Environmental Investigation; Right to Terminate Agreement. (a) TCB and its consultants, agents and representatives will have the right, to the same extent that HBI has the right, if any, but not the obligation or responsibility, to inspect any Property, including conducting asbestos surveys and sampling, environmental assessments and investigations, and other environmental surveys and analyses including soil and ground sampling (“Environmental Inspections”) at any time on or prior to the date that is forty-five (45) days after the date of this Agreement. TCB will notify HBI prior to any physical inspections of the Property, and HBI may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation (“Secondary Investigation”) including, test borings, soil, water and other sampling is deemed desirable by TCB, TCB will (i) notify HBI of any Property for which it intends to conduct such a Secondary Investigation and the reasons for such Secondary Investigation, and (ii) commence such Secondary Investigation, on or prior to the date that is seventy-five (75) days after the date of this Agreement. TCB will give reasonable notice to HBI of such Secondary Investigations, and HBI may place reasonable time and place restrictions on such Secondary Investigations.
(b) TCB will have the right to terminate this Agreement if (i) the factual substance of any warranty or representation set forth in Section 3.19 is not true and accurate in any material respect; (ii) the results of such Environmental Inspection, Secondary Investigation or other environmental survey are disapproved by TCB because the Environmental Inspection, Secondary Investigation or other environmental survey identifies material violations or potential material violations of Environmental Laws; (iii) HBI has refused to allow TCB to conduct an Environmental Inspection or Secondary Investigation in a manner that TCB reasonably considers necessary; (iv) the Environmental Inspection, Secondary Investigation or other environmental survey identifies any past or present event, condition or circumstance that would or potentially would require remedial or cleanup action by HBI; (v) the Environmental Inspection, Secondary Investigation or other environmental survey identifies the presence of any underground or above ground storage tank in, on or under any Property that is not shown to be in compliance with all Environmental Laws applicable to the tank either now or at a future time certain, or that ...
Environmental Investigation; Right to Terminate Agreement. (a) EQBK and its consultants, agents and representatives will have the right, to the same extent that Xxxxxxx has the right, if any, but not the obligation or responsibility, to inspect any Property, including conducting asbestos surveys and sampling, environmental assessments and investigations, and other environmental surveys and analyses including soil and ground sampling (“Environmental Inspections”) at any time on or prior to the date that is forty-five (45) days after the date of this Agreement. EQBK will notify Xxxxxxx prior to any physical inspections of the Property, and Xxxxxxx may place reasonable time and place restrictions on such inspections. If, as a result of any such Environmental Inspection, further investigation (“Secondary Investigation”) including, test borings, soil, water and other sampling is deemed desirable by EQBK, EQBK will (i) notify Xxxxxxx of any Property for which it intends to conduct such a Secondary Investigation and the reasons for such Secondary Investigation, and (ii) commence such Secondary Investigation, on or prior to the date that is seventy-five (75) days after the date of this Agreement. EQBK will give reasonable notice to Xxxxxxx of such Secondary Investigations, and Xxxxxxx may place reasonable time and place restrictions on such Secondary Investigations.
(b) Xxxxxxx agrees to make available to EQBK and its consultants, agents and representatives all documents and other material in its possession or control relating to environmental conditions of any Property including the results of other Environmental Inspections and surveys. Xxxxxxx also agrees that all engineers and consultants who prepared or furnished such reports may discuss such reports and information with EQBK and will be entitled to certify the same in favor of EQBK and its consultants, agents and representatives and make all other related data available to EQBK and its consultants, agents and representatives.
Environmental Investigation; Right to Terminate Agreement. A. State National BHC and its consultants, agents and representatives, at the sole cost and expense of State National BHC, shall have the right to the same extent that Heritage BHC has the right, but not the obligation or responsibility, to inspect any Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil, water, asbestos, septic system and ground sampling ("Environmental Inspections") at any time on or prior to forty-five (45) days after the date of this Agreement. If, as a result of any such Environmental Inspection, further investigation ("Secondary Investigation") including, without limitation, test borings, soil, water, septic system and other sampling is deemed desirable by State National BHC, State National BHC shall (i) notify Heritage BHC of any Property for which it intends to conduct such a Secondary Investigation and the reasons for the Secondary Investigation, and (ii) at the sole cost and expense of State National BHC, commence the Secondary Investigation, on or prior to seventy-five (75) days after the date of this Agreement. State National BHC shall give reasonable notice to Heritage BHC of the Secondary Investigation, and Heritage BHC may place reasonable time and place restrictions on the Secondary Investigation.
