Common use of Environmental Liability Clause in Contracts

Environmental Liability. (a) To PVFC’s knowledge, (i) PVFC and the PVFC Subsidiaries are in material compliance with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC or any of the PVFC Subsidiaries, that would reasonably be expected to result in a material Environmental Liability for PVFC or the PVFC Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to result in a material Environmental Liability for PVFC or the PVFC Subsidiaries, (iv) neither PVFC nor any of the PVFC Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC nor any of the PVFC Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC or the PVFC Subsidiaries and (vi) PVFC has listed in Section 3.16 of the PVFC Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFC, the PVFC Subsidiaries and any Owned Properties or Leased Properties which were prepared in the last five years. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment or human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.

Environmental Liability. (a) To PVFCBCSB’s knowledge, (i) PVFC BCSB and the PVFC BCSB Subsidiaries are in material compliance with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds under any Environmental Law exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC BCSB or any of the PVFC BCSB Subsidiaries, that would reasonably be expected to result in a material Environmental Liability for PVFC BCSB or the PVFC BCSB Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and currently leased by PVFC BCSB or the PVFC BCSB Subsidiaries that would reasonably be expected to result in a material Environmental Liability for PVFC BCSB or the PVFC BCSB Subsidiaries, (iv) neither PVFC BCSB nor any of the PVFC BCSB Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC BCSB nor any of the PVFC BCSB Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC BCSB or the PVFC BCSB Subsidiaries and (vi) PVFC BCSB has listed in Section 3.16 of the PVFC BCSB Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCBCSB, the PVFC BCSB Subsidiaries and any Owned Properties or Leased Properties which were prepared in the last five years. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, or protection of the environment or human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous SubstancesContamination.

Environmental Liability. (a) To PVFCCBI’s knowledgeKnowledge, (iA) PVFC CBI and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, (iiB) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC CBI or any of the PVFC its Subsidiaries, that would reasonably be expected to could result in a material Environmental Liability for PVFC CBI or the PVFC its Subsidiaries, (iiiC) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to could result in a material Environmental Liability for PVFC CBI or the PVFC its Subsidiaries, (ivD) neither PVFC CBI nor any of the PVFC its Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (vE) neither PVFC CBI nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to could result in a material Environmental Liability of PVFC CBI or the PVFC its Subsidiaries and (viF) PVFC CBI has listed set forth in Section 3.16 3.17 of the PVFC CBI Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCCBI, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated real property of CBI which were prepared in the last five years. (b) As used in this Agreement, (iA) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment Environment or protection of human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (iiB) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iiiC) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, Substance and (ivD) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and an consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.

Environmental Liability. (a) To PVFCFNB’s knowledgeKnowledge, (iA) PVFC FNB and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, (iiB) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC FNB or any of the PVFC its Subsidiaries, that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, (iiiC) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, (ivD) neither PVFC FNB nor any of the PVFC its Subsidiaries has received any written notice, demand letter, claim or claim request for information alleging any material violation of, or liability under, any Environmental Law, (vE) neither PVFC FNB nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to could result in a material Environmental Liability of PVFC FNB or the PVFC its Subsidiaries and (viF) PVFC FNB has listed set forth in Section 3.16 of the PVFC FNB Disclosure Schedule and made available to FNB CBI copies of all environmental reports or studies, sampling data, correspondence and filings in its possession or relating to PVFCFNB, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated property of FNB which were prepared in the last five years. (b) As used in this AgreementThere are no legal, (i) the term “Environmental Laws” means collectivelyadministrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permitsnature seeking to impose, or other mandatesthat are reasonably likely to result in the imposition, on FNB of any liability or obligation arising under common law or under any local, state or federal environmental statute, regulation or ordinance including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, pending or threatened against FNB, which liability or obligation is reasonably likely to have, either individually or in the aggregate, a Governmental Entity relating Material Adverse Effect on FNB. To the knowledge of FNB, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would be reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on FNB. FNB is not subject to any Hazardous Substanceagreement, Contaminationorder, protection of the environment judgment, decree, letter or human health and safety, including, without limitation, those relating to emissions, discharges memorandum by or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by with any Governmental Entity under or third party imposing any Environmental Lawliability or obligation with respect to the foregoing that is reasonably likely to have, either individually or in the presence or existence of which gives rise to any Environmental Liabilityaggregate, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substancesa Material Adverse Effect on FNB.

