Environmental Matters Indemnification. The Company and each of its subsidiaries shall take or cause to be taken all actions to comply in all material respects with the requirements of all Environmental Laws including all filing and reporting requirements thereof. The Company hereby agrees to indemnify, hold harmless and reimburse the Purchaser for any and all loss, damage, expenses or costs of any kind or nature arising out of or incurred in connection with any prior, existing or future violations by the Company and each of its subsidiaries of any Environmental Laws.
Environmental Matters Indemnification. This Section 7.3 shall constitute the entire agreement of the parties with respect to environmental matters and shall control in the event of conflict with any other term, provision or agreement, whether written or oral.
Environmental Matters Indemnification. Each Guarantor shall take or cause to be taken all actions to comply in all material respects with the requirements of all Environmental Laws including, all filing and reporting requirements thereof. Each Guarantor hereby agrees to indemnify, hold harmless and reimburse each Purchaser for any and all loss, damage, expenses or costs of any kind or nature arising out of or incurred in connection with any prior, existing or future violations by such Guarantor of any Environmental Laws.
Environmental Matters Indemnification. Buyer does hereby remise, release --------------------------------------- and forever discharge Seller from any and all claims, demands, liabilities or causes of action arising under any Environmental Laws unless such claims, demands, liabilities or causes of action constitute a breach of Seller's representations or warranties contained herein.
Environmental Matters Indemnification. (a) Borrower shall keep or cause the Property to be kept free from Hazardous Materials (except those substances used by Borrower in the ordinary course of its business as disclosed on Schedule 3.13, or added in the ordinary course of business, and in compliance with all Environmental Laws) and in full compliance with all Environmental Laws, shall not install or use any underground storage tanks, shall expressly prohibit the use, generation, handling, storage, production, processing and disposal of Hazardous Materials by any tenants, invitees and trespassers, and, without limiting the generality of the foregoing, during the term of this Loan Agreement or the Deed of Trust, shall not install in the Improvements (as defined in the Deed of Trust) or permit to be installed in the Improvements asbestos or any substance containing asbestos. If Borrower is required to or voluntarily provides notice of any additional Hazardous Materials to any federal agency or to any agency of the State of Texas, Borrower shall also promptly notify Lender of such additional Hazardous Materials.
(b) Borrower shall promptly notify Lender if Borrower shall become aware of (i) any Release or threatened Release of Hazardous Materials at, on, under, from or affecting or threatening to affect the Property (except those substances used by Borrower or tenants in the ordinary course of their business or activities, respectively, and in compliance with all Environmental Laws), (ii) any lien or filing of lien, action or notice affecting or threatening to affect the Property or Borrower resulting from any violation or alleged violation of Environmental Law, (iii) any investigation, inquiry or proceeding concerning Borrower or the Property pursuant to any Environmental Law or otherwise relating to Hazardous Materials, or (iv) any occurrence, condition or state of facts which would render any representation or warranty in this Section incorrect in any respect if made at the time of such discovery. Further, immediately upon receipt of the same, Borrower shall deliver to Lender copies of any and all orders, notices, permits, applications, reports, and other communications, documents and instruments pertaining to the actual, alleged or potential non-compliance with any Environmental Laws in connection with the Property or presence or existence of any Hazardous Materials at, on, about, under, within, near or in connection with the Property (except those substances used in the ordinary course of its ...
Environmental Matters Indemnification. (a) Each of the Seller Entities jointly and severally agrees from and after Closing to conduct and complete the following, in each case in accordance with any applicable provisions of Section 7.10 of this Agreement:
(i) All legally required Remedial Actions for the existing environmental matters set forth on Schedule 10.3(a)(i), provided, that the Seller Entities shall be deemed to have completed the Remedial Action for each environmental matter set forth on Schedule 10.3(a)(i) upon receipt of a no further action letter or its equivalent from the appropriate Governmental Body, acknowledgement by the appropriate Governmental Body that work satisfies the relevant Order, or if a no further action letter or its equivalent will not be issued, or is not timely issued, by the appropriate Governmental Body, upon receipt by Purchaser of a certification by Seller and Seller’s consultant that a no further action letter (or its equivalent) is not needed and that the Remedial Action has been completed in satisfaction of the applicable regulatory requirements or the matter is in compliance with Environmental Law;
(ii) All legally required Remedial Actions for any matters identified during or as a result of the Phase II Assessment or, if discovered after Closing pursuant to a continuation of the Phase II Assessment permitted pursuant to Section 7.10(b)(iv), for which timely written notice is provided to Seller;
(iii) Any legally required Remedial Action relating to the active landfill known as Active Landfill #5 at the Brunswick Pulp & Paper Mill, not attributable to the negligence of Purchaser or its agents, provided, that all of the Seller Entities’ obligations under this Agreement with respect to such landfill are expressly conditioned on the following: (A) the landfill is operated, used and maintained in a manner (including as to types of waste deposited) consistent with present operations, and only for such purposes (B) Purchaser provides quarterly reports to Seller on the character and quantity of waste deposited in the landfill, and (C) Purchaser provides notice to Seller of any inspection of the landfill by regulatory officials or receipt of any notice of violation relating to the operation of the landfill as soon as reasonably practicable, and, in any event, before a response is made;
(iv) Any legally required Remedial Action relating to the area known as the Spoils Area at the Brunswick Pulp & Paper Mill not attributable to the negligence of Purchaser or its ag...