B. Heritage BHC agrees to indemnify and hold harmless State National BHC for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by State National BHC or its agents, which damage or injury is attributable to the negligent actions of Heritage BHC or the Bank or their agents. State National BHC agrees to indemnify and hold harmless Heritage BHC for any claims for damage to property, or injury or death to persons, attributable to the negligent actions of State National BHC or its agents in performing any Environmental Inspection or secondary investigation except to the extent caused in whole or in part by the negligence of Heritage BHC or any Heritage BHC Subsidiary. State National BHC shall not have any liability or responsibility of any nature whatsoever for the results, conclusions or other findings related to any Environmental Inspection, Secondary Investigation or other environmental survey. If this Agreement is terminated, except as otherwise required by law, reports to any governmental authority ...
Environmental Investigation; Right to Terminate Agreement. (a) Pacific and its consultants, agents and representatives shall have the right, to the same extent that SBB has such right, but not the obligation or responsibility, to inspect any SBB Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling ("Environmental Inspections") at any time on or prior to the date which is forty-five (45) calendar days from the date of this Agreement. Pacific shall notify SBB prior to any physical inspections of the SBB Property, and SBB may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water and other sampling is deemed desirable by Pacific, Pacific shall (i) notify SBB of any SBB Property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) commence such secondary investigation, on or prior to the date which is sixty (60) calendar days from the date of this Agreement. Pacific shall give reasonable notice to SBB of such secondary investigations, and SBB may place reasonable time and place restrictions on such secondary investigations.
(b) Pacific shall have the right to terminate this Agreement if (i) the factual substance of any warranty or representation set forth in Section 4.19 is not true and accurate; (ii) the results of such Environmental Inspection, secondary investigation or other environmental survey are disapproved by Pacific because the environmental inspection, secondary investigation or other environmental survey identifies violations or potential violations of Environmental Laws; (iii) SBB has refused to allow Pacific to conduct an Environmental Inspection or secondary investigation in a manner that Pacific reasonably considers necessary; (iv) the Environmental Inspection, secondary investigation or other environmental survey identifies any past or present event, condition or circumstance that would or potentially would require remedial or cleanup action by SBB that would result in a Material Adverse Change; (v) the Environmental Inspection, secondary investigation or other environmental survey identifies the presence of any underground or above ground storage tank in, on or under any SBB Property that is not shown to be in comp...
Environmental Investigation; Right to Terminate Agreement. (a) The Company and its designated consultants, agents and representatives shall have the right to the same extent that Citizens has such right, but not the obligation or responsibility, at the Company's expense, to inspect any Citizens Real Property or Real Estate Owned, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling ("Environmental Inspections") at any time on or prior to November 15, 2000. The Company shall notify Citizens prior to any physical inspections of any such properties, and Citizens may place reasonable restrictions on the time of such inspections. (If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water and other sampling is deemed desirable by the Company, the Company shall (i) notify Citizens of any property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) commence such secondary investigation, on or prior to December 15, 2000. All secondary investigations must be approved in advance by Citizens. The Company shall give reasonable notice to Citizens of such secondary investigations, and Citizens may place reasonable time and place restrictions on such secondary investigations.
(b) Citizens agrees to indemnify and hold harmless the Company for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by the Company or its agents, which damage or injury is attributable solely to the negligent actions or negligent omissions of Citizens or its agents. The Company agrees to indemnify and hold harmless Citizens for any claims for damage to property, or injury or death to persons, attributable solely to the negligent actions or omissions of the Company or its agents in performing any Environmental Inspection or secondary investigation. In addition, the Company shall, after any physical testing, restore such tested property to its original condition at the Company's sole cost and expense. The Company shall not have any liability or responsibility of any nature whatsoever for the results, conclusions or other findings related to any Environmental Inspection, secondary investigation or other environmental survey. If this Agreement is te...
