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would could reasonably be expected to have a Material Adverse Effect.

Environmental Condition of the Property. Except To the best of the Company's knowledge, except as disclosed on Schedule 5.54.5 and except for matters that could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect: (a) The location, construction, occupancy, operation and use of the Corporation's properties Property do not violate in any material respect any material applicable law, statute, ordinance, rule, regulation, order or determination of any governmental authority or other body exercising similar functions, or any restrictive covenant or deed restriction (recorded or otherwise) affecting such propertiesthe Property in any material way, including, without limitation, all applicable zoning ordinances and building codesordinances, flood disaster, occupational health and safety laws and Environmental Laws and regulations (as referred to in this Section 5.5, collectively, hereinafter sometimes collectively called "applicable laws") where such violation would cause a Material Adverse Effect); (b) Without limitation of clause paragraph (a) of this Section 5.5above, neither the Corporation, Company nor the Subsidiary nor such properties are Property is subject to any existing, pending or threatened material investigation or inquiry by any governmental authority or subject to any remedial obligations due to violations of applicable laws; (c) Neither the Corporation Company nor the Subsidiary any of its Subsidiaries is subject to any material liability or obligation relating to (i) the environmental conditions on, under or about such propertiesthe Property, including, without limitation, the soil and ground water conditions at such propertiesthe Property, or (ii) the use, management, handling, transport, treatment, generation, storage, disposal, release or discharge of any Polluting Substance which would cause a Material Adverse EffectSubstance; (d) There is no Polluting Substance or other substance that may pose currently poses any material risk to safety, human safety or health or the environment on, under or about any such properties which would cause a Material Adverse Effectthe Property; (e) The Corporation and/or Each of the Subsidiary, whichever is applicable, have Company and its Subsidiaries has taken reasonable steps to determine and hereby represents and warrants that no Polluting Substances have been disposed of or otherwise released on, onto, into, or from their properties by the Corporation or the Subsidiary, and the use Property in an amount which the Corporation and/or the Subsidiary makes and intends to make of such properties does not and will not result in the disposal or other release of any Polluting Substances on, onto, into or from such propertieswould require remedial action under applicable Environmental Laws; and (f) The Corporation and/or Each of the Subsidiary, whichever is applicable, have Company and its Subsidiaries has been issued all material required federal, state and local licenses, certificates or permits relating toto the Property, and their properties, each of the Corporation, the Subsidiary and the CorporationCompany's and the Subsidiary's its Subsidiaries' facilities, business, assets, leaseholds and equipment are all in compliance in all material respects with all applicable federal, state and local laws, rules and regulations relating to, air emissions, water discharge, noise emissions, solid or liquid waste disposal, Polluting Substances, or other environmental, health or safety matters where non-compliance would have a Material Adverse Effectmatters.