Environmental Laws; Hazardous Materials. Except as otherwise disclosed in the Prospectus, or except as would not, singly or in the aggregate, have a Material Adverse Effect, (i) to the best knowledge of the Company, the Company and its subsidiaries have been and are in compliance with applicable Environmental Statutes (as hereinafter defined); (ii) to the best knowledge of the Company, none of the Company, any of its subsidiaries or any other owners of the property at any time or any other party has at any time released (as such term is defined in Section 101(22) of CERCLA (as hereinafter defined)) or otherwise disposed of Hazardous Materials (as hereinafter defined) on, to or from the Properties owned by the Company or any of its subsidiaries or any other real properties owned by the Company or any of its subsidiaries; (iii) the Company does not intend to use the Properties owned by the Company or any of its subsidiaries or any other real properties owned by the Company or any of its subsidiaries or any subsequently acquired properties, other than in compliance with applicable Environmental Statutes (as hereinafter defined); (iv) neither the Company nor any of its subsidiaries knows of any seepage, leak, discharge, release, emission, spill, or dumping of Hazardous Materials into waters (including, but not limited, to groundwater and surface water) on, beneath or adjacent to the Properties owned by the Company or any of its subsidiaries or any other real properties owned by the Company or any of its subsidiaries or onto lands from which Hazardous Materials might seep, flow or drain into such waters; (v) neither the Company nor any of its subsidiaries has received any notice of, or has any knowledge of any occurrence or circumstance which, with notice or passage of time or both, would give rise to a claim under or pursuant to any Environmental Statute with respect to the Properties owned by the Company or any of its subsidiaries or any other real properties owned by the Company or any of its subsidiaries or the assets described in the Prospectus or arising out of the conduct of the Company or its subsidiaries; (vi) none of the Properties owned by the Company or any of its subsidiaries or any other real properties owned by the Company or any of its subsidiaries is included or, to the best of the Company’s knowledge, proposed for inclusion on the National Priorities List issued pursuant to CERCLA by the United States Environmental Protection Agency (the “EPA”) or to the best of the Company’s knowled...
Environmental Laws; Hazardous Materials. (a) Ownership of Borrowers’ Property does not violate any applicable Law of any Governmental Authority or Tribunal or any restrictive covenant (recorded or otherwise), including without limitation all applicable flood disaster laws, water disposal permits, and Environmental Laws where such violation would have a Material Adverse Effect.
(b) No notice, notification, demand, citation, summons or order has been issued to Borrowers, no complaint has been filed and served on Borrowers, no penalty has been assessed against Borrowers and, to the knowledge of Borrowers, no investigation or review is pending or threatened by any Tribunal or other Person with respect to (i) any alleged violation of any Environmental Law in connection with the Borrowers’ Property, or (ii) any alleged failure to have any permit, certificate, license, approval, registration or authorization required in connection with the Borrowers’ Property, or (iii) any generation, treatment, storage, recycling, transportation or disposal or Release (other than in compliance with Environmental Laws or permits issued thereunder) of any Hazardous Substance in connection with the Borrowers’ Property where, in each case, any such event has a Material Adverse Effect.
(c) Except in compliance with Environmental Laws and permits issued thereunder, or where it could not have a Material Adverse Effect, (i) Borrowers, and to their knowledge other Persons, have not Released any Hazardous Substance on, under or in connection with the Borrowers’ Property and none of their Property have been used (whether by Borrowers or any other Person) as a dump site for any Hazardous Substance; (ii) no polychlorinated biphenyls, urea or formaldehyde is present in connection with the Borrowers’ Property; (iii) no asbestos is present in connection with the Borrowers’ Property; (iv) there are no underground storage tanks, active or abandoned, which have been used to store or have contained any Hazardous Substance in connection with the Borrowers’ Property; and (v) no Hazardous Substance has been reported as present in connection with the Borrower’s Property in a threshold planning quantity, where such a quantity has been established by Law.
(d) Borrowers have not transported or arranged for the transportation (directly or indirectly) of any Hazardous Substance to any location which is listed or proposed for listing under any Environmental Law as a Hazardous Substance site which may lead to claims against Borrowers for clean-up co...
Environmental Laws; Hazardous Materials. (a) Except as disclosed on Schedule 5.13 or in the Sponsor’s filings with the SEC or as could not reasonably be expected to have a Material Adverse Effect, (i) the Sponsor’s operations and properties, and the operations and properties of each of its Subsidiaries, comply in all respects with all applicable Environmental Laws and Environmental Permits, and (ii) no circumstances exist that could reasonably be expected to (A) form the basis of an Environmental Action against the Sponsor or any of its Subsidiaries or any of their properties or (B) cause any such property to be subject to any restrictions on ownership, occupancy, use or transferability under any Environmental Law.