Environmental Liability. (a) To PVFCFNB’s knowledge, (i) PVFC FNB and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC FNB or any of the PVFC its Subsidiaries, that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, (iv) neither PVFC FNB nor any of the PVFC its Subsidiaries has received any written notice, demand letter, claim or claim request for information alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC FNB nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to could result in a material Environmental Liability of PVFC FNB or the PVFC its Subsidiaries and (vi) PVFC FNB has listed in Section 3.16 4.16 of the PVFC FNB Disclosure Schedule (and made available to FNB PFC copies of of) all environmental reports or studies, sampling data, correspondence and filings in its possession or relating to PVFCFNB, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated property of FNB which were prepared in the last five years. (b) As used in this AgreementThere are no legal, (i) the term “Environmental Laws” means collectivelyadministrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permitsnature seeking to impose, or other mandatesthat are reasonably likely to result in the imposition, on FNB of any liability or obligation arising under common law or under any local, state or federal environmental statute, regulation or ordinance including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, pending or threatened against FNB, which liability or obligation is reasonably likely to have, either individually or in the aggregate, a Governmental Entity relating Material Adverse Effect on FNB. To the knowledge of FNB, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would be reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on FNB. FNB is not subject to any Hazardous Substanceagreement, Contaminationorder, protection of the environment judgment, decree, letter or human health and safety, including, without limitation, those relating to emissions, discharges memorandum by or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by with any Governmental Entity under or third party imposing any Environmental Lawliability or obligation with respect to the foregoing that is reasonably likely to have, either individually or in the presence or existence of which gives rise to any Environmental Liabilityaggregate, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substancesa Material Adverse Effect on FNB.

Environmental Liability. (a) To PVFCMBI’s knowledge, (i) PVFC MBI and the PVFC MBI Subsidiaries are in compliance in all material compliance respects with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds under any Environmental Law exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC MBI or any of the PVFC MBI Subsidiaries, or on any property in which MBI or any of the MBI Subsidiaries has held a security interest, Lien or a fiduciary or management role (“MBI Loan Property”) that would reasonably be expected likely to result in a material Environmental Liability for PVFC MBI or the PVFC MBI Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected likely to result in a material Environmental Liability for PVFC MBI or the PVFC MBI Subsidiaries, (iv) neither PVFC MBI nor any of the PVFC MBI Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC MBI nor any of the PVFC MBI Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC MBI or the PVFC Subsidiaries and MBI Subsidiaries, (vi) PVFC there are no circumstances or conditions (including the presence of unencapsulated friable asbestos, underground storage tanks, lead products, polychlorinated biphenyls, prior manufacturing operations, dry-cleaning or automotive services) involving MBI or any of the MBI Subsidiaries, on any currently or formerly owned or operated property, or any MBI Loan Property, that could reasonably be expected to result in any material claims, liability or investigations against MBI or any of the MBI Subsidiaries, or result in any material restrictions on the ownership, use or transfer of any property pursuant to any Environmental Law or materially and adversely affect the value of any MBI Loan Property, and (vii) MBI has listed in Section 3.16 of the PVFC MBI Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCMBI, the PVFC MBI Subsidiaries and any Owned Properties, Leased Properties or Leased Properties MBI Loan Property which were prepared in the last five (5) years, and, solely with respect to the MBI Loan Properties, are material to MBI. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment or human health and safetysafety as it relates to Hazardous Substance exposure, including, without limitation, including those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.

