Common use of Environmental Release Clause in Contracts

Environmental Release. Buyer and its Affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9), and all rights or remedies which Buyer and its Affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9). FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9), BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, BUYER AND ITS AFFILIATES WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9).

Environmental Release. From and after Closing, Buyer and its Affiliates affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)5 herein, and all rights or remedies which Buyer and its Affiliates affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)5 herein. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)5 HEREIN, BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, BUYER AND ITS AFFILIATES WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)5 HEREIN.

Environmental Release. From and after Closing, Buyer and its Affiliates shall --------------------- have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets Environmental Liabilities or any Environmental Matters under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Law, and all rights or remedies which Buyer and its Affiliates may have at or under any law Law with respect to any environmental liabilities Environmental Liabilities or Environmental Matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING BUYER HEREBY AGREES, WARRANTS AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9), BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT COVENANTS TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES ALL SELLER INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSMATTERS. FROM AND AFTER CLOSING, BUYER, THE COMPANY AND ALL OTHER BUYER AND ITS AFFILIATES INDEMNIFIED PARTIES WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST THE SELLER OR ANY SELLER OR ITS AFFILIATES INDEMNIFIED PARTY UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)MATTERS.

Environmental Release. From and after Closing, Buyer and its Affiliates affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Articles 5 and 14 herein, and all rights or remedies which Buyer and its Affiliates affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Articles 5 and 14 herein. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)ARTICLES 5 AND 14 HEREIN, BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, BUYER AND ITS AFFILIATES WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)ARTICLES 5 AND 14 HEREIN.

Environmental Release. Buyer and its Affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9a) PURCHASER AND PURCHASER’S AFFILIATES FURTHER COVENANT AND AGREE NOT TO XXX SELLER AND THE SELLER PARTIES AND RELEASE SELLER AND THE SELLER PARTIES OF AND FROM AND WAIVE ANY CLAIM OR CAUSE OF ACTION, INCLUDING ANY STRICT LIABILITY CLAIM OR CAUSE OF ACTION, THAT PURCHASER OR PURCHASER’S AFFILIATES MAY HAVE AGAINST SELLER OR THE SELLER PARTIES UNDER ANY HAZARDOUS SUBSTANCES LAWS, NOW EXISTING OR HEREAFTER ENACTED OR PROMULGATED, RELATING TO ENVIRONMENTAL MATTERS OR ENVIRONMENTAL CONDITIONS IN, ON, UNDER, ABOUT OR MIGRATING FROM OR ONTO THE PROPERTY, INCLUDING CERCLA (DEFINED BELOW) AND RCRA (DEFINED BELOW), and all rights or remedies which Buyer and its Affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9). OR BY VIRTUE OF ANY COMMON LAW RIGHT, NOW EXISTING OR HEREAFTER CREATED, RELATED TO ENVIRONMENTAL CONDITIONS OR HAZARDOUS SUBSTANCES IN, ON, UNDER, ABOUT OR MIGRATING FROM AND AFTER OR ONTO THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES PROPERTY, UNLESS SPECIFICALLY PROVIDED SET FORTH IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9), BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO THIS AGREEMENT OR IN ANY WAY ARISE OUT DOCUMENTS DELIVERED AT CLOSING. THE TERMS AND CONDITIONS OF ENVIRONMENTAL LIABILITIES THIS SECTION WILL EXPRESSLY SURVIVE THE TERMINATION OF THIS AGREEMENT OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, BUYER AS THE CASE MAY BE, AND ITS AFFILIATES WARRANTWILL NOT MERGE WITH THE DEEDS. (b) As used in this Agreement, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS“Hazardous Substances” shall mean and include, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN but shall not be limited to any petroleum product and all hazardous or toxic substances, wastes or substances, any substances which because of their quantitated concentration, chemical, or active, flammable, explosive, infectious or other characteristics, constitute or may reasonably be expected to constitute or contribute to a danger or hazard to public health, safety or welfare or to the environment, including, without limitation, any hazardous or toxic waste or substances which are included under or regulated by any environmental laws, regulations and ordinances, whether federal, state or local and whether now existing or hereafter enacted or promulgated, as such laws may be amended from time to time, including, without limitation the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9commonly known as “CERCLA”), as amended, the Superfund Amendments and Reauthorization Act (commonly known as “XXXX”), the Resource Conservation and Recovery Act (commonly known as “RCRA”), the Toxic Substance Control Act, the Hazardous Substances Transportation Act, the Clean Water Act, the Safe Drinking Water Act, the Clean Air Act, or any other federal, state or local legislation or ordinances applicable to the Land and Improvements (collectively, “Hazardous Substances Laws”).