Environmental Investigation; Right to Terminate Agreement. A. Summit BHC and its consultants, agents and representatives, at the sole cost and expense of Summit BHC, shall have the right to the same extent that ANBFC, ANBFC Delaware, or the Bank has such right, but not the obligation or responsibility, to inspect any Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling (“Environmental Inspections”) at any time on or prior to February 16, 2004. Summit BHC shall notify ANBFC prior to any physical inspections of the Property, and ANBFC may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation (“secondary investigation”) including, without limitation, test borings, soil, water and other sampling is deemed desirable by Summit BHC, Summit BHC shall (i) notify ANBFC of any Property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) at the sole cost and expense of Summit BHC, commence such secondary investigation, on or prior to March 1, 2004. Summit BHC shall give reasonable notice to ANBFC of such secondary investigations, and ANBFC may place reasonable time and place restrictions on such secondary investigations.
B. ANBFC agrees to indemnify and hold harmless Summit BHC for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by Summit BHC or its agents, which damage or injury is attributable to the negligent actions of ANBFC or the Bank or their agents. Summit BHC agrees to indemnify and hold harmless ANBFC for any claims for damage to property, or injury or death to persons, attributable to the negligent actions of Summit BHC or its agents in performing any Environmental Inspection or secondary investigation except to the extent caused in whole or in part by the negligence of ANBFC, ANBFC Delaware, or the Bank. Summit BHC shall not have any liability or responsibility of any nature whatsoever for the results, conclusions or other findings related to any Environmental Inspection, secondary investigation or other environmental survey. If this Agreement is terminated, then except as otherwise required by law, reports to any governmental authority of the results of any Environmental Inspection, secondary investigation ...
Environmental Investigation; Right to Terminate Agreement. (a) The Company, SW Bank and their designated consultants, agents and representatives shall have the right to the same extent that the Partnership or the General Partner has such right, but not the obligation or responsibility, at SW Bank's expense, to inspect any Partnership Real Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling ("Environmental Inspections") at any time on or prior to December 9, 2000. The Company or SW Bank shall notify the General Partner prior to any physical inspections of any such properties, and the General Partner may place reasonable restrictions on the time of such inspections. (If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water and other sampling is deemed desirable by the Company or SW Bank, the Company or SW Bank shall (i) notify the General Partner of any property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) commence such secondary investigation, on or prior to January 8, 2001. All secondary investigations must be approved in advance by the General Partner. The Company or SW Bank shall give reasonable notice to the General Partner of such secondary investigations, and the General Partner may place reasonable time and place restrictions on such secondary investigations.
(b) The Partnership and the General Partner agree to indemnify and hold harmless the Company for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by the Company or its agents, which damage or injury is attributable solely to the negligent actions or negligent omissions of the General Partner or its agents. The Company agrees to indemnify and hold harmless the Partnership and the General Partner for any claims for damage to property, or injury or death to persons, attributable solely to the negligent actions or omissions of the Company, SW Bank or their agents (including, but not limited to, any person or entity entering onto Partnership property in connection with any such inspections or investigations) in performing any Environmental Inspection or secondary investigation. In addition, the Company shall, after any physica...
Environmental Investigation; Right to Terminate Agreement. A. EuroBancshares, Eurobank, and their respective consultants, agents and representatives, at the sole cost and expense of EuroBancshares and Eurobank, shall have the right to the same extent that B&T has such right, but not the obligation or responsibility, to inspect any Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling ("Environmental Inspections ") at any time on or prior to March 15, 2004. EuroBancshares or Eurobank shall notify B&T prior to any physical inspections of the Property, and B&T may place reasonable restrictions on the time of such inspections. If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water and other sampling is deemed desirable by EuroBancshares or Eurobank, EuroBancshares or Eurobank shall (i) notify B&T of any Property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) at the sole cost and expense of EuroBancshares and Eurobank, commence such secondary investigation, on or prior to March 31, 2004. EuroBancshares or Eurobank shall give reasonable notice to B&T of such secondary investigations, and B&T may place reasonable time and place restrictions on such secondary investigations.
B. B&T agrees to indemnify and hold harmless EuroBancshares and Eurobank for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by EuroBancshares, Eurobank or their respective agents, which damage or injury is attributable to the negligent actions of B&T or its agents. EuroBancshares and Eurobank agree to indemnify and hold harmless B&T for any claims for damage to property, or injury or death to persons, attributable to the negligent actions of EuroBancshares, Eurobank, or their respective agents in performing any Environmental Inspection or secondary investigation except to the extent caused in whole or in part by the negligence of B&T. Neither EuroBancshares nor Eurobank shall have any liability or responsibility of any nature whatsoever for the results, conclusions or other findings related to any Environmental Inspection, secondary investigation or other environmental survey. If this Agreement is terminated, then excep...