Environmental Liability. Except as set forth in Schedule 7.29 hereto: (a) To PVFC’s knowledge, (i) PVFC and the PVFC Subsidiaries are Neither CNB nor any CNB Subsidiary is in material compliance with applicable Environmental Lawsviolation of any judgment, (ii) no Contamination exceeding applicable cleanup standards decree, order, law, license, rule or remediation thresholds exists at any real propertyregulation pertaining to environmental matters, including buildings or other structures, currently or formerly owned or operated by PVFC or any of the PVFC Subsidiaries, that would reasonably be expected to result in a material Environmental Liability for PVFC or the PVFC Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to result in a material Environmental Liability for PVFC or the PVFC Subsidiaries, (iv) neither PVFC nor any of the PVFC Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, those arising under any Environmental Law, (v) neither PVFC nor any of the PVFC Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC or the PVFC Subsidiaries and (vi) PVFC has listed in Section 3.16 of the PVFC Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFC, the PVFC Subsidiaries and any Owned Properties or Leased Properties which were prepared in the last five years. (b) Neither CNB, any CNB Subsidiary, nor, to the Knowledge of CNB and CNB Bank, any borrower of CNB or of any CNB Subsidiary has received notice that it has been identified by the United States Environmental Protection Agency as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 300 Appendix B, nor has CNB or any CNB Subsidiary or, to the Knowledge of CNB or CNB Bank, any borrower of CNB or of any CNB Subsidiary received any notification that any Hazardous Substance that it has disposed of has been found at any site at which a federal or state agency is conducting a remedial investigation or other action pursuant to any Environmental Law. (c) No portion of the CNB Real Estate has been used by CNB or any CNB Subsidiary for the handling, processing, storage or disposal of Hazardous Substances in a manner which violates any Environmental Laws and which would be reasonably likely to have a Material Adverse Effect on CNB. To the Knowledge of CNB and CNB Bank, any underground tank or other underground storage receptacle for Hazardous Substances located on any of the CNB Real Estate complies with applicable Environmental Laws. In the course of its activities, neither CNB nor any CNB Subsidiary has generated or is generating any hazardous waste on any of the CNB Real Estate in a manner which violates any Environmental Laws. There has been no material Release of Hazardous Substances by CNB or any CNB Subsidiary. In addition, to the Knowledge of CNB and CNB Bank, there have been no such Releases on, upon, or into any real property in the vicinity of any of the CNB Real Estate that, through soil or groundwater contamination, may be located on any of such CNB Real Estate. (d) With respect to the Collateral Real Estate, neither CNB nor any CNB Subsidiary has since January 1, 1995 received notice from any borrower thereof or third party, and neither CNB nor CNB Bank has any Knowledge, that such borrower has generated or is generating any hazardous waste on any of the Collateral Real Estate in a manner which violates any Environmental Laws or that there has been any Release of Hazardous Substances by such borrower on, upon, or into any of the Collateral Real Estate, or that there has been any Release on, upon, or into any real property in the vicinity of any of the Collateral Real Estate that, through soil or groundwater contamination, may be located on any of such Collateral Real Estate. (e) As used in this Agreementsection 7.29, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection each of the environment or human health terms "CNB" and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into "CNB Bank" includes the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, applicable entity and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous SubstancesPerson in which it has an interest.

Environmental Liability. (a) To PVFCIRGB’s knowledgeKnowledge, (iA) PVFC IRGB and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, ; (iiB) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC IRGB or any of the PVFC its Subsidiaries, that would reasonably be expected to could result in a material Environmental Liability for PVFC IRGB or the PVFC its Subsidiaries, ; (iiiC) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to could result in a material Environmental Liability for PVFC IRGB or the PVFC its Subsidiaries, ; (ivD) neither PVFC IRGB nor any of the PVFC its Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, ; (vE) neither PVFC IRGB nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to could result in a material Environmental Liability of PVFC IRGB or the PVFC Subsidiaries its Subsidiaries; and (viF) PVFC IRGB has listed set forth in Section 3.16 of the PVFC IRGB Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCIRGB, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated real property of IRGB which were prepared in the last five years. (b) As used in this Agreementherein, (iA) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment Environment or protection of human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, ; (iiB) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, ; or the presence or existence of which gives rise to any Environmental Liability, ; (iiiC) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, ; and (ivD) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, expenses (including reasonable attorney and an consultant fees, laboratory costs and litigation costs, ) required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.