Environmental Release. From and after Closing, the Buyer and its Affiliates Indemnified Parties shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets Environmental Liabilities or any Environmental Matters under this Agreement or at law Law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Sections 6.6 and 13.2, and all rights or remedies which any Buyer and its Affiliates Indemnified Party may have at or under any law Law with respect to any environmental liabilities Environmental Liabilities or Environmental Matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS EXPRESS OBLIGATIONS OF BUYER UNDER SECTIONS 6.6 AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)13.2, BUYER AND ITS AFFILIATES ALL BUYER INDEMNIFIED PARTIES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES ALL SELLER INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSMATTERS. FROM AND AFTER CLOSING, BUYER, THE COMPANY AND ALL OTHER BUYER AND ITS AFFILIATES INDEMNIFIED PARTIES WARRANT, AGREE AND COVENANT NOT TO XXX OR SUE XX INSTITUTE ARBITRATION AGAINST THE SELLER OR ANY SELLER OR ITS AFFILIATES INDEMNIFIED PARTY UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9).BE

Environmental Release. From and after Closing and except for the rights and remedies expressly provided in Section 15.2 with respect to any Seller Environmental Obligations, the Buyer and its Affiliates Indemnified Persons shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets Environmental Liabilities or any Environmental Matters under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Law, and all rights or remedies which any Buyer and its Affiliates Indemnified Person may have at or under any law Law with respect to any environmental liabilities Environmental Liabilities or Environmental Matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING AND EXCEPT FOR CLOSING, BUT WITHOUT LIMITING OR RELEASING ANY OF THE RIGHTS AND REMEDIES SPECIFICALLY EXPRESSLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY SECTION 15.2 WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)SELLER ENVIRONMENTAL OBLIGATIONS, BUYER AND ITS AFFILIATES ALL BUYER INDEMNIFIED PERSONS DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES ALL SELLER INDEMNIFIED PERSONS FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, COMMON OR COMMON CIVIL LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSMATTERS. FROM AND AFTER CLOSINGCLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES EXPRESSLY PROVIDED IN SECTION 15.2 WITH RESPECT TO ANY SELLER ENVIRONMENTAL OBLIGATIONS, BUYER, THE COMPANY AND ALL OTHER BUYER AND ITS AFFILIATES INDEMNIFIED PERSONS WARRANT, AGREE AND COVENANT NOT TO XXX OR SUE XX INSTITUTE ARBITRATION AGAINST THE SELLER OR ANY SELLER OR ITS AFFILIATES INDEMNIFIED PERSON UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)MATTERS.

Environmental Release. From and after Closing, the Buyer and its Affiliates Indemnified Persons shall have no rights to recovery or indemnification for environmental liabilities Environmental Liabilities or any Environmental Matters relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Law, and all rights or remedies which any Buyer and its Affiliates Indemnified Person may have at or under any law Law with respect to any environmental liabilities Environmental Liabilities or Environmental Matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)CLOSING, ALL BUYER AND ITS AFFILIATES INDEMNIFIED PERSONS DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH ALL SELLER AND ITS AFFILIATES INDEMNIFIED PERSONS FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, ALL BUYER AND ITS AFFILIATES INDEMNIFIED PERSONS WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES INDEMNIFIED PERSON UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9).

