Environmental Reports Lender shall have received an environmental report in respect of the Property, in each case reasonably satisfactory to Lender.
Financial Information Certifications The Parties agree to cooperate with each other in such manner as is necessary to enable the principal executive officer or officers, principal financial officer or officers and controller or controllers of each of the Parties to make the certifications required of them under Sections 302, 404 and 906 of the Xxxxxxxx-Xxxxx Act of 2002.
Environmental Report (a) Buyer may cause to be prepared and delivered at its expense within 60 days after the date of this Agreement, a Phase I environmental report for the Real Property. Seller shall cooperate with Buyer and permit access to such Real Property during normal business hours in order for Buyer or its representatives to inspect such property and the related environmental records in the possession of Seller, as necessary for the preparation of the Phase I environmental report. Buyer shall deliver to Seller a copy of any such environmental report within five Business Days of receipt of such report by Buyer. If such environmental report discloses one or more adverse environmental conditions which require remediation under applicable Environmental Law, Seller shall assume full responsibility for remediation of each such environmental condition(s) to the extent required by applicable Environmental Law (the "Remediation") and shall bear all expenses incurred in connection therewith; provided, that Seller shall not be obligated to spend more than $200,000 in connection with the Remediation. Buyer shall give Seller notice confirming that Buyer has delivered to Seller all environmental reports to be prepared pursuant to this Section 7.5, and Seller shall notify Buyer within twenty Business Days after its receipt of such notice if Seller concludes, in its reasonable judgment, that it is or will be unable to complete the Remediation for $200,000 or less (the "Remediation Notice"). If Seller gives a Remediation Notice, then Buyer may terminate this Agreement pursuant to Section 10.1 (c)(vii) by notice to Seller given within five Business Days of the Remediation Notice; provided, that if within five Business Days after receipt by Seller of Buyer's notice of termination pursuant to Section 10. l(c)(vii), Seller gives notice to Buyer that Seller agrees to bear all costs of Remediation in excess of $200,000, such termination shall be void ab initio and this Agreement shall be deemed not to have been terminated. If Buyer does not terminate this Agreement pursuant to Section 10.1 (c)(vii) within such five Business Day period, (i) Buyer shall be deemed to have assumed all liabilities and obligations in connection with the Remediation as of the Closing Date, (ii) Buyer shall receive a credit at the Closing in the amount of $200,000 less the aggregate of all amounts paid by Seller to third parties in connection with the Remediation and (iii) after the Closing Date Seller shall have no obligation or liability with respect to the Remediation or otherwise in connection with any condition referred to in any report prepared and/or delivered pursuant to this Section 7.5.
Complete and Correct Information All information, reports and other papers and data with respect to the Fund furnished to the Purchaser (other than financial information and financial statements, which are covered solely by Section 4.4 of this Agreement) were, at the time the same were so furnished, complete and correct in all material respects. No fact is known to the Fund that materially and adversely affects or in the future may (so far as it can reasonably foresee) materially and adversely affect the MFP Shares, or the Fund’s ability to pay or otherwise perform when due its obligations under this Agreement, any of the MFP Shares and the other Related Documents, that has not been set forth in the Memorandum or in the financial information and other documents referred to in Section 4.4 or this Section 4.8 or in such information, reports, papers and data or otherwise made available or disclosed in writing to the Purchaser. Taken as a whole, the documents furnished and statements made by the Fund in connection with the negotiation, preparation or execution of this Agreement and the other Related Documents do not contain untrue statements of material facts or omit to state material facts necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading.