Environmental Remedies. At any time after the occurrence and during the continuance of an Event of Default under Grantor’s obligations contained in Section 1.9 hereof but without limiting any other rights of remedies of Beneficiary hereunder, under the Loan Documents or at law or in equity:
A. Beneficiary, acting by itself or through a court-appointed receiver, may enter upon, possess, manage, operate, dispose of, and contract to dispose of the Mortgaged Property or any part thereof; take custody of all accounts; negotiate with any Governmental Authority with respect to the Mortgaged Property’s compliance with Environmental Laws and any Remedial Action; take any action necessary to enforce compliance with Environmental Laws, including spending Rents to xxxxx the problem; make, terminate, enforce or modify Tenant Leases of the Mortgaged Property upon such terms and conditions as Beneficiary deems proper; contract for goods and services, hire agents, employees, and counsel, make repairs, alterations, and improvements to the Mortgaged Property necessary, in Beneficiary’s judgment, to protect the security hereof; and/or take any and all other actions which may be necessary or desirable to comply with Grantor’s Obligations hereunder and under the Documents.
B. With notice (or without notice in a case of emergency, or where the giving of notice is impracticable or where the Tenant or Grantor has abandoned the Mortgaged Property), and without releasing Grantor from any Obligation hereunder, to cure any default of Grantor and, in connection therewith, Beneficiary or its agents, acting by itself or through a court appointed receiver, may enter upon the Mortgaged Property or any part thereof and perform such acts and things as Beneficiary deems necessary or desirable to inspect, investigate, assess, and protect the security hereof, including of any of its other rights:
(i) to obtain a court order to enforce Beneficiary’s right to enter and inspect the Mortgaged Property, to which the decision of Beneficiary as to whether there exists a Release or threatened Release of Hazardous Materials onto the Mortgaged Property shall be deemed reasonable and conclusive as between the parties hereto, if made in reasonable and good faith; and
(ii) to have a receiver appointed to enforce Beneficiary’s right to enter and inspect the Mortgaged Property for Hazardous Materials.
C. All reasonable costs and expenses reasonably incurred by Beneficiary with respect to the audits, tests, inspections, and examinat...
Environmental Remedies. The Investor shall not be entitled to indemnification for a breach of Section 3.20 if the condition, event or circumstance that gave rise to such breach was discovered as a result of a Phase II or other intrusive environmental sampling, testing or investigation (collectively, "Environmental Tests") at any of the facilities of the Business that are transferred to CNCO except for Environmental Tests undertaken (i) to respond to, investigate, or otherwise remediate environmental conditions that could reasonably be expected to create an imminent and substantial endangerment to the health, safety and welfare of the employees of CNCO, the public or the environment; (ii) in response to an inquiry, request, claim or demand by a governmental entity or (iii) in connection with a possible sale of all or part of CNCO or its assets. For purposes of this Section 11.5, the Business shall include the Relinquished Property.
Environmental Remedies. Without limiting the generality of Section 8(f), above, Buyer understands and agrees that its right to indemnification under Section 8(b) for breach of the representations and warranties contained in Section 4(q) hereof shall constitute its sole and exclusive remedy against Seller with respect to any environmental, health, or safety matter relating to the past, current, or future facilities, properties, or operations of IBEX and its predecessors or Affiliates, including any such matter arising under any Environmental Requirements.
Environmental Remedies. Without limiting the generality of Section 8(g), above, the Buyer understands and agrees that its right to indemnification under Section 8(c) for breach of the representations and warranties contained in Section 3(q) shall constitute its sole and exclusive remedy against the Solo Parties with respect to any environmental, health, or safety matter relating to the past, current or future facilities, properties or operations of the Division, the Division Subsidiaries, and all of their respective predecessors or Affiliates, including without limitation any such matter arising under any Environmental, Health, and Safety Requirements. Aside from such right to indemnification, the Buyer hereby waives any right, whether arising at law or in equity, to seek contribution, cost recovery, damages, or any other recourse or remedy from the Solo Parties, and hereby releases the Solo Parties from any claim, demand or liability, with respect to any such environmental, health, or safety matter (including without limitation any arising under any Environmental, Health, and Safety Requirements and including without limitation any arising under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), any analogous state law, or the common law.