Environmental Release. Buyer and its Affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)a) PURCHASER AND PURCHASER PARTIES ACKNOWLEDGE THAT THEY WILL HAVE THE OPPORTUNITY TO INSPECT THE PROPERTY, and all rights or remedies which Buyer and its Affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9). FROM OBSERVE ITS PHYSICAL CHARACTERISTICS AND AFTER EXISTING CONDITIONS AND TO CONDUCT SUCH INVESTIGATION AND STUDY ON AND OF THE CLOSING PROPERTY, THE LAND AND THE IMPROVEMENTS AND ADJACENT AREAS AS PURCHASER DEEMS NECESSARY, AND SUBJECT TO THE TERMS OF THIS AGREEMENT AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V AS SET FORTH HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9), BUYER AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE CLOSING DOCUMENTS, FURTHER COVENANT AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSING, BUYER AND ITS AFFILIATES WARRANT, AGREE AND COVENANT NOT TO XXX SELLER AND THE SELLER PARTIES AND FOREVER RELEASE AND DISCHARGE SELLER AND THE SELLER PARTIES OF AND FROM AND WAIVE ANY CLAIM OR INSTITUTE ARBITRATION CAUSE OF ACTION, INCLUDING ANY STRICT LIABILITY CLAIM OR CAUSE OF ACTION, THAT PURCHASER OR PURCHASER PARTIES MAY HAVE AGAINST ANY SELLER OR ITS AFFILIATES UPON THE SELLER PARTIES UNDER ANY CLAIM FOR INDEMNITY HAZARDOUS SUBSTANCES LAWS, NOW EXISTING OR HEREAFTER ENACTED OR PROMULGATED, RELATING TO ENVIRONMENTAL MATTERS OR ENVIRONMENTAL CONDITIONS IN, ON, UNDER, ABOUT OR MIGRATING FROM OR ONTO THE PROPERTY, INCLUDING CERCLA AND CONTRIBUTION RCRA, OR BY VIRTUE OF ANY COMMON LAW RIGHT, NOW EXISTING OR HEREAFTER CREATED, RELATED TO ENVIRONMENTAL CONDITIONS OR HAZARDOUS SUBSTANCES IN, ON, UNDER, ABOUT OR MIGRATING FROM OR ONTO THE PROPERTY. PURCHASER FURTHER HEREBY ASSUMES THE RISK OF CHANGES IN APPLICABLE LAWS AND REGULATIONS RELATING TO PAST, PRESENT AND FUTURE ENVIRONMENTAL CONDITIONS ON THE LAND OR THE IMPROVEMENTS AND THE RISK THAT ADVERSE PHYSICAL CHARACTERISTICS AND CONDITIONS, INCLUDING, WITHOUT LIMITATION, THE PRESENCE OF HAZARDOUS SUBSTANCES OR OTHER CONTAMINANTS, MAY NOT 29 DOCSBHM\2172820\7 NAI-1502721402v4 HAVE BEEN ASSERTED REVEALED BY ITS INVESTIGATION. THE TERMS AND CONDITIONS OF THIS SECTION WILL EXPRESSLY SURVIVE THE TERMINATION OF THIS AGREEMENT OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSCLOSING, EXCEPT FOR AS THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN CASE MAY BE, AND WILL NOT MERGE WITH THE DEED. (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9b) As used in this Agreement, “Hazardous Substances” shall mean and include, but shall not be limited to, any petroleum product and all hazardous or toxic substances, wastes or substances, any substances which because of their quantitated concentration, chemical, or active, flammable, explosive, infectious or other characteristics, constitute or may reasonably be expected to constitute or contribute to a danger or hazard to public health, safety or welfare or to the environment, including, without limitation, any hazardous or toxic waste or substances which are included under or regulated by any environmental laws, regulations and ordinances, whether federal, state or local and whether now existing or hereafter enacted or promulgated, as such laws may be amended from time to time, including, without limitation the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (commonly known as “CERCLA”), as amended, the Superfund Amendments and Reauthorization Act (commonly known as “XXXX”), the Resource Conservation and Recovery Act (commonly known as “RCRA”), the Toxic Substance Control Act, the Hazardous Substances Transportation Act, the Clean Water Act, the Safe Drinking Water Act, the Clean Air Act, or any other federal, state or local legislation or ordinances applicable to the Property (collectively, “Hazardous Substances Laws”).

Environmental Release. Buyer From and its Affiliates after the Closing and except for Lessor's indemnity obligations under clause (a) of Section 17.1 and Lessor's indemnity obligations under clause (b) of Section 17.1 with respect to Sections 7.3(b), 7.10 or 7.11, the Lessee Indemnitees shall have no rights to recovery or indemnification for Environmental Claims or any environmental liabilities matters under this Lease or Law (including any Environmental Law) relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Assets, and all rights or remedies which Buyer and its Affiliates any Lessee Indemnitee may have at or under Law (including any law Environmental Law) with respect to any Environmental Claims or environmental liabilities matters relating to the Assets are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN CLOSING, BUT WITHOUT LIMITING OR ARTICLE VIII HEREIN RELEASING LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (SOLELY a) OF SECTION 17.1 OR LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (b) OF SECTION 17.1 WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9SECTIONS 7.3(b), BUYER 7.10 OR 7.11, LESSEE FOR ITSELF AND ITS AFFILIATES DO ALL OTHER LESSEE INDEMNITEES DOES HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER LESSOR AND ITS AFFILIATES ALL LESSOR INDEMNITEES FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, COMMON OR COMMON CIVIL LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES CLAIMS OR OTHER ENVIRONMENTAL MATTERS COSTS OF COMPLIANCE RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSINGCLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES EXPRESSLY PROVIDED UNDER CLAUSE (a) OF SECTION 17.1 OR LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (b) OF SECTION 17.1 WITH RESPECT TO SECTIONS 7.3(b), BUYER 7.10 OR 7.11, LESSEE FOR ITSELF AND ITS AFFILIATES WARRANTALL OTHER LESSEE INDEMNITEES WARRANTS, AGREE AGREES AND COVENANT COVENANTS NOT TO XXX SUE OR INSTITUTE ARBITRATION AGAINST LESSOR OR ANY SELLER LESSOR INDEMNITEEX XPON ANY CLAIM, DEMAND OR ITS AFFILIATES UPON ANY CLAIM CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE CLAIMS COSTS OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)COMPLIANCE.