Environmental Liability. (a) To PVFCOBA’s knowledge, (i) PVFC OBA and the PVFC OBA Subsidiaries are in material compliance with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds under any Environmental Law exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC OBA or any of the PVFC OBA Subsidiaries, that would reasonably be expected to result in a material Environmental Liability for PVFC OBA or the PVFC OBA Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and currently leased by PVFC OBA or the PVFC OBA Subsidiaries that would reasonably be expected to result in a material Environmental Liability for PVFC OBA or the PVFC OBA Subsidiaries, (iv) neither PVFC OBA nor any of the PVFC OBA Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC OBA nor any of the PVFC OBA Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC OBA or the PVFC OBA Subsidiaries and (vi) PVFC OBA has listed in Section 3.16 of the PVFC OBA Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCOBA, the PVFC OBA Subsidiaries and any Owned Properties or Leased Properties which were prepared in the last five years. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment or human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.Hazardous

Environmental Liability. (a) To PVFC’s knowledgeExcept as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on HBI or any of its Subsidiaries, (i) PVFC HBI and the PVFC HBI Subsidiaries are in material compliance compliance, and since January 1, 2017 have complied, with all applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds under any Environmental Law exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC HBI or any of the PVFC HBI Subsidiaries, or on any property in which HBI or any of the HBI Subsidiaries has held a security interest, Lien, or a fiduciary or management role, that would reasonably be expected likely to result in a material an Environmental Liability for PVFC HBI or the PVFC HBI Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected likely to result in a material an Environmental Liability for PVFC HBI or the PVFC HBI Subsidiaries, (iv) neither PVFC HBI nor any of the PVFC HBI Subsidiaries has received any written notice, demand letter, claim or claim request for information alleging any material violation of, or liability under, any Environmental Law, and (v) neither PVFC HBI nor any of the PVFC HBI Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected likely to result in a material an Environmental Liability of PVFC HBI or the PVFC Subsidiaries and (vi) PVFC HBI Subsidiaries. HBI has listed in Section 3.16 of the PVFC Disclosure Schedule and made available to FNB copies of all material environmental reports or studies, sampling data, correspondence and filings in its possession or relating to PVFCHBI, the PVFC HBI Subsidiaries and any Owned Properties currently owned or Leased Properties leased property of HBI which were prepared in the last five four (4) years. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment or human health and safetysafety as it relates to Hazardous Substance exposure, including, without limitation, including those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.any

Environmental Liability. (a) To PVFCMBI’s knowledge, (i) PVFC MBI and the PVFC MBI Subsidiaries are in compliance in all material compliance respects with applicable Environmental Laws, (ii) no Contamination exceeding applicable cleanup standards or remediation thresholds under any Environmental Law exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC MBI or any of the PVFC MBI Subsidiaries, or on any property in which MBI or any of the MBI Subsidiaries has held a security interest, Lien or a fiduciary or management role (“MBI Loan Property”) that would reasonably be expected likely to result in a material Environmental Liability for PVFC MBI or the PVFC MBI Subsidiaries, (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected likely to result in a material Environmental Liability for PVFC MBI or the PVFC MBI Subsidiaries, (iv) neither PVFC MBI nor any of the PVFC MBI Subsidiaries has received any written notice, demand letter, or claim alleging any material violation of, or liability under, any Environmental Law, (v) neither PVFC MBI nor any of the PVFC MBI Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to result in a material Environmental Liability of PVFC MBI or the PVFC Subsidiaries and MBI Subsidiaries, (vi) PVFC there are no circumstances or conditions (including the presence of unencapsulated friable asbestos, underground storage tanks, lead products, polychlorinated biphenyls, prior manufacturing operations, dry-cleaning or automotive services) involving MBI or any of the MBI Subsidiaries, on any currently or formerly owned or operated property, or any MBI Loan Property, that could reasonably be expected to result in any material claims, liability or investigations against MBI or any of the MBI Subsidiaries, or result in any material restrictions on the ownership, use or transfer of any property pursuant to any Environmental Law or materially and adversely affect the value of any MBI Loan Property, and (vii) MBI has listed in Section 3.16 of the PVFC MBI Disclosure Schedule and made available to FNB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession relating to PVFCMBI, the PVFC MBI Subsidiaries and any Owned Properties, Leased Properties or Leased Properties MBI Loan Property which were prepared in the last five (5) years, and, solely with respect to the MBI Loan Properties, are material to MBI. (b) As used in this Agreement, (i) the term “Environmental Laws” means collectively, any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permits, or other mandates, of a Governmental Entity relating to any Hazardous Substance, Contamination, protection of the environment or human health and safety, including, without limitation, those relating to emissions, discharges or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by any Governmental Entity under any Environmental Law, or the presence or existence of which gives rise to any Environmental Liability, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substances.

