Common use of Environmental Disclosure Clause in Contracts

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to environmental matters at any Real Property or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Borrower will deliver to the Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, character (whether prepared by personnel of Company the Borrower or any of its Subsidiaries Restricted Subsidiary or by independent consultants, governmental authorities Governmental Authorities or any other Persons, ) with respect to environmental significant environmental, health or safety conditions or compliance matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence Borrower or any Restricted Subsidiary obtaining knowledge thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2B) any remedial action taken by Company the Borrower or any other Person in response to (A1) any Hazardous Materials Activities the existence of present or Released at any real property which presence, Release or remedial action has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company or Companythe Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;; and (iii) as soon as practicable following the sending or receipt thereof by Company the Borrower or any of its SubsidiariesRestricted Subsidiary, a copy of any and all material written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3C) any request for information from any governmental agency Governmental Authority that suggests such agency Governmental Authority is investigating whether Company the Borrower or any of its Subsidiaries Restricted Subsidiary may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing Activity and which has a reasonable possibility of resulting in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a)Effect.

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and LendersLenders the following information and materials, in each case to the extent that they relate to circumstances that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2B) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3C) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1A) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2B) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may reasonably be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Xerium will deliver to Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Xerium or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, that could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, provincial, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Xerium or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Xerium’s or Companyeach other Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Xerium or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Xerium or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Xerium or any of its Subsidiaries that could reasonably be expected to (A) expose Company Xerium or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) adversely affect the ability of Company Xerium or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Xerium or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Xerium or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any known Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all material written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that has a reasonable possibility of giving rise to a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Borrower will deliver to Administrative Agent, Collateral Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon an officer of Borrower obtaining knowledge of the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or CompanyBorrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Borrower or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Borrower or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that, individually or in the aggregate, has a reasonable possibility of resulting in a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Borrower or any of its Subsidiaries that could reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Agent, for further distribution to the Lenders: (ia) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims thatwhich could be reasonably expected to have, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (iib) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings’ or Companyany Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iiic) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity which could be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect; (ivd) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (ve) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a)5.09.

Environmental Disclosure. Company At all times prior to the Discharge of the Senior Indebtedness, Borrower will deliver to Administrative Agent and LendersLender: (i) as soon as practicable following receipt thereof, copies of all environmental assessments, audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries Project Companies or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property of the Projects or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any material Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any material remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims thatClaims, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company any conditions relating to a material alleged violation of Environmental Law or Company’s discovery of any occurrence Governmental Authorization required thereunder and (4) any occurrence, condition or condition circumstance on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property any Project or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Borrower or any of its Subsidiaries, a copy of any and all written communications and other material documents and information with respect to (1any matters for which notice is required pursuant to Section 6.7(a)(ii) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activitythis Agreement; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Borrower or any of its Subsidiaries Guarantors that could reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, material Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent Lender in relation to any matters disclosed pursuant to this Section 5.9(a6.7(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports in the possession of Holdings, of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s Holdings’ discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request requests for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity;Activity that, individually or in the aggregate have a reasonable possibility of giving rise to a Material Adverse Effect; and (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could would reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could would reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver Deliver to Administrative Agent and LendersLender: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon a Responsible Officer of any Credit Party or any of its Subsidiaries obtaining knowledge of the occurrence thereof, written notice in accordance with Section 11 hereof describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company any Credit Party or any other Person in response to (A) any Hazardous Materials Activities Activities, the existence of which which, individually or in the aggregate, has a reasonable possibility of resulting in one or more Environmental Claims having, individually or resulting in the aggregate, a Material Adverse EffectChange, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse EffectChange, and (3) Company or Companyany Credit Party’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its SubsidiariesCredit Party, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse EffectChange, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company any Credit Party or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that, individually or in the aggregate, has a reasonable possibility of resulting in a Material Adverse Change; (iv) prompt written notice in accordance with Section 11 hereof describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Borrower or any of its Subsidiaries that that, individually or in the aggregate, could reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect Change or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations Approvals required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that that, individually or together with any other such proposed actions, could reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent Lender in relation to any matters disclosed pursuant to this Section 5.9(a).6.11