Environmental Release. Buyer and its Affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9), and all rights or remedies which Buyer and its Affiliates may have at or under any law with respect to any environmental liabilities are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9). FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR SELLER’S REPRESENTATION AND WARRANTY SET FORTH IN SECTION 3.9)5.6 ABOVE, BUYER PURCHASER, FOR ITSELF AND ITS AFFILIATES DO HEREBY AGREEFOR ANY ENTITY AFFILIATED WITH PURCHASER, WARRANT WAIVES AND COVENANT RELEASES SELLER FROM AND AGAINST ANY LIABILITY OR CLAIM RELATED TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS FOR CONTRIBUTION AND INDEMNITY THE PROPERTY ARISING UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT OF 1980, THE SUPERFUND AMENDMENTS AND REAUTHORIZATION ACT OF 1986, THE RESOURCE CONSERVATION AND RECOVERY ACT, AND THE TOXIC SUBSTANCE CONTROL ACT, ALL AS AMENDED, OR COMMON ANY OTHER CAUSE OF ACTION BASED ON ANY OTHER STATE, LOCAL OR FEDERAL ENVIRONMENTAL LAW, WHICH COULD BE ASSERTED NOW RULE OR REGULATION, PROVIDED HOWEVER, THE FOREGOING RELEASE SHALL NOT OPERATE TO RELEASE ANY CLAIM BY PURCHASER AGAINST ANY PERSON OR ENTITY OTHER THAN SELLER OR ANY ENTITY THAT IS AN AFFILIATE OF SELLER; FURTHER, THE FOREGOING RELEASE SHALL NOT OPERATE TO RELEASE (I) ANY CLAIM BY PURCHASER AGAINST SELLER ARISING OUT OF OR RELATING TO A BREACH BY SELLER OF ANY OF ITS REPRESENTATIONS AND WARRANTIES IN THE FUTURE AND THAT RELATE TO THIS AGREEMENT OR IN ANY WAY ARISE CLOSING DOCUMENTS; OR (II) ANY CLAIM AGAINST SELLER FOR CONTRIBUTION OR INDEMNITY ARISING OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO A CLAIM OR CAUSE OF ACTION ASSERTED AGAINST PURCHASER BY A THIRD PARTY OR GOVERNMENTAL AGENCY ARISING OUT OF AN ENVIRONMENTAL CONDITION AT THE PURCHASED ASSETSPROPERTY. FROM AND AFTER CLOSING, BUYER AND ITS AFFILIATES WARRANT, AGREE AND COVENANT NOT TO XXX THE PROVISIONS OF THIS PARAGRAPH SHALL SURVIVE THE CLOSING OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE EARLIER TERMINATION OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)THIS AGREEMENT.

Environmental Release. Buyer From and its Affiliates after Closing but subject to EECI's indemnity obligations under Section 15.2 as long as such indemnity survives with respect to any Environmental Liability, the MLP Indemnified Persons shall have no rights to recovery or indemnification for Environmental Liabilities or any environmental liabilities relating to the Purchased Assets matters under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein Law (solely with respect to including any breach by Sellers of their representation in Section 3.9Environmental Law), and all rights or remedies which Buyer and its Affiliates any MLP Indemnified Person may have at or under Law (including any law Environmental Law) with respect to any Environmental Liabilities or environmental liabilities matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING CLOSING, BUT WITHOUT LIMITING OR RELEASING EECI'S INDEMNITY OBLIGATIONS UNDER SECTION 15.2, MLP AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9), BUYER AND ITS AFFILIATES ALL MLP INDEMNIFIED PERSONS DO HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER EECI AND ITS AFFILIATES ALL EECI INDEMNIFIED PERSONS FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, COMMON OR COMMON CIVIL LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSMATTERS. FROM AND AFTER CLOSINGCLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES IN CONNECTION WITH EECI'S INDEMNITY OBLIGATIONS UNDER SECTION 15.2, BUYER MLP, EACH OF THE COMPANY GROUP AND ITS AFFILIATES ALL OTHER MLP INDEMNIFIED PERSONS WARRANT, AGREE AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST EECI OR ANY SELLER OR ITS AFFILIATES EECI INDEMNIFIED PERSON UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)MATTERS.

Environmental Release. Buyer From and its Affiliates after the Closing and except for Lessor's indemnity obligations under clause (a) of Section 17.1, the Lessee Indemnitees shall have no rights to recovery or indemnification for Environmental Claims or any environmental liabilities matters under this Lease or Law (including any Environmental Law) relating to the Purchased Assets under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)Assets, and all rights or remedies which Buyer and its Affiliates any Lessee Indemnitee may have at or under Law (including any law Environmental Law) with respect to any Environmental Claims or environmental liabilities matters relating to the Assets are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN CLOSING, BUT WITHOUT LIMITING OR ARTICLE VIII HEREIN RELEASING LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (SOLELY a) OF SECTION 17.1 OR LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (b) OF SECTION 17.1 WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9SECTIONS 7.3(b), BUYER 7.10 OR 7.11, LESSEE FOR ITSELF AND ITS AFFILIATES DO ALL OTHER LESSEE INDEMNITEES DOES HEREBY AGREE, WARRANT AND COVENANT TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER LESSOR AND ITS AFFILIATES ALL LESSOR INDEMNITEES FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, COMMON OR COMMON CIVIL LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES CLAIMS OR OTHER ENVIRONMENTAL MATTERS COSTS OF COMPLIANCE RELATING TO THE PURCHASED ASSETS. FROM AND AFTER CLOSINGCLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES EXPRESSLY PROVIDED UNDER CLAUSE (a) OF SECTION 17.1 OR LESSOR'S INDEMNITY OBLIGATIONS UNDER CLAUSE (b) OF SECTION 17.1 WITH RESPECT TO SECTIONS 7.3(b), BUYER 7.10 OR 7.11, LESSEE FOR ITSELF AND ITS AFFILIATES WARRANTALL OTHER LESSEE INDEMNITEES WARRANTS, AGREE AGREES AND COVENANT COVENANTS NOT TO XXX SUE OR INSTITUTE ARBITRATION AGAINST LESSOR OR ANY SELLER LESSOR INDEMNITEEX XPON ANY CLAIM, DEMAND OR ITS AFFILIATES UPON ANY CLAIM CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE CLAIMS COSTS OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)COMPLIANCE.

Environmental Release. Except for an Offsite Environmental Matter, from and after Closing, Buyer and its Affiliates shall have no rights to recovery or indemnification for environmental liabilities relating to the Purchased Assets Environmental Liabilities or any Environmental Matters under this Agreement or at law other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)law, and all rights or remedies which Buyer and its Affiliates may have at or under any law with respect to any environmental liabilities Environmental Liabilities or Environmental Matters are expressly waived other than the rights and remedies specifically provided in Article V herein or Article VIII herein (solely with respect to any breach by Sellers of their representation in Section 3.9)waived. EXCEPT FOR AN OFFSITE ENVIRONMENTAL MATTER, FROM AND AFTER THE CLOSING AND EXCEPT FOR THE RIGHTS AND REMEDIES SPECIFICALLY PROVIDED IN ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)CLOSING, BUYER HEREBY AGREES, WARRANTS AND ITS AFFILIATES DO HEREBY AGREE, WARRANT AND COVENANT CONVENANTS TO RELEASE, ACQUIT AND FOREVER DISCHARGE EACH SELLER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE, INCLUDING INCLUDING, WITHOUT LIMITATION LIMITATION, ALL CLAIMS CLAIMS, DEMANDS AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE, INCLUDING THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES LIABILTIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETSMATTERS. EXCEPT FOR AN OFFSITE ENVIRONMENTAL MATTER, FROM AND AFTER CLOSING, BUYER WARRANTS, AGREES AND ITS AFFILIATES WARRANT, AGREE AND COVENANT COVENANTS NOT TO XXX OR INSTITUTE ARBITRATION AGAINST ANY SELLER OR ITS AFFILIATES UPON ANY CLAIM CLAIM, DEMAND OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY ENVIRONMENTAL LIABILITIES OR OTHER ENVIRONMENTAL MATTERS RELATING TO THE PURCHASED ASSETS, EXCEPT FOR THE PURPOSE OF ENFORCING ARTICLE V HEREIN OR ARTICLE VIII HEREIN (SOLELY WITH RESPECT TO ANY BREACH BY SELLERS OF THEIR REPRESENTATION IN SECTION 3.9)MATTERS.