Environmental Investigation; Right to Terminate Agreement. (a) FVNB and its consultants, agents and representatives, shall have the right, at FVNB's expense, to the same extent that CBOT or any of its subsidiaries has such right, but not the obligation or responsibility, to inspect any Property, including, without limitation, for the purpose of conducting asbestos surveys and sampling, and other environmental assessments and investigations ("Environmental Inspections"). FVNB's right to conduct Environmental Inspections shall include the right to sample and analyze air, sediment, soil and groundwater of any Property to the same extent that CBOT or any of its subsidiaries has such right. FVNB may conduct such Environmental Inspections at any time subject to Section 6.9(d) below.
(b) CBOT and its subsidiaries shall cause to be performed at FVNB's expense by an environmental consulting firm acceptable to FVNB an environmental investigation of any Property acquired, leased, foreclosed, managed or controlled by CBOT or any of its subsidiaries between the date hereof and the Closing Date, the scope and results of which shall be acceptable to FVNB in its sole discretion.
(c) CBOT and its subsidiaries shall cause to be performed at FVNB's expense by an environmental consulting firm acceptable to FVNB an environmental investigation of any Property in which CBOT or any of its subsidiaries acquires a security interest between the date hereof and the Closing Date, the scope and results of which shall be acceptable to FVNB in its sole discretion and the scope and results of which shall be equivalent to the policies of FVNB and its subsidiaries with respect to acquiring security interests on real or personal property.
(d) FVNB shall notify CBOT of any physical inspections of Property which it intends to conduct, and CBOT may place reasonable restrictions on the time of such inspections. Upon FVNB's notification to CBOT of the Property upon which it intends to conduct such physical inspections, CBOT and its subsidiaries shall notify the owner of such Property and use their best efforts to secure access to such Property for FVNB. If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water and other sampling is deemed desirable by FVNB, FVNB shall notify CBOT of the Properties on which it intends to conduct a secondary investigation on or prior to the 30th day after the date hereof. CBOT and its subsidiaries will provide notificatio...
Environmental Investigation; Right to Terminate Agreement. A. HCBI and its consultants, agents and representatives shall have the right to the same extent that RCBI, RDFC or the Bank has such right, but not the obligation or responsibility, to inspect any Property, including, without limitation, conducting asbestos surveys and sampling, environmental assessments and investigation, and other environmental surveys and analyses including soil and ground sampling ("Environmental Inspections") at any time on or prior to twenty (20) calendar days after the date of this Agreement. If, as a result of any such Environmental Inspection, further investigation ("secondary investigation") including, without limitation, test borings, soil, water, asbestos or other sampling, is deemed desirable by HCBI, HCBI shall (i) notify RCBI of any Property for which it intends to conduct such a secondary investigation and the reasons for such secondary investigation, and (ii) conclude such secondary investigation, on or prior to seventy-five (75) calendar days after the date of this Agreement. HCBI shall give reasonable notice to RCBI of such secondary investigations, and RCBI may place reasonable time and place restrictions on such secondary investigations.
B. RCBI agrees to indemnify and hold harmless HCBI for any claims for damage to property, or injury or death to persons, made as a result of any Environmental Inspection or secondary investigation conducted by HCBI or its agents, which damage or injury is attributable to the negligent actions or negligent omissions of RCBI, RDFC the Bank or their respective agents. HCBI agrees to indemnify and hold harmless RCBI for any claims for damage to property, or injury or death to persons, attributable to the negligent actions or omissions of HCBI or its agents in performing any Environmental Inspection or secondary investigation except to the extent caused in whole or in part by the negligence of RCBI, RDFC or the Bank. HCBI shall provide to RCBI a copy of all written findings and reports HCBI receives as a result of any Environmental Inspection or secondary investigation or other environmental survey with respect to the Properties. HCBI shall not have any liability or responsibility of any nature whatsoever for the results, conclusions or other findings related to any Environmental Inspection, secondary investigation or other environmental survey. If this Agreement is terminated, then except as otherwise required by law, reports to any governmental authority of the results of any Environmenta...
