Environmental Escrow. At Closing, a portion of the Purchase Price equal to TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000.00), together with the accrued interest on such portion, shall be placed in escrow with the Escrow Agent out of the Deposit pursuant to the Escrow Agreement, which amount shall be held in escrow (the “Environmental Escrow”) as prescribed in Paragraph 3 of the Escrow Agreement, until three (3) years from the date both ISRA Compliance and UST Case Closure are achieved. The Environmental Escrow Amount shall be the sole recourse of Buyer to satisfy any claims of Buyer for indemnification arising from any breach by Seller of Section 4(m). The Environmental Escrow may also be used for the purposes and subject to the conditions set forth in Schedule II of the Escrow Agreement. Any portion of the Environmental Escrow not used for the purposes described in this Section 11(c) and any interest earned thereon shall be distributed to Seller in accordance with the terms of the Escrow Agreement upon expiration of the three (3) year period during which a DEP RXX Audit may by law occur following ISRA Compliance and UST Case Closure. The Environmental Escrow Amount shall be held and disbursed solely for the purposes and in accordance with the terms hereof and the Escrow Agreement.
Environmental Escrow. Seller shall deposit One Hundred Thousand Dollars and No/100 ($100,000.00) with the Escrow Agent at closing necessary to cover expenses incurred by Buyer for investigation and remediation of potential contamination associated with the Real Property (“Environmental Escrow”). Buyer shall apply to the Minnesota Department of Commerce PetroFund for financial assistance for remediation of petroleum contamination, if any, at the Real Property. Buyer shall use funds from the Environmental Escrow to reimburse Buyer to the extent financing from the PetroFund does not cover expenses incurred by Buyer for investigation and remediation of contamination of any kind associated with the Real Property. Buyer shall refund any remaining amounts in the Environmental Escrow to Seller upon receipt of written confirmation from the Minnesota Pollution Control Agency that Buyer has adequately addressed contamination at the Real Property and no further action is necessary.
Environmental Escrow. The purpose of the environmental escrow is to provide funding for the Remediation Projects. - GCERG will draw down from the escrow uniform monthly payments over a 34-month period during which the Remediation Projects are to be completed. - As remediation projects are substantially completed, the $36.5M performance bond will be reduced in accordance with a schedule in the APA. The APA contains provisions ensuring that the sum of the bonding capacity and amounts held in escrow will be sufficient to cover the costs of remediation for the duration of the project. - $2,854,600 of the escrow fund will be retained until GCERG provides post-closure bonding for the remediation projects. ENVIRONMENTAL DESIGNEE - TMPA will appoint an individual or environmental consultant as TMPA’s “Environmental Designee” to audit GCERG’s performance of the Remediation Projects, as well as GCERG’s performance of any post- closure regulatory requirements during the post-closure period. - The Environmental Designee will confirm in writing that certain closure activities have been performed. - The Environmental Designee may suspend environmental escrow payments if the Environmental Designee determines that work has fallen behind schedule. Payments from escrow will be resumed once the schedule is restored. A schedule for the Remediation Projects is attached as an Exhibit to the APA. - Potential violations of environmental laws identified by the Environmental Designee in writing must be corrected at GCERG’s expense.
Environmental Escrow. To satisfy the Shareholders' obligations -------------------- under the Connecticut Transfer Act, CONN. General Statutes 229-134-134(d) (hereafter "Transfer Act"), as amended, an environmental escrow account ------------ ("Environmental Escrow"), in the amount of $1.5 million, shall be established -------------------- at the Closing through deposits made by the Buyer. The Environmental Escrow shall be used to pay for the Remedial Work (as defined below) at the facility located at 0000 Xxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxx ("Facility") under the -------- following terms and conditions:
Environmental Escrow. At the Closing, an amount equal to Two Million Dollars ($2,000,000) of the Purchase Price shall be deposited in escrow. Such deposit shall be held and paid to Seller by the escrow agent in accordance with the terms of the escrow agreement attached hereto as Exhibit A and by this reference incorporated herein (“Environmental Escrow Agreement”) which shall be executed and delivered by the parties at Closing.
Environmental Escrow. At Closing, the sum of $185,000 from and out of the Purchase Price (the "Escrowed Funds") shall be deposited into an Escrow Account maintained by Shereff, Friedman, Hoffxxx & Xoodxxx, xxtorneys for Buyer ("Escrowee"). The Escrowed Funds shall be held and disbursed in accordance with the terms and provisions of an Escrow Agreement which the parties hereto agree to execute at or prior to Closing. Such Escrow Agreement shall be substantially in the form annexed hereto as Exhibit Y and made a part hereof by reference. Seller shall have no obligations or liabilities to Buyer that survive the delivery of the deed with respect to the environmental condition of the Property. This paragraph shall survive delivery of the deed.
Environmental Escrow. 28 4.2.PLANT CONSOLIDATION ESCROW........................................................29
Environmental Escrow. (a) On the Closing Date, The Administrative Agent shall retain from the proceeds of the Real Property Term Loan the sum of one million dollars ($1,000,000.00) (the "ENVIRONMENTAL ESCROW FUNDS"), which amount shall be deposited by the Administrative Agent in the Escrow Account. The Environmental Escrow Funds shall be available to the Borrower, and, following the occurrence of an Event of Default, the Administrative Agent and the Lenders, to fund the Remediation Costs with respect to each of the Remediation Locations.
Environmental Escrow. All rights of Sellers under that certain Escrow Agreement dated September 19, 1991 as amended, among Old Kent Bank and Trust Company as escrow agent, Perrigo, and the Shareholder Representatives designated as such under that certain Stock Purchase Agreement between Perrigo and the former shareholders of Cumberland-Swan Inc. dated September 19, 1991;
Environmental Escrow. (a) An Environmental Escrow Fund in the amount of Two Hundred Fifty Thousand Dollars ($250,000.00) shall be established at Closing and fully funded by Seller to secure performance of Seller's obligations under Section 9.09 above. Seller and Buyer shall execute the Environmental Escrow Fund Agreement attached hereto as Exhibit 9.11 at the Closing.
