Common use of Environmental Review and Investigation Clause in Contracts

Environmental Review and Investigation. Borrower agrees that Administrative Agent may, from time to time and in its reasonable discretion, (i) retain, at Borrower's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expense; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereon. For purposes of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, hereby grants to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower with the understanding that Borrower acknowledges and agrees that (1) it will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrower's use of or reliance on such report, (2) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3) by delivering such report to Borrower, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower Company agrees that Administrative Agent may, from time to time and in its reasonable discretion, (i) retain, at BorrowerCompany's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Company and (ii) in the event (a) Administrative Agent reasonably believes that Company has breached any representation, warranty or covenant contained in subsection 5.6, 5.13, 6.6 or 6.7 or that there has been a material violation of Environmental Laws at any Facility or by Company or any of its Restricted Subsidiaries at any other location or (b) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 has occurred and is continuing, or (b) subject to the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8terms of any applicable lease, conduct its own investigation of reasonable scope and at reasonable expenseany Facility; provided that, Borrower in the case of any Facility no longer owned, leased, operated or used by Company or any of its Restricted Subsidiaries, Company shall only be obligated to use commercially reasonable its best efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonFacility. For purposes of conducting such a review and/or investigation, Borrower, subject to the extent that it has the power and authority to do soterms of any applicable lease, Company hereby grants to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Company or any of its Restricted Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Company and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Company and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower Company with the understanding that Borrower Company acknowledges and agrees that (1x) it will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to BorrowerCompany's use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerCompany, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. The Borrower agrees that the Administrative Agent may, from time following the occurrence of any event or the discovery of any condition that the Administrative Agent or the Majority Lenders reasonably believes has caused (or could reasonably be expected to time cause) the representations and warranties set forth in its reasonable discretionSection 4.14 to be untrue in any ------------ material respect, (i) retain, at the Borrower's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials in respect of any Facility prepared by or for the Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expense; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is and as to the basis of such Event of Default or such acceleration of compliance by the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) Subsidiaries with the representations and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonwarranties set forth in Section 4.14. For purposes ------------ of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, Borrower hereby grants to the Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently portion of any Facility then owned, leased, operated or used by the Borrower or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any portion of any Facility shall be conducted, unless otherwise agreed to by the Borrower and the Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such portion of any Facility or to cause any damage or loss to any property at such portion of the applicable Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. The Borrower and the Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of the Administrative Agent pursuant to this subsection 6.7A Section 5.9. will be obtained and shall be used by the Administrative Agent ------------ and the Lenders for the purposes of the Lenders' internal credit decisions, to monitor and police the Loans and to protect the Lenders' security interests, if any, interests created by the Loan Collateral Documents. The Administrative Agent agrees to deliver a copy of any such report to the Borrower with the understanding that the Borrower acknowledges and agrees that (1x) it will indemnify and hold harmless the Administrative Agent and each Lender from any costs, losses or liabilities relating to the Borrower's use of or reliance on such report, (2y) neither the Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to the Borrower, neither the Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower agrees Credit Agreement Parties agree that Administrative Agent may, from (i) at any time to time and a fact, event or condition arises that, in its Administrative Agent's reasonable discretion, (i) Administrative Agent determines could give rise to environmental liabilities at any Facility that would reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, retain, at Borrower's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials at such Facility prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of Administrative Agent reasonably believes that any Credit Agreement Party has breached any representation, warranty or covenant contained in subsection 5.6 (as such subsection pertains to the extent relating to Environmental Laws or Environmental Claimsenvironmental matters), 5.13, 6.6 (as such subsection pertains to the extent resulting from noncompliance with Environmental Lawsenvironmental matters) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically that there has been a material violation of Environmental Laws at any Facility or by declaration) have become immediately due and payable pursuant to Section 8Holdings or any of its Subsidiaries at any other location, conduct its own investigation of reasonable scope such breach or violation or (b) an Event of Default has occurred and at reasonable expense; provided thatis continuing and the repayment of any amount due hereunder has been accelerated, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an its own investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonFacility. For purposes of conducting such a review and/or investigationan investigation pursuant to clause (ii) of the preceding sentence, Borrower, to the extent that it has the power and authority to do so, Credit Agreement Parties hereby grants grant to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Holdings or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewiththerewith (to the extent, at any Facility leased by Holdings or any of its Subsidiaries, such actions are permitted by the owner of such Facility). Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Holdings and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Each Credit Agreement Party and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower Holdings with the understanding that Borrower acknowledges Credit Agreement Parties acknowledge and agrees agree that (1x) it they will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrowerany Credit Agreement Party's use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerHoldings, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower agrees Credit Agreement Parties agree that Administrative Agent may, from (i) at any time to time and a fact, event or condition arises that, in its Administrative Agent's reasonable discretion, (i) Administrative Agent determines could give rise to environmental liabilities at any Facility that would reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, retain, at Borrower's reasonable Borrowers' expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials at such Facility prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Borrowers and (ii) in the event (a) an Event of Default occurs as a result of a breach of Administrative Agent reasonably believes that any Credit Agreement Party has breached any representation, warranty or covenant contained in subsection 5.6 (as such subsection pertains to the extent relating to Environmental Laws or Environmental Claimsenvironmental matters), 5.13, 6.6 (as such subsection pertains to the extent resulting from noncompliance with Environmental Lawsenvironmental matters) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically that there has been a material violation of Environmental Laws at any Facility or by declaration) have become immediately due and payable pursuant to Section 8Holdings or any of its Subsidiaries at any other location, conduct its own investigation of reasonable scope such breach or violation or (b) an Event of Default has occurred and at reasonable expense; provided thatis continuing and the repayment of any amount due hereunder has been accelerated, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an its own investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonFacility. For purposes of conducting such a review and/or investigationan investigation pursuant to clause (ii) of the preceding sentence, Borrower, to the extent that it has the power and authority to do so, Credit Agreement Parties hereby grants grant to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Holdings or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewiththerewith (to the extent, at any Facility leased by Holdings or any of its Subsidiaries, such actions are permitted by the owner of such Facility). Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Holdings and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Each Credit Agreement Party and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower Holdings with the understanding that Borrower acknowledges Credit Agreement Parties acknowledge and agrees agree that (1x) it they will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrowerany Credit Agreement Party's use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerHoldings, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower Each Loan Party agrees that Administrative Agent may, from time to time and in its reasonable discretion, (i) retain, at Borrower's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower any Loan Party and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expense; provided that, Borrower the Loan Parties shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower any Loan Party (but not owned, leased, or operated by Borrowerany Loan Party) and with respect to which Borrower such Loan Party has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereon. For purposes of conducting such a review and/or investigation, Borrowereach Loan Party, to the extent that it has the power and authority to do so, hereby grants to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower such Loan Party or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Each Loan Party and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower with the understanding that Borrower each Loan Party acknowledges and agrees that (1) it will indemnify and hold harmless Administrative each Agent and each Lender from any costs, losses or liabilities relating to Borrower's use of or reliance on such report, (2) neither Administrative any Agent nor any Lender makes any representation or warranty with respect to such report, and (3) by delivering such report to Borrower, neither Administrative any Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower Each Loan Party agrees that Administrative Agent may, from time to time and in its reasonable discretion, (i) retain, at Borrower's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower any Loan Party and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expense; provided that, Borrower the Loan Parties shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower a Loan Party (but not owned, leased, or operated by Borrowerany Loan Party) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereon. For purposes of conducting such a review and/or investigation, Borrowereach Loan Party, to the extent that it has the power and authority to do so, hereby grants to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower such Loan Party or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Each Loan Party and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower with the understanding that Borrower each Loan Party acknowledges and agrees that (1) it will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrower's use of or reliance on such report, (2) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3) by delivering such report to Borrower, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.,

Environmental Review and Investigation. Borrower Company agrees that Administrative Agent Agents may, from time to time and in its their reasonable discretion, (i) retain, at BorrowerCompany's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Company and (ii) in the event (a) an Event of Default occurs as a result of a breach of Agent reasonably believes that Company has breached any representation, warranty or covenant contained in subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims)5.6, 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuingor that there has been a material violation of Environmental Laws at any Facility or by Company or any of its Subsidiaries at any other location, or (b) the Loans an Event of Default has occurred and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8is continuing, conduct its own investigation of reasonable scope and at reasonable expenseany Facility; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation in the case of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower Company or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect Company shall only be obligated to which Borrower has no right or authority use its best efforts to permit Administrative Agent's obtain permission for Agents' professional consultant to conduct an investigation thereonof such Facility. For purposes of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, Company hereby grants to Administrative Agent Agents and its their respective agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Company or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Company and Administrative AgentAgents, during normal business hours and, to the extent 93 102 reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Company and Administrative Agent Agents hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent Agents pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent Agents and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees Agents agree to deliver a copy of any such report to Borrower Company with the understanding that Borrower Company