(b) Except as disclosed on Schedule 5.13 or in the Sponsor’s filings with the SEC or as could not reasonably be expected to have a Material Adverse Effect, (i) none of the properties currently or formerly owned or operated by the Sponsor or any of its Subsidiaries is listed or proposed for listing on the NPL or on the CERCLIS or any analogous foreign, state or local list, and (ii) Hazardous Materials have not been released, discharged or disposed of on any property currently or formerly owned or operated by the Sponsor or any of its Subsidiaries except in a manner not reasonably expected to result in material liability to the Sponsor or any of its Subsidiaries.
(c) Except as disclosed on Schedule 5.13 or in the Sponsor’s filings with the SEC or as could not reasonably be expected to have a Material Adverse Effect, neither the Sponsor nor any of its Subsidiaries is undertaking, and has not completed, either individually or together with other potentially responsible parties, any investigation or assessment or remedial or response action relating to any actual or threatened release, discharge or disposal of Hazardous Materials.
Environmental Laws; Hazardous Materials. Except as set forth on --------------------------------------- Schedule 4.16: -------------
(a) To the best knowledge of Borrower, neither any property of the Borrower nor the operations conducted thereon violates any Environmental Laws or order of any court or Governmental Authority with respect to Environmental Laws;
(b) Without limitation of clause (a) above, no property of the Borrower and no operations currently conducted thereon or, to the best knowledge of Borrower, by any prior owner or operator of such property or operation, are in violation of or subject to any existing, pending or, to the best knowledge of Borrower, threatened action, suit, investigation, inquiry or proceeding by or before any court or Governmental Authority with respect to Environmental Laws or to any remedial obligations under Environmental Laws;
(c) To the best knowledge of Borrower, all notices, permits, licenses or similar authorizations, if any, required to be obtained or filed in connection with the operation or use of any and all property of the Borrower, including, without limitation, past or present treatment, storage, disposal or release of a Hazardous Material into the environment, have been duly obtained or filed;
(d) To the best knowledge of Borrower, all Hazardous Material generated at any and all property of the Borrower have in the past been transported, treated and disposed of only by carriers maintaining valid permits under RCRA and any other Environmental Law and only at treatment, storage and disposal facilities maintaining valid permits under RCRA and any other Environmental Law, which carriers and facilities have been and are operating in compliance with such permits;
(e) The Borrower has taken all steps necessary and reasonable to determine and has determined that no Hazardous Material has been disposed of or otherwise released and, to the best knowledge of Borrower, that there has been no threatened release of any Hazardous Material on or to any property of the Borrower except in compliance with Environmental Laws;
(f) To the best knowledge of Borrower, the Borrower does not have any contingent liability in connection with any release or, threatened release of any Hazardous Material into the environment.
Environmental Laws; Hazardous Materials. Except as set forth in Schedule 6(a)(x), (A) to Seller’s current actual knowledge, without duty of inquiry or investigation, no Property or Excluded Fuel Service Equipment is in material violation, [****] for any material violation of any Environmental Laws; (B) to Seller’s current actual knowledge, without duty of inquiry or investigation, no Property has been subject to an unlawful deposit of any Hazardous Materials, or a deposit of Hazardous Materials that required investigation or remediation, beyond immediate remediation of de minimus spills of any Hazardous Materials; (C) except in material compliance with Environmental Laws, neither Seller nor, to Seller’s current actual knowledge, without duty of inquiry or investigation, any third party, has used, generated, manufactured, stored or disposed in, at, on, under or about any Property or transported to or from any Property any Hazardous Materials; (D) to Seller’s current actual knowledge, without duty of inquiry or investigation, there has been no release, discharge or migration of any Hazardous Materials from, into, on, under or about any Property in violation of Environmental Laws; (E) to Seller’s current actual knowledge, without duty of inquiry or investigation, there is no fact, condition or circumstance governed by Environmental Laws that would materially impair, limit or restrict the use of any Property for its current intended business purpose or its intended use as described in the Master Lease Agreements; and (F) to Seller’s current actual knowledge, without duty of inquiry or investigation, there is no amount of any mold at any Property that would materially impair, limit or restrict the use of any Property for its current intended business purpose or its intended use as described in the Master Lease Agreements.