Environmental Disclosure. Company Xerium will deliver to Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Xerium or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, that could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, provincial, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Xerium or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Xerium’s or Companyeach other Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Xerium or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Xerium or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Xerium or any of its Subsidiaries that could reasonably be expected to (A) expose Company Xerium or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) adversely affect the ability of Company Xerium or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Xerium or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Xerium or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by the Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Borrower will deliver to the Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, character (whether prepared by personnel of Company the Borrower or any of its Subsidiaries Subsidiary or by independent consultants, governmental authorities Governmental Authorities or any other Persons, ) with respect to environmental significant environmental, health or safety conditions or compliance matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon an Authorized Officer of Holdings or the occurrence Borrower obtaining knowledge thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2B) any remedial action taken by Company the Borrower or any other Person in response to (A1) any Hazardous Materials Activities the existence of present or Released at any real property which presence, Release or remedial action has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company Holdings or Companythe Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;; and (iii) as soon as practicable following the sending or receipt thereof by Company the Borrower or any of its SubsidiariesSubsidiary, a copy of any and all material written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3C) any request for information from any governmental agency Governmental Authority that suggests such agency Governmental Authority is investigating whether Company the Borrower or any of its Subsidiaries Subsidiary may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing Activity and which has a reasonable possibility of resulting in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a)Effect.

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Restricted Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property facility used for the operations of the Credit Parties or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property facility that could cause such Real Property facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Restricted Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Restricted Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Restricted Subsidiaries that could reasonably be expected to (A) expose Company or any of its Restricted Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Restricted Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Restricted Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Restricted Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Borrowers will deliver to the Administrative Agent and for distribution to the Lenders: (i) as soon as practicable practicable, and in any event within five (5) Business Days, following any Borrower’s receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries a Borrower or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property of the Borrowers’ Properties or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectEnvironmental Liabilities; (ii) promptly upon the occurrence thereofobtaining actual knowledge, and in any event within three (3) Business Days, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company any Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Companyany Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property of a Borrower that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its SubsidiariesBorrower, and in any event within three (3) Business Days, a copy of any and all written communications with respect to (1) any Environmental Claims or Environmental Liabilities that, individually or in the aggregate, have a reasonable possibility of giving could reasonably be expected to give rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries Borrower may be potentially responsible for any Hazardous Materials Activity; (iv) prompt prompt, and in any event within three (3) Business Days, written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries Borrower that could reasonably be expected to (A) expose Company or any of its Subsidiaries such Borrower to, or result in, Environmental Claims or Environmental Liabilities that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries Borrower to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries Borrower to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries such Borrower to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by the Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.09(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to environmental matters at any Real Property Facility or with respect to any Environmental Claims that, in either case, would be reasonably likely to result, individually or in the aggregate, could reasonably be expected to have in a Material Adverse Effect; (ii) promptly upon as soon as practicable following the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental LawsLaws that could reasonably be expected to result, individually or in the aggregate, in a Material Adverse Effect, and (2) any remedial action taken by Company Holdings or any other Person in response to (A) connection with a violation of applicable Environmental Law or the Release of any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting Materials, which, in one or more Environmental Claims havingeither event, would be reasonably likely to result, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all material written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, and (2) any Release required to be reported to any federalGovernmental Authority that, state in either case, would be reasonably likely to result, individually or local governmental or regulatory agencyin the aggregate, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activityin a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental LawsLaws that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Lux 1 will deliver to Administrative Agent and Lenders:each Lender (solely with respect to those Facilities located in the United States): (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Lux 1 or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any significant Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any material Release or threatened material Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2) any remedial action taken by Company Lux 1 or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Companyany Credit Party’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Lux 1 or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any pending or threatened Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any material Release or threatened material Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3) any request for information from any governmental agency Governmental Authority that fairly suggests such agency Governmental Authority is investigating whether Company Lux 1 or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Lux 1 or any of its Subsidiaries that could reasonably be expected to (A) expose Company Lux 1 or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Lux 1 or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Lux 1 or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Lux 1 or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent any Lender in relation to any matters disclosed pursuant to this Section 5.9(a). With respect to any notice or document hereunder, no Credit Party or any of its Subsidiaries or Affiliates shall be required to disclose to any Lender any information, document or communication that, in the opinion of its counsel, is: (1) prohibited by law to be disclosed; or (2) subject to an attorney-client privilege or constitutes attorney work product and disclosure to any Lender would constitute a waiver of such privilege or work product protection. The Credit Parties and their Subsidiaries or Affiliates will make a good faith effort to minimize, to the maximum extent possible (including through the use of redaction), the information to be withheld from disclosure under this provision.