Environmental Matters Indemnification. Borrower shall take and cause --------------------------------------- its Subsidiaries to take all actions which are reasonably necessary to comply in all material respects with the requirements of all Environmental Laws including, without limitation, all filing and reporting requirements thereof. Borrower hereby agrees to indemnify, hold harmless and reimburse and cause Guarantors to indemnify, hold harmless and reimburse Agent and Lenders for any and all loss, damage, expenses or costs of any kind or nature arising out of or incurred in connection with any prior, existing or future violations by Borrower or any Subsidiaries of any Environmental Laws.
Environmental Matters Indemnification. The Company and each of its --------------------------------------- subsidiaries shall take or cause to be taken all actions to comply in all material respects with the requirements of all Environmental Laws including, without limitation, all filing and reporting requirements thereof. The Company hereby agrees to indemnify, hold harmless and reimburse the Purchaser for any and all loss, damage, expenses or costs of any kind or nature arising out of or incurred in connection with any prior, existing or future violations by the Company and each of its subsidiaries of any Environmental Laws in accordance with the terms of the Hazardous Substances Indemnity Agreement in the form attached hereto as Exhibit G (the "Indemnity Agreement"). --------- -------------------
Environmental Matters Indemnification. Borrowers shall take or cause to be taken all actions which are reasonably necessary, in the judgment of the Agent, to comply in all material respects with the requirements of all Environmental Laws including, without limitation, all filing and reporting requirements thereof. Borrowers hereby agree to indemnify, hold harmless and reimburse Agent and the Lenders for any and all loss, damage, expenses or costs of any kind or nature arising out of or incurred in connection with any prior, existing or future violations by Borrowers of any Environmental Laws.
Environmental Matters Indemnification. (a) Developer shall provide Coach Legacy with a copy of all reports, inspections, or analyses, including, without limitation, drafts thereof, which Developer commissions or receives concerning the presence (or possible presence) of Hazardous Materials (x) in the Premises for so long as Coach, Coach Legacy or any of their affiliates has an interest in DOC ID - 24417143.10 the Premises and (y) in or on the Land or the Building (excluding the Premises) until the later of (i) the Closing and (ii) twelve months (12) following Final Completion, in each case promptly after receipt thereof.
(b) In connection with all aspects of the Project, Developer shall comply, and shall use commercially reasonable efforts to cause the Project Architect and any Developer’s Consultants to comply, with all Environmental Laws, and shall take all such actions with respect to the Project which may be required by any Government Entity to comply with any such Environmental Laws.
(c) Developer shall indemnify, defend, reimburse, and hold harmless Coach Legacy and each of the Coach Indemnitees (as hereinafter defined) from and against any and all claims relating to (i) any alleged violation or contravention of any Environmental Laws by Developer or any of Developer’s Consultants with respect to the Land, the Original Developer Work, the Developer Work or any Finish Work performed by or on behalf of Developer or any of its Affiliates, and (ii) in connection with any remediation or cleanup of the Land required by Environmental Laws resulting from the acts or omissions of any Person; except, in each case, to the extent such losses, claims or costs (A) are caused by Coach Legacy or any of the Coach Indemnitees or (B) result from any work performed by Coach Legacy or by any Person on behalf of Coach Legacy (other than Developer or anyone engaged or retained by Developer, Developer’s Consultants, Executive Construction Manager, Construction Manager or Project Architect or any affiliates of the foregoing) in the Building or any portion thereof, including the Premises. The provisions of this Section 4.01(c) and the obligations of Developer hereunder shall survive the Closing and the termination of this Agreement; provided, that Developer shall have no further obligations or liabilities under this Section 4.01(c) (other than for then existing claims hereunder) from and after both of the following occur: (x) the third (3rd) anniversary of the date on which Final Completion is achieved, as agreed ...