Environmental Laws; Hazardous Materials. Except as set forth in Schedule 6(a)(x), to Seller’s knowledge, without inquiry, (A) the Property is not in violation or is currently under investigation for any violation, of any Environmental Laws; (B) the Property has not been subject to an unlawful deposit or a deposit that required investigation or remediation beyond immediate remediation of de minimis spills of any Hazardous Materials; (C) except in compliance with Environmental Laws, neither Seller nor any third party has used, generated, manufactured, stored or disposed in, at, on, under or about the Property or transported to or from the Property any Hazardous Materials; (D) there has been no release, discharge or migration of any Hazardous Materials from, into, on, under or about the Property in violation of Environmental Laws; (E) there is no fact, condition or circumstance governed by Environmental Laws that would materially impair, limit or restrict the use of the Property for its current intended business purpose or its intended use as described in the Lease Agreement; and (F) there is no amount of any mold at the Property that would materially impair, limit or restrict the use of any Property for its current intended business purpose or its intended use as described in the Lease Agreement.
Environmental Laws; Hazardous Materials. To Seller's Knowledge, except for cleaning, pest control, weed control, office and maintenance supplies used, generated and stored in compliance with the applicable Environmental Laws and ordinary and necessary quantities of Hazardous Materials contained in or de minimis quantities discharged from the ordinary operation of motor vehicles on the Properties, there have been no Releases of Hazardous Materials in, on, under, at or migrating to or from the Properties in quantities requiring investigation, remediation or notification to governmental authorities under applicable Environmental Laws or regulations promulgated thereunder; there has been no Release or threat of Release of any such Hazardous Materials in quantities requiring investigation, remediation or notification to governmental authorities under applicable Environmental Laws or regulations promulgated thereunder; none of the Properties are subject to enforcement action by any governmental entity as a result of the presence or former presence of leaked or spilled petroleum products, aboveground or underground storage tanks, or an accumulation of rubbish, debris or other solid waste in violation of applicable Environmental Laws, no environmental condition exists on any of the Properties that either (i) requires the owner of such Properties to report such condition to any federal, state or local governmental authority or agency thereof or (ii) requires the owner of such Properties to make a notation of such condition in any public records or conveyancing instrument upon the conveyance of any of such Properties. To its Knowledge, neither the Seller nor any of the LMG Subsidiaries has generated any Hazardous Materials that have been disposed of, whether lawfully or unlawfully, in any offsite facility (as defined in ss.101(9) of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C.ss.9601(9)) that could subject the Buyer to Liability under any Environmental Law.
Environmental Laws; Hazardous Materials. Borrower is, and the operations conducted on all of its real property are in compliance with all Environmental Laws applicable to Borrower or its property, except for such instances of noncompliance which would not, individually or collectively, cause a Material Adverse Effect. Borrower has not received any summons, complaint, order, notification, citation, or other similar notice that it or the operations conducted or the release, disposal or storage of Hazardous Materials on any of its real property is not in compliance with, or that any Tribunal is investigating its compliance with, Environmental Laws, or that it has not obtained any required permit, registration, license or other similar evidence of authorization. Borrower is not aware of any noncompliance by it with any Environmental Laws or its generation, handling, use, storage, or disposal of Hazardous Materials which would cause a Material Adverse Effect.
Environmental Laws; Hazardous Materials. COFACTR does not certify, represent or warrant that any Parts: (i) are and shall be in compliance with any laws, including Environmental Laws, and (ii) are not considered Hazardous Materials. If applicable, COFACTR shall use commercially reasonable efforts to obtain evidence from any Parts supplier under a Customer Purchase Order showing compliance with any Environmental Laws, but shall not be required to do so. Additional fees for the storage and/or handling of Hazardous Materials by COFACTR may apply. “Environmental Laws” shall be defined collectively as laws pertaining to the environment, and the toxic or hazardous nature of Parts or their constituents; including but not limited to the Toxic Substance Control Act, the Occupational Safety and Health Act, the Hazard Communication Standard, the Federal Hazardous Substances Act, California Proposition 65, REACH, Restriction of Hazardous Substances Directive and any other environmental, toxic or hazardous product compliance obligation. “Hazardous Material(s)” means any hazardous, dangerous, toxic or harmful substance, material or waste which is or becomes regulated by any local or state governmental authority, or the United States government, due to its potential harm to the health, safety or welfare of humans or the environment.
Environmental Laws; Hazardous Materials. Other than as set forth in Schedule 4.17, each Obligor is in compliance with all Environmental Laws applicable to it, including, without limitation, the operations currently being conducted, or to be conducted, on the real property owned or leased by such Obligor, other than violations of such Laws which could not reasonably be expected to have a Material Adverse Effect. Other than as set forth in Schedule 4.17, no Obligor has received any summons, complaint, order or similar notice that it or its owned or leased real property is not in compliance with, or that any Tribunal is investigating its compliance with, Environmental Laws and is otherwise unaware of any contingent liability with respect to its owned or leased real property or such real property's noncompliance with Environmental Laws or its generation, handling, use, storage or disposal of Hazardous Materials.