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any known Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all material written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that has a reasonable possibility of giving rise to a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Borrower will deliver to the Administrative Agent and Lenders: Agent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, character (whether prepared by personnel of Company the Borrower or any of its Subsidiaries Restricted Subsidiary or by independent consultants, governmental authorities Governmental Authorities or any other Persons, ) with respect to environmental significant environmental, health or safety conditions or compliance matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; Claims; (ii) promptly upon an Authorized Officer of Holdings or the occurrence Borrower obtaining knowledge thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2B) any remedial action taken by Company the Borrower or any other Person in response to (A1) any Hazardous Materials Activities the existence of present or Released at any real property which presence, Release or remedial action has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company Holdings or Companythe Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; ; and (iii) as soon as practicable following the sending or receipt thereof by Company the Borrower or any of its SubsidiariesRestricted Subsidiary, a copy of any and all material written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).DMFIRM #406105327 v12 166

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence Borrower having knowledge thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting could reasonably be expected to result in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting could reasonably be expected to result in a Material Adverse Effect, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving could reasonably be expected to give rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) CREDIT AND GUARXXXX XXXXXXXXX 000000-Xxx Xxxx Xxxver 7A 63 affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any material additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. The Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of the Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by the Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting would reasonably be expected to result in one or more Environmental Claims having, individually or in the CREDIT AND GUARANTY AGREEMENT EXECUTION 121 aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) the Company or Company’s the Borrowers' discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could would reasonably be expected to cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by the Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether the Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by the Company or any of its Subsidiaries that could would reasonably be expected to (A) expose the Company or any of its Subsidiaries to, or result in, Environmental Claims that could would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of the Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by the Company or any of its Subsidiaries to modify current operations in a manner that could would reasonably be expected to subject the Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a). Notwithstanding anything in the foregoing to the contrary, in no event shall the Company or any Subsidiary be required to deliver any information or other materials if doing so would, in the reasonable good faith opinion of an Authorized Officer of the Company, result in the destruction of attorney-client privilege with respect to any such information or other materials.

Environmental Disclosure. Company The Borrower will deliver to the Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, character (whether prepared by personnel of Company the Borrower or any of its Subsidiaries Restricted Subsidiary or by independent consultants, governmental authorities Governmental Authorities or any other Persons, ) with respect to environmental significant environmental, health or safety conditions or compliance matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon an Authorized Officer of Holdings or the occurrence Borrower obtaining knowledge thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2B) any remedial action taken by Company the Borrower or any other Person in response to (A1) any Hazardous Materials Activities the existence of present or Released at any real property which presence, Release or remedial action has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company Holdings or Companythe Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;; and (iii) as soon as practicable following the sending or receipt thereof by Company the Borrower or any of its SubsidiariesRestricted Subsidiary, a copy of any and all material written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3C) any request for information from any governmental agency Governmental Authority DMFIRM #406105327 v2 143 that suggests such agency Governmental Authority is investigating whether Company the Borrower or any of its Subsidiaries Restricted Subsidiary may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing Activity and which has a reasonable possibility of resulting in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a)Effect.

