Environmental Representation and Warranty Sample Clauses

Environmental Representation and Warranty. For the period of Seller’s ownership of the Assets, Seller represents and warrants to Buyer that to Seller’s Knowledge, Seller has not received a written notice of a material violation of an Environmental Law with respect to the Assets.
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Environmental Representation and Warranty. Laramie and Delta each make the following representation solely with regard to the Laramie Assets or Delta Assets, as applicable. Neither Laramie, with respect to the Laramie Assets, nor Delta, with respect to the Delta Assets, has entered into, and is not subject to, any agreement, consent, order, decree, judgment, license, permit condition or other directive of any Governmental Entity that (a) is in existence as of the date of this Agreement, (b) is based on any Environmental Laws that relate to the future use of any of the Assets and (c) requires any material change in the present conditions of any of the Assets. As of the date of this Agreement, neither Laramie nor Delta, as applicable, has received written notice from any person of any release, disposal, event, condition, circumstance, activity, practice or incident concerning any land, facility, asset or property included in the Assets that: (y) in any material respect interferes with or prevents compliance by Laramie or Delta, as applicable, with any Environmental Law or the terms of any license or permit issued pursuant thereto or (z) gives rise to or results in any common law or other liability of Laramie or Delta, as applicable, to any person that would be reasonably likely to have a Material Adverse Effect. To the Knowledge of Laramie or Delta, the Laramie Assets or the Delta Assets, as applicable, are in compliance with Environmental Laws in all material respects.
Environmental Representation and Warranty. (a) Except as described on Schedule 5.2(a), for the period of Seller’s ownership of the Subject Interests, Seller represents and warrants to Buyer that, to Seller’s Knowledge, (A) the Subject Interests have been operated in material compliance with all Environmental Laws; (B) Seller has not received a written notice of a material violation of an Environmental Law with respect to the Subject Interests; and (C) no notice or action alleging a material violation is pending or threatened against the Subject Interests.
Environmental Representation and Warranty. With respect to the Assets, Seller has not entered into, and is not subject to, any agreement, consent, order, decree, judgment, license, permit condition or other directive of any Governmental Entity that (i) is in existence as of the date of this Agreement, (ii) is based on any Environmental Laws that relate to the future use of any of the Assets and (iii) requires any change in the present conditions of any of the Assets. As of the date of this Agreement, Seller has not received written notice from any person, entity or Governmental Entity of any release, disposal, event, condition, circumstance, activity, practice or incident concerning any land, facility, asset or property included in the Assets that: (i) interferes with or prevents compliance by Seller with any Environmental Law or the terms of any license or permit issued pursuant thereto or
Environmental Representation and Warranty. Seller represents and warrants to Buyer that to Seller’s knowledge (i) the Assets have been operated in material compliance with all Environmental Laws, (ii) the Assets have been solely used for oil and gas operation and not used for generation, storage or disposal of hazardous substances; (iii) all permits necessary for the operation of the Assets in compliance with all Environmental Laws have been obtained and maintained; (iv) none of the Assets is identified in a notice nor is proposed to be identified, on any list of contaminated properties or other properties which pursuant to Environmental Laws are the subject of an investigation, cleanup, removal, remediation or other response action by any governmental authority; (v) the Assets are not subject to, or the subject of, any claim, complaint, order, notice of violation, citation, subpoena, request for information or other written notice or demand issued by a governmental authority concerning any of the Assets which remains unresolved as of the date hereof, alleging a violation of any Environmental Law relating to any of the Assets; (vi) the Assets are not subject to, or the subject of, a written claim or complaint from any person or governmental authority which is currently unresolved setting forth a cause of action for personal injury (including death) or property damage, natural resource damage, contribution or indemnity for response costs, civil or administrative penalties, criminal fines or penalties or declaratory or equitable relief arising under any Environmental Law.
Environmental Representation and Warranty. To Seller’s actual knowledge (i) the Assets have been operated in material compliance with all Environmental Laws, (ii) Seller has not received a written notice of a material violation of an Environmental Law with respect to the Assets, and (iii) Seller has Remediated any non-material violations for which it has received notice.
Environmental Representation and Warranty. Except as described on Schedule 4.1(u), Seller has not received any notices of violation of any Environmental Law that have not been resolved without further action required by Seller or obligation relating to the Purchased Assets.
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Environmental Representation and Warranty. Seller hereby represents and warrants to Buyer that, to best of its actual knowledge and belief, the Property has, during its ownership, been operated in compliance with all Federal or state laws and regulations concerning pollution/environmental hazards/contaminants, and that the Property is currently free of any such pollution/environmental hazards/contaminants.