Environmental Liability. (a) To PVFCFNB’s knowledgeKnowledge, (iA) PVFC FNB and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, environmental laws; (iiB) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC FNB or any of the PVFC its Subsidiaries, that would reasonably be expected to result or any property in which FNB or any of its Subsidiaries has held a security interest, Lien or a fiduciary or management role (“FNB Loan Property”), has been contaminated with, or has had any release of, any Hazardous Substance except in material compliance with Environmental Liability for PVFC or the PVFC Subsidiaries, Laws; (iii) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to result in a material Environmental Liability for PVFC or the PVFC Subsidiaries, (ivC) neither PVFC FNB nor any of its Subsidiaries could be deemed the PVFC owner or operator of, or have actively participated in the management regarding Hazardous Substances of, any FNB Loan Property that has been contaminated with, or has had any material and unlawful release to the environment of, any regulated quantity of any Hazardous Substance; (D) neither FNB nor any of its Subsidiaries has any material liability for any Hazardous Substance disposal or contamination on any third party property; (E) neither FNB nor any of its Subsidiaries has received any written notice, demand letter, claim or claim request for information alleging any material violation of, or liability under, any Environmental Law, ; (vF) neither PVFC FNB nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under relating to any Environmental Law Law; (G) there are no circumstances or conditions (including the presence of unencapsulated friable asbestos, underground storage tanks, lead products, polychlorinated biphenyls, prior manufacturing operations, dry-cleaning or automotive services) involving FNB or any of its Subsidiaries, any currently or formerly owned or operated property, or any FNB Loan Property, that would could reasonably be expected to result in a any material claims, liability or investigations against FNB or any of its Subsidiaries, result in any material restrictions on the ownership, use or transfer of any property pursuant to any Environmental Liability Law or materially and adversely affect the value of PVFC or any FNB Loan Property, (H) FNB has set forth in the PVFC Subsidiaries and (vi) PVFC has listed in Section 3.16 of the PVFC FNB Disclosure Schedule and made available to FNB Omega copies of all environmental reports or studies, sampling data, correspondence and filings in its possession or reasonably available to it relating to PVFCFNB, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated property of FNB which were prepared in the last five years and (I) FNB has made available to Omega copies of all environmental reports or studies, sampling data, correspondence and filings in the possession or reasonably available to it relating to any currently outstanding FNB Loan and which were prepared for FNB in the last five years. (b) As used in this AgreementThere are no legal, (i) the term “Environmental Laws” means collectivelyadministrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permitsnature seeking to impose, or other mandatesthat are reasonably likely to result in the imposition, on FNB of any liability or obligation arising under common law or under any local, state or federal environmental statute, regulation or ordinance including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, pending or threatened against FNB, which liability or obligation is reasonably likely to have, either individually or in the aggregate, a Governmental Entity relating Material Adverse Effect on FNB. To the knowledge of FNB, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would be reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on FNB. FNB is not subject to any Hazardous Substanceagreement, Contaminationorder, protection of the environment judgment, decree, letter or human health and safety, including, without limitation, those relating to emissions, discharges memorandum by or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by with any Governmental Entity under or third party imposing any Environmental Lawliability or obligation with respect to the foregoing that is reasonably likely to have, either individually or in the presence or existence of which gives rise to any Environmental Liabilityaggregate, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substancesa Material Adverse Effect on FNB.