acknowledges and agrees that (1x) it will indemnify and hold harmless Administrative each Agent and each Lender from any costs, losses or liabilities relating to BorrowerCompany's use of or reliance on such report, (2y) neither Administrative Agent of the Agents nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerCompany, neither Administrative Agent of the Agents nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Each Borrower agrees that Administrative Agent may, from time to time and in its reasonable discretion, (i) retain, at Borrower's reasonable Borrowers' expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) the Borrowers and (ii) in the event (a) Administrative Agent reasonably believes that a Borrower has breached any representation, warranty or covenant contained in subsection 5.6, 5.13, 6.6 or 6.7 or that there has been a material violation of Environmental Laws at any Facility or by Company or any of its Subsidiaries at any other location or (b) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 has occurred and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expenseany Facility; provided that, Borrower in the case of any Facility no longer owned, leased, operated or used by Company or any of its Subsidiaries, the Borrowers shall only be obligated to use commercially reasonable their best efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonFacility. For purposes of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, Borrowers hereby grants grant to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Company or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Company and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower The Borrowers and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant 151 160 to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower the Borrowers with the understanding that Borrower acknowledges the Borrowers acknowledge and agrees agree that (1x) it they will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrower's the Borrowers' use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to Borrowerthe Borrowers, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower Company agrees that Administrative Agent Agents may, from time to time and in its their reasonable discretion, (i) retain, at BorrowerCompany's reasonable expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Company and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expenseany Facility; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation in the case of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower Company or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect Company shall only be obligated to which Borrower has no right or authority use its best efforts to permit Administrative Agent's obtain permission for Agents' professional consultant to conduct an investigation thereonof such Facility. For purposes of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, Company hereby grants to Administrative Agent Agents and its their respective agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Company or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Company and Administrative AgentAgents, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Company and Administrative Agent Agents hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent Agents pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent Agents and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees Agents agree to deliver a copy of any such report to Borrower Company with the understanding that Borrower Company acknowledges and agrees that (1x) it will indemnify and hold harmless Administrative each Agent and each Lender from any costs, losses or liabilities relating to BorrowerCompany's use of or reliance on such report, (2y) neither Administrative Agent of the Agents nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerCompany, neither Administrative Agent of the Agents nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Each Borrower agrees that the Administrative Agent may, from time following the occurrence of any event or the discovery of any condition that the Administrative Agent or the Majority Lenders reasonably believes has caused (or could reasonably be expected to time cause) the representations and warranties set forth in its reasonable discretionSection 4.14 to be untrue in any ------------ material respect, (i) retain, at Borrower's reasonable the Borrowers' expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials in respect of any Facility prepared by or for any Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) and (ii) in the event (a) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expense; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation of any Facility which is and as to the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used compliance by any Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) Subsidiaries with the representations and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonwarranties set forth in Section 4.14. For purposes ------------ of conducting such a review and/or investigation, Borrower, to the extent that it has the power and authority to do so, each Borrower hereby grants to the Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently portion of any Facility then owned, leased, operated or used by any Borrower or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewith. Any such investigation of any portion of any Facility shall be conducted, unless otherwise agreed to by Borrower the Borrowers and the Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such portion of any Facility or to cause any damage or loss to any property at such portion of the applicable Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Each Borrower and the Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of the Administrative Agent pursuant to this subsection 6.7A Section 5.9. will be obtained and shall be used by the Administrative Agent ------------ and the Lenders for the purposes of the Lenders' internal credit decisions, to monitor and police the Loans and to protect the Lenders' security interests, if any, interests created by the Loan Collateral Documents. The Administrative Agent agrees to deliver a copy of any such report to Borrower the Borrowers with the understanding that each Borrower acknowledges and agrees that (1x) it will indemnify and hold harmless the Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrower's the Borrowers' use of or reliance on such report, (2y) neither the Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to Borrowerthe Borrowers, neither the Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower agrees Holdings and Company agree that Administrative Agent may, from (i) at any time to time and a fact, event or condition arises that, in its Administrative Agent’s reasonable discretion, (i) Administrative Agent determines could give rise to environmental liabilities that would materially adversely affect any material Facility, retain, at Borrower's reasonable Company’s expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials at such Facility prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Company and (ii) in the event (a) Administrative Agent reasonably believes that Company or Holdings has breached any representation, warranty or covenant contained in subsection 5.6, 5.12, 6.6 or 6.7 or that there has been a material violation of Environmental Laws at any Facility or by Holdings or any of its Subsidiaries at any other location conduct its own investigation of such breