Environmental Escrow Agreement. Mortgagor shall promptly perform and comply with all of the obligations, covenants, conditions and prohibitions required of Mortgagor by the terms of the Environmental Escrow Agreement.
Environmental Escrow Agreement. Seller and the Seller Officers shall have received from RII Sub the Environmental Escrow Agreement in the form attached hereto as Exhibit D.
Environmental Escrow Agreement. The parties and Escrow Agent shall have executed and delivered a mutually satisfactory Environmental Escrow Agreement under which the Escrow Agent shall hold the Environmental Holdback Amount.
Environmental Escrow Agreement. The Buyer and the escrow agent under the Environmental Escrow Agreement shall have entered into the Environmental Escrow Agreement.
Environmental Escrow Agreement. Seller and the Shareholders shall deliver to RII Sub and RII Sub shall deliver to Seller and the Shareholders the Environmental Escrow Agreement, duly executed by the parties thereto.
Environmental Escrow Agreement. If required under Section 8.1(b), RII Sub shall have received from Peanut City the Environmental Escrow Agreement in the form attached hereto as EXHIBIT C.
Environmental Escrow Agreement. The Environmental Escrow Agreement duly executed by Buyer and the escrowed funds deposited into the Escrow Account.
Environmental Escrow Agreement. The Environmental Escrow Agreement, duly executed by the Control Shareholders on behalf of the holders of Common Stock of Ferex;
Environmental Escrow Agreement. The Environmental Escrow Agreement, duly executed by Recycling;
Environmental Escrow Agreement. Section 24 of the Agreement shall be amended by the addition of the following new subsection:
(a) Limited Partner may draw upon the Environmental Holdback to pay all reasonable, bona fide third-party expenses incurred by it in performing any of the following work at any of the four properties set forth in Section 16.1.14, regardless of whether or not the amount for any particular property exceeds the specified amount set forth above: the costs of all tests, reports, monitoring, work, labor and materials, including without limitation, consulting, engineering, attorney and other professional fees, in connection with either any remediation work, and/or obtaining an unconditional "no further action" or "final closure" or local equivalent report or letter for each of the sites from the appropriate agency of the states of New York or Connecticut (hereinafter referred as a "No Further Action Letter"). In connection therewith, Limited Partner and Seller Parties shall cooperate with each other in good faith in determining the scope and the cost of the work required.
(b) Purchaser may demand payment for any of the foregoing costs from the Escrow Agent, who shall pay same directly from time to time up to the total amount of the Environmental Holdback, within ten (10) days following Escrow Agent's receipt of Purchaser's demand therefor. As a courtesy to Seller Parties, Escrow Agent shall deliver a copy of Limited Partner's demand to Seller Parties promptly upon its receipt thereof, but in no event (including Seller Parties' objection) shall Escrow Agent be precluded from paying the costs set forth in Limited Partner's demand absent a directive to the contrary from a court of competent jurisdiction.
(c) Any remaining balance in the Environmental Holdback shall be paid to Seller Parties following the payment of all amounts claimed by Limited Partner, and the satisfaction of all of the following conditions: (x) for Enfield, Branhaven and Mill Basin, such No Further Action Letters have been obtained; and (y) for Forest Avenue, the total amount of the $100,000 deductible has been expended from the Environmental Holdback, either prior to or following Closing.