Environmental Liability. (a) To PVFCFNB’s knowledgeKnowledge, (iA) PVFC FNB and the PVFC its Subsidiaries are in material compliance with applicable Environmental Laws, ; (iiB) no Contamination exceeding applicable cleanup standards or remediation thresholds exists at any real property, including buildings or other structures, currently or formerly owned or operated by PVFC FNB or any of the PVFC its Subsidiaries, that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, ; (iiiC) no Contamination exists at any real property currently owned by a third party and leased by PVFC or the PVFC Subsidiaries that would reasonably be expected to could result in a material Environmental Liability for PVFC FNB or the PVFC its Subsidiaries, ; (ivD) neither PVFC FNB nor any of the PVFC its Subsidiaries has received any written notice, demand letter, claim or claim request for information alleging any material violation of, or liability under, any Environmental Law, ; (vE) neither PVFC FNB nor any of the PVFC its Subsidiaries is subject to any order, decree, injunction or other agreement with any Governmental Entity or any third party under any Environmental Law that would reasonably be expected to could result in a material Environmental Liability of PVFC FNB or its Subsidiaries; (F) FNB has set forth in the PVFC Subsidiaries and (vi) PVFC has listed in Section 3.16 of the PVFC FNB Disclosure Schedule and made available to FNB IRGB copies of all environmental reports or studies, sampling data, correspondence and filings in its possession or relating to PVFCFNB, the PVFC its Subsidiaries and any Owned Properties currently owned or Leased Properties operated property of FNB which were prepared in the last five years. (b) As used in this AgreementThere are no legal, (i) the term “Environmental Laws” means collectivelyadministrative, arbitral or other proceedings, claims, actions, causes of action, private environmental investigations or remediation activities or governmental investigations of any and all laws, ordinances, rules, regulations, directives, orders, authorizations, decrees, permitsnature seeking to impose, or other mandatesthat are reasonably likely to result in the imposition, on FNB of any liability or obligation arising under common law or under any local, state or federal environmental statute, regulation or ordinance including the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, pending or threatened against FNB, which liability or obligation is reasonably likely to have, either individually or in the aggregate, a Governmental Entity relating Material Adverse Effect on FNB. To the knowledge of FNB, there is no reasonable basis for any such proceeding, claim, action or governmental investigation that would impose any liability or obligation that would be reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on FNB. FNB is not subject to any Hazardous Substanceagreement, Contaminationorder, protection of the environment judgment, decree, letter or human health and safety, including, without limitation, those relating to emissions, discharges memorandum by or releases or threatened emissions, discharges or releases to, on, onto or into the environment of any Hazardous Substance, (ii) the term “Hazardous Substance” means any element, substance, compound or mixture whether solid, liquid or gaseous that is subject to regulation by with any Governmental Entity under or third party imposing any Environmental Lawliability or obligation with respect to the foregoing that is reasonably likely to have, either individually or in the presence or existence of which gives rise to any Environmental Liabilityaggregate, (iii) the term “Contamination” means the emission, discharge or release of any Hazardous Substance to, on, onto or into the environment and the effects of such emission, discharge or release, including the presence or existence of any such Hazardous Substance, and (iv) the term “Environmental Liability” means liabilities for response, remedial or investigation costs, and any other expenses, including reasonable attorney and consultant fees, laboratory costs and litigation costs, required under, or necessary to attain or maintain compliance with, applicable Environmental Laws or relating to or arising from Contamination or Hazardous Substancesa Material Adverse Effect on FNB.