Environmental Remedies. 38 ARTICLE XII MISCELLANEOUS
Environmental Remedies. Notwithstanding the foregoing or anything to the contrary in this Agreement, Buyer and its successors and assigns understand and agree that the indemnification obligations of Seller under this Sections 9.2 shall constitute the sole and exclusive remedy of Buyer Indemnitees with respect to any matters or claims arising under Environmental Laws, and Buyer and its successors and assigns hereby waive, and unconditionally release Seller from, any rights and remedies that Buyer and its successors and assigns may otherwise have against Seller under any Environmental Law, including, without limitation, any claims for contribution under CERCLA or common law.
Environmental Remedies. Without limiting the generality of (f) above, Buyer understands and agrees that its right to indemnification under Section 7(b) for breach of the representations and warranties contained in Section 4(q) hereof shall constitute its sole and exclusive remedy (except in the case of fraud) against Seller with respect to any environmental, health or safety matter relating to the past, current or future facilities, properties or operations of Seller and all of its predecessors or Affiliates, including any such matter arising under any Environmental, Health and Safety Requirements. Aside from such right to indemnification (and except in the case of fraud), Buyer hereby waives any right, whether arising at Law or in equity, to seek contribution, cost recovery, damages or any other recourse or remedy from Seller, and hereby releases Seller from any claim, demand or liability, with respect to any such environmental, health or safety matter (including without limitation any arising under any Environmental, Health and Safety Requirements and including any arising under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), any analogous state Law or the common law). Except as set forth above, Buyer hereby unconditionally agrees to indemnify, defend and hold harmless Seller from any and all liability, loss, cost or expense with respect to any such environmental, health or safety matter (including any arising under any Environmental, Health and Safety Requirements and including CERCLA, any analogous state Law and the common law).
Environmental Remedies. Notwithstanding the foregoing or anything to the contrary in this Agreement, Buyer and its successors and assigns understand and agree that the indemnification obligations of Atmel under this Section 16.3 shall constitute the sole and exclusive remedy of Buyer Indemnitees with respect to any matters or claims arising under Environmental Laws, and Buyer hereby waives, and shall cause its Affiliates and its or their respective successors and assigns waive, and unconditionally release or shall cause the unconditional release of Atmel from, any rights and remedies that Buyer, its Affiliates and its or their respective successors and assigns otherwise may have against Atmel or its Affiliates under any Environmental Law, including, without limitation, any claims for contribution under applicable Law.
Environmental Remedies. The Borrower agrees that it will clean-up, remedy and/or take such other action, and will cause its Subsidiaries to clean-up, remedy and/or take such other action, as may be required by Environmental Laws, with respect to any Release of Contaminant (other than Releases which are of an immaterial nature) from any of their properties or caused by it or them with due diligence and will comply with, and will cause its Subsidiaries to comply with, any orders issued by any Governmental Authority with respect to the Natural Environment.
Environmental Remedies. Without limiting the generality of Section 8.07, Purchaser understands and agrees that its right to indemnification under Article VIII for breach of the representations and warranties contained in this Agreement shall constitute its sole and exclusive remedy against Seller and its Affiliates with respect to any environmental, health, or safety matters relating to the past, current, or future facilities, properties, or operations associated with the Company, including without limitation any such matter arising under the Comprehensive Environmental Response, Compensation, and Liability Act, any other Environmental Laws or the common law (collectively “Environmental, Health and Safety Matters”). Subject to Section 8.07, aside from such right to indemnification, Purchaser hereby waives any right, whether arising at law or in equity, to seek contribution, cost recovery, damages, or any other recourse or remedy from Seller or any of its Affiliates, and hereby releases Seller any each of its Affiliates from any claim, demand, or liability, with respect to any Environmental, Health, or Safety Matters.