Environmental Disclosure. Company will deliver to Administrative Agent Agents and Lenders: (i) as Environmental Audits and Reports. As soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectFacility; (ii) promptly upon Notice of Certain Releases, Remedial Actions, Etc. Promptly after an officer of the occurrence thereofCompany or any Subsidiary or any employee responsible for compliance with any Environmental Law or for the conduct of any Hazardous Waste Activity at the Company or any Subsidiary obtains or has reason to obtain knowledge of any of the following, written notice describing in reasonable detail (1a) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2b) any remedial action taken by Company or any other Person in response to (A1) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3c) Company or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;. (iii) as Written Communications Regarding Environmental Claims, Releases, Etc. As soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1a) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2b) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3c) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to ------------------------ Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or any Unrestricted Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) Laws and any remedial action taken by Company or any other Person in response to thereto, (AB) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (BC) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3D) Company or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries or any Unrestricted Subsidiaries, a copy of any and all written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3C) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries or any Unrestricted Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1A) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries or any Unrestricted Subsidiaries that could reasonably be expected to (Ai) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (Bii) affect the ability of Company or any of its Subsidiaries or any Unrestricted Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2B) any proposed action to be taken by Company or any of its Subsidiaries or any Unrestricted Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries or any Unrestricted Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent or Collateral Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any known Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all material written communications with respect to with (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that has a reasonable possibility of giving rise to a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, and to the extent permitted by the terms thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon following the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its SubsidiariesCredit Party, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries Credit Party may be potentially responsible for any Hazardous Materials ActivityActivity that would impose liability on any Credit Party in an amount in excess of $2,000,000; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries Credit Party that could reasonably be expected to (A) expose Company or any of its Subsidiaries Credit Party to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries Credit Party to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations to the extent failure to have such Governmental Authorizations could reasonably be expected to have a Material Adverse Effect and (2) any proposed action to be taken by Company or any of its Subsidiaries Credit Party to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries Credit Party to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver Deliver to Administrative Agent and LendersLender: (ia) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (iib) promptly upon a Responsible Officer of any Credit Party or any of its Subsidiaries obtaining knowledge of the occurrence thereof, written notice describing in reasonable detail (1i) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2ii) any remedial action taken by Company any Credit Party or any other Person in response to (A) any Hazardous Materials Activities Activities, the existence of which has which, individually or together with any other Hazardous Materials Activities, have a reasonable possibility of resulting in one or more Environmental Claims having, individually or that could reasonably be expected to result in the aggregate, a Material Adverse Effect, Change or (B) any Environmental Claims thatwhich, individually or in the aggregatetogether with any other Environmental Claims, have a reasonable possibility of resulting in a Material Adverse Effect, Change and (3iii) Company or Companyany Credit Party’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iiic) as soon as practicable following the sending or receipt thereof by Company any Credit Party or any of its Subsidiaries, a copy of any and all written communications with respect to (1i) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse EffectChange, (2ii) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3iii) any request for information from any governmental agency Governmental Authority that suggests such agency authority is investigating whether Company any Credit Party or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that, individually or together with any other Hazardous Material Activities, has a reasonable possibility of resulting in a Material Adverse Change; (ivd) prompt written notice describing in reasonable detail (1i) any proposed acquisition of stock, assets, or property properties by Company Borrower or any of its Subsidiaries that could reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to havethat, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect Change or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations Approvals required under any Environmental Laws for their respective operations and (2ii) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that that, individually or together with any other such proposed actions, could reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (ve) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent Lender in relation to any matters disclosed pursuant to this Section 5.9(a)5.11. Each Credit Party shall, and shall cause each of its Subsidiaries to, promptly take any and all actions necessary to (x) cure any violation of applicable Environmental Laws by Borrower or any of its Subsidiaries that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Change, and (y) make an appropriate response to any Environmental Claim against Borrower or any of its Subsidiaries and discharge any obligations it may have to any Person thereunder where failure to do so, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Change.