Related to Environmental Representation and Warranty

  • Environmental Representations and Warranties Except as otherwise disclosed by that certain Phase I environmental report (or Phase II environmental report, if required) delivered to Lender by Borrower in connection with the origination of the Loan (such report is referred to below as the “Environmental Report”), (a) there are no Hazardous Substances or underground storage tanks, surface impoundments, landfills, or disposal areas in, on, or under the Property and no Hazardous Substances have been handled, manufactured, generated, stored, processed, or disposed of on or released or discharged from the Property, except those that are (i) in compliance with Environmental Laws and with permits issued pursuant thereto (to the extent such permits are required under Environmental Laws), (ii) de-minimis amounts necessary to operate the Property for the purposes set forth in this Agreement which will not result in an environmental condition in, on or under the Property and which are otherwise permitted under and used in compliance with Environmental Laws, and (iii) fully disclosed to Lender in writing prior to the execution of the Loan Documents; (b) there are no past, present or threatened Releases of Hazardous Substances in, on, under or from the Property which has not been fully remediated in accordance with Environmental Law; (c) there is no threat of any Release of Hazardous Substances migrating to the Property; (d) there is no past or present non-compliance with or liability under any Environmental Laws, or with permits issued pursuant thereto, in connection with the Property (or operations thereon) which has not been fully remediated or resolved in accordance with Environmental Law; (e) Borrower does not know of, and has not received, any written or oral notice or other communication from any Person (including a Governmental Authority) relating to the possible liability of any Person pursuant to any Environmental Law, any Hazardous Substances or other environmental conditions present at or otherwise involving the Property, any Hazardous Substances requiring Remediation under any Environmental Laws, or any actual or potential administrative or judicial proceedings in connection with any of the foregoing; (f) Borrower has truthfully and fully disclosed to Lender, in writing, any and all information relating to environmental conditions in, on, under or from the Property that is known to Borrower and has provided to Lender all information that is contained in Borrower’s files and records, including any reports relating to Hazardous Substances in, on, under or from the Property or the environmental condition of the Property; and (g) there are no Institutional Controls or Environmental Liens on or affecting the Property.

  • Additional Representation and Warranty The parties hereby warrant that neither party shall knowingly insert into any interface, other software, or other program provided by such party to the other hereunder, or accessible on the Electronic Services site or Trust’s web site(s), as the case may be, any “back door,” “time bomb,” “Trojan Horse,” “worm,” “drop dead device,” “virus” or other computer software code or routines or hardware components designed to disable, damage or impair the operation of any system, program or operation hereunder. For failure to comply with this warranty, the non-complying party shall immediately replace all copies of the affected work product, system or software. All costs incurred with replacement including, but not limited to, cost of media, shipping, deliveries and installation, shall be borne by such party.

  • Environmental Representations Except as disclosed on Schedule 6.17 to this Agreement:

  • Tenant Representation and Warranty Tenant hereby represents and warrants to Landlord that (i) neither Tenant nor any of its legal predecessors has been required by any prior landlord, lender or Governmental Authority at any time to take remedial action in connection with Hazardous Materials contaminating a property which contamination was permitted by Tenant of such predecessor or resulted from Tenant’s or such predecessor’s action or use of the property in question, and (ii) Tenant is not subject to any enforcement order issued by any Governmental Authority in connection with the use, storage, handling, treatment, generation, release or disposal of Hazardous Materials (including, without limitation, any order related to the failure to make a required reporting to any Governmental Authority). If Landlord determines that this representation and warranty was not true as of the date of this lease, Landlord shall have the right to terminate this Lease in Landlord’s sole and absolute discretion.

  • Additional Representations and Warranties The representations and warranties regarding creation, perfection and priority of security interests in the Receivables, which are attached to this Agreement as Exhibit C, are true and correct to the extent they are applicable.

  • Representation and Warranty The Executive hereby acknowledges and represents that he has had the opportunity to consult with legal counsel regarding his rights and obligations under this Agreement and that he fully understands the terms and conditions contained herein. Executive represents and warrants that Executive has provided the Company a true and correct copy of any agreements that purport: (a) to limit Executive’s right to be employed by the Company; (b) to prohibit Executive from engaging in any activities on behalf of the Company; or (c) to restrict Executive’s right to use or disclose any information while employed by the Company. Executive further represents and warrants that Executive will not use on the Company’s behalf any information, materials, data or documents belonging to a third party that are not generally available to the public, unless Executive has obtained written authorization to do so from the third party and provided such authorization to the Company. In the course of Executive’s employment with the Company, Executive is not to breach any obligation of confidentiality that Executive has with third parties, and Executive agrees to fulfill all such obligations during Executive’s employment with the Company. Executive further agrees not to disclose to the Company or use while working for the Company any trade secrets belonging to a third party.

  • Special Representations and Warranties Without in any way limiting the other representations and warranties set forth in this Agreement, and after reasonable investigation and inquiry, Borrower hereby specially represents and warrants to the best of Borrower’s knowledge as of the date of this Agreement as follows:

  • No Additional Representations and Warranties Except as otherwise expressly provided in this Article IV (as modified by the Company Schedules), the Company expressly disclaims any representations or warranties of any kind or nature, express or implied, including as to the condition, value or quality of the Company or the Company’s assets, and the Company specifically disclaims any representation or warranty with respect to merchantability, usage, suitability or fitness for any particular purpose with respect to the Company’s assets, or as to the workmanship thereof, or the absence of any defects therein, whether latent or patent, it being understood that such subject assets are being acquired “as is, where is” on the Closing Date, and in their present condition, and Acquiror and Merger Sub shall rely on their own examination and investigation thereof. None of the Company’s Affiliates or any of their respective directors, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to Acquiror or its Affiliates, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or its Affiliates.

  • Reciprocal Representations and Warranties The Seller/Servicer and Residential Funding each represents and warrants to the other that as of the date of this Contract:

  • General Representations and Warranties The Contractor represents, warrants and covenants that:

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