Environmental Disclosure. Company Holdings will deliver to Administrative ------------------------ Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all notices of Environmental Claims, environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, which could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental LawsLaws which could reasonably be expected to have a Material Adverse Effect, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyagency which could reasonably be expected to have a Material Adverse Effect, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity which could reasonably be expected to have a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental LawsLaws which could reasonably be expected to have a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and LendersLenders the following information and materials, in each case to the extent that they relate to circumstances that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse EffectActivities, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse EffectClaims, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative ------------------------ Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or any Unrestricted Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) Laws and any remedial action taken by Company or any other Person in response to thereto, (AB) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (BC) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3D) Company or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries or any Unrestricted Subsidiaries, a copy of any and all written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3C) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries or any Unrestricted Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1A) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries or any Unrestricted Subsidiaries that could reasonably be expected to (Ai) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (Bii) affect the ability of Company or any of its Subsidiaries or any Unrestricted Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2B) any proposed action to be taken by Company or any of its Subsidiaries or any Unrestricted Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries or any Unrestricted Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent or Collateral Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. Company Each Credit Party will deliver to Administrative Agent and LendersAgent: (i) as soon as practicable following within a reasonable time after receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to actually or potentially significant environmental matters related to past or current operations at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, that could reasonably be expected to have result in a Material Adverse Effect; (ii) promptly upon within a reasonable time after the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental LawsLaw that could reasonably be expected to result in liabilities greater than U.S.$1.0 million, (2) any remedial action taken by Company Holdings, any of its Subsidiaries or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s any discovery by an Authorized Officer of any Credit Party of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could reasonably be expected to cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following within a reasonable time after the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority under any Environmental Law that could reasonably be expected to result in liabilities greater than U.S.$1.0 million, and (3) any request for information from any governmental agency Governmental Authority that suggests such agency it is investigating or conducting an inspection to determine whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that could reasonably be expected to have a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any 117 Environmental LawsLaws that could reasonably be expected to have a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, notification of, and, upon request, copies of all material environmental audits, investigations, analyses and reports (except to the extent where doing so would, upon advice of any kind or characterCompany counsel, jeopardize an applicable privilege, and then only to the extent Company, the Administrative Agent and the Lenders cannot reasonably agree on a confidentiality agreement that protects such privilege), whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or Oil and Gas Properties or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental LawsLaws that could reasonably result in a Material Adverse Effect, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse EffectActivities, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting could reasonably be expected to result in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on at or from any real property adjoining or in the vicinity of any Real Property Facility or Oil and Gas Properties that could cause the Company or any of its Subsidiaries to be required under Environmental Law to undertake remedial action or cause such Real Property Facility or Oil and Gas Properties or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental LawsLaws that could reasonably be expected to result in a Material Adverse Effect; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all material written communications (except to the extent where doing so would, upon advice of Company counsel, jeopardize an applicable privilege, and then only to the extent Company, the Administrative Agent and the Lenders cannot reasonably agree on a confidentiality agreement that protects such privilege), with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise could reasonably be expected to result in a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyagency that could reasonably be expected to result in a material Environmental Claim, and (3) any written request for information from any governmental agency Governmental Agency that suggests such agency authority is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity that could reasonably be expected to result in a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental LawsLaws that could reasonably result in a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could that might reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported by Company or any of its Subsidiaries to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company or any of its Subsidiaries or any other Person Persons of which Company has knowledge in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that reasonably could be expected to cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported by Company or any of its Subsidiaries to any federal, state or local governmental or regulatory agency, and (3) any request made to Company or any of its Subsidiaries for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity which is reasonably expected to have a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of result in Company or any of its Subsidiaries failing to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Borrower will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereofpracticable, copies of all environmental audits, investigations, analyses and reports of any kind or charactercharacter that are in the control of or are reasonably available to the Borrower, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting could reasonably be expected to result in a Material Adverse Effect, and (3) Company or Company’s a Credit Party discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Borrower or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries a Credit Party may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries a Credit Party that could reasonably be expected to (A) expose Company or any of its Subsidiaries a Credit Party to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries a Credit Party to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries a Credit Party to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries a Credit Party to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Agent and LendersLenders the following information and materials, in each case to the extent that they relate to circumstances that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2B) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company Holdings' or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3C) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity;; -105- (iv) prompt written notice describing in reasonable detail (1A) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2B) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may reasonably be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Borrower will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to environmental matters at any Real Property or with respect to any Environmental Claims thatClaims; which, in any such case, individually or in the aggregate, could reasonably be expected to have result in a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or CompanyBorrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Borrower will deliver to the Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, character (whether prepared by personnel of Company the Borrower or any of its Subsidiaries Subsidiary or by independent consultants, governmental authorities Governmental Authorities or any other Persons, ) with respect to environmental significant environmental, health or safety conditions or compliance matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon an Authorized Officer of Holdings or the occurrence Borrower obtaining knowledge thereof, written notice describing in reasonable detail (1A) any Release required to be reported to any federal, state or local governmental or regulatory agency Governmental Authority under any applicable Environmental Laws, (2B) any remedial action taken by Company the Borrower or any other Person in response to (A1) any Hazardous Materials Activities the existence of present or Released at any real property which presence, Release or remedial action has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3C) Company 120 Holdings or Companythe Borrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;; and (iii) as soon as practicable following the sending or receipt thereof by Company the Borrower or any of its SubsidiariesSubsidiary, a copy of any and all material written communications with respect to (1A) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to resulting in a Material Adverse Effect, (2B) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3C) any request for information from any governmental agency Governmental Authority that suggests such agency Governmental Authority is investigating whether Company the Borrower or any of its Subsidiaries Subsidiary may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing Activity and which has a reasonable possibility of resulting in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a)Effect.

Environmental Disclosure. Company Borrower will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to environmental matters at any Real Property or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Borrower or CompanyBorrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Borrower or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Borrower or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Borrower or any of its Subsidiaries that could reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent Requisite Lenders in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) Environmental Audits and Reports: as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaim; (ii) Notice of Certain Releases, Remedial Actions, etc. promptly upon the occurrence thereof, written notice describing in reasonable detail (1a) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2b) any remedial action taken by Company company or any other Person in response to (A1) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B2) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property that could cause such Real Property or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws;. (iii) Written Communications Regarding Environmental Claims, Releases, etc. as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1a) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2b) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3c) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to General Administrative Agent and LendersLenders the following information and materials, in each case to the extent that they relate to circumstances that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse EffectActivities, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse EffectClaims, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or EXECUTION result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by General Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative Agent and LendersAgent: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or any Unrestricted Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to environmental matters at any Real Property Facility or with respect to any Environmental Claims thatthat could reasonably, individually or in the aggregate, could reasonably be expected to have result in a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Company's or Company’s any of its Subsidiaries' discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property currently owned Facility that could cause such Real Property or any part thereof reasonably be expected to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Lawshave a Material Adverse Effect; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries or any Unrestricted Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries or any Unrestricted Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that or any Unrestricted Subsidiaries that, based on then-available information and to the knowledge of Company or its Subsidiaries, could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries or any Unrestricted Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries or any Unrestricted Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries or any Unrestricted Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. NTL and Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, and all material investigations, analyses and reports of any kind or character, whether prepared by personnel of Company NTL or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, which in any such instance individually or in the aggregate, aggregate could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any material Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any material remedial action taken by Company NTL or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse EffectActivities, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s NTL's discovery of any occurrence or condition on any material real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company NTL or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse EffectClaims, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company NTL or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity which in any such instance individually or in the aggregate could reasonably be expected to have a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company NTL or any of its Subsidiaries that could reasonably be expected to (A) expose Company NTL or any of its Subsidiaries to, or result in, material Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company NTL or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company NTL or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent the Required Lenders in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company The Administrative Borrower will deliver to the Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of the Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state state, provincial, territorial or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by the Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s the Borrowers’ discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by the Company or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state state, provincial, territorial or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether the Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by the Company or any of its Subsidiaries that could reasonably be expected to (A) expose the Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of the Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by the Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject the Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by the Administrative Agent or the Requisite Lenders in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to the Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all material environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries) or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, having a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, that have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or CompanyBorrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental LawsLaws where such restrictions have a reasonable possibility of resulting in a Material Adverse Effect; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries), a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, that have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries) that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries) to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries) to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries (and Unrestricted Subsidiaries) to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by the Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to ------------------------ Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all notices of Environmental Claims, environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, which could reasonably be expected to have a Material Adverse Effect; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental LawsLaws which could reasonably be expected to have a Material Adverse Effect, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Holdings or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyagency which could reasonably be expected to have a Material Adverse Effect, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials ActivityActivity which could reasonably be expected to have a Material Adverse Effect; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental LawsLaws which could reasonably be expected to have a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a5.8(a).

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, notification of, and, upon request, copies of all material environmental audits, investigations, analyses and reports (except where doing so would, upon advice of any kind or characterCompany counsel, jeopardize an applicable privilege), whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental LawsLaws that could reasonably result in a Material Adverse Effect, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse EffectActivities, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s 's discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its Subsidiaries, a copy of any and all material written communications (except where doing so would, upon advice of Company counsel, jeopardize an applicable privilege) with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyagency that could reasonably result in a material Environmental Claim, and (3) any written request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries that could reasonably be expected to (A) expose Company or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries to any additional material obligations or requirements under any Environmental LawsLaws that could reasonably result in a Material Adverse Effect; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Holdings will deliver to Administrative Note Agent and LendersHolders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports in the possession of Holdings, of any kind or character, whether prepared by personnel of Company Holdings or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any material Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s Holdings’ discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request requests for information from any governmental agency that suggests such agency is investigating whether Company Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity;Activity that, individually or in the aggregate have a reasonable possibility of giving rise to a Material Adverse Effect; and (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Holdings or any of its Subsidiaries that could would reasonably be expected to (A) expose Company Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Holdings or any of its Subsidiaries to modify current operations in a manner that could would reasonably be expected to subject Company Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, and to the extent permitted by the terms thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon following the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company or any of its SubsidiariesCredit Party, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company or any of its Subsidiaries Credit Party may be potentially responsible for any Hazardous Materials ActivityActivity that would impose liability on any Credit Party in an amount in excess of $2,000,000; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company or any of its Subsidiaries Credit Party that could reasonably be expected to (A) expose Company or any of its Subsidiaries Credit Party to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company or any of its Subsidiaries Credit Party to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations to the extent failure to have such Governmental Authorizations could reasonably be expected to have a Material Adverse Effect and (2) any proposed action to be taken by Company or any of its Subsidiaries Credit Party to modify current operations in a manner that could reasonably be expected to subject Company or any of its Subsidiaries Credit Party to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Intermediate Holdings will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports of any kind or character, whether prepared by personnel of Company Intermediate Holdings or any of its Subsidiaries or by independent consultants, governmental authorities Governmental Authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Intermediate Holdings or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company Intermediate Holdings or any Company’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Intermediate Holdings or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agencyGovernmental Authority, and (3) any request for information from any governmental agency Governmental Authority that suggests such agency is investigating whether Company Intermediate Holdings or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Intermediate Holdings or any of its Subsidiaries that could reasonably be expected to (A) expose Company Intermediate Holdings or any of its Subsidiaries to, or result in, Environmental Claims that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Intermediate Holdings or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Intermediate Holdings or any of its Subsidiaries to modify current operations in a manner that could reasonably be expected to subject Company Intermediate Holdings or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).

Environmental Disclosure. Company Borrower will deliver to Administrative Agent and Lenders: (i) as soon as practicable following receipt thereof, copies of all environmental audits, investigations, analyses and reports in its control or reasonably available to Borrower of any kind or character, whether prepared by personnel of Company Borrower or any of its Subsidiaries or by independent consultants, governmental authorities or any other Persons, with respect to significant environmental matters at any Real Property Facility or with respect to any Environmental Claims that, individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectClaims; (ii) promptly upon the occurrence thereof, written notice describing in reasonable detail (1) any Release required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws, (2) any remedial action taken by Company Borrower or any other Person in response to (A) any Hazardous Materials Activities the existence of which has a reasonable possibility of resulting in one or more Environmental Claims having, individually or in the aggregate, a Material Adverse Effect, or (B) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of resulting in a Material Adverse Effect, and (3) Company or CompanyBorrower’s discovery of any occurrence or condition on any real property adjoining or in the vicinity of any Real Property Facility that could cause such Real Property Facility or any part thereof to be subject to any material restrictions on the ownership, occupancy, transferability or use thereof under any Environmental Laws; (iii) as soon as practicable following the sending or receipt thereof by Company Borrower or any of its Subsidiaries, a copy of any and all written communications with respect to (1) any Environmental Claims that, individually or in the aggregate, have a reasonable possibility of giving rise to a Material Adverse Effect, (2) any Release required to be reported to any federal, state or local governmental or regulatory agency, and (3) any request for information from any governmental agency that suggests such agency is investigating whether Company Borrower or any of its Subsidiaries may be potentially responsible for any Hazardous Materials Activity; (iv) prompt written notice describing in reasonable detail (1) any proposed acquisition of stock, assets, or property by Company Borrower or any of its Subsidiaries that could would reasonably be expected to (A) expose Company Borrower or any of its Subsidiaries to, or result in, Environmental Claims that could would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect or (B) affect the ability of Company Borrower or any of its Subsidiaries to maintain in full force and effect all material Governmental Authorizations required under any Environmental Laws for their respective operations and (2) any proposed action to be taken by Company Borrower or any of its Subsidiaries to modify current operations in a manner that could would reasonably be expected to subject Company Borrower or any of its Subsidiaries to any additional material obligations or requirements under any Environmental Laws; and (v) with reasonable promptness, such other documents and information as from time to time may be reasonably requested by Administrative Agent in relation to any matters disclosed pursuant to this Section 5.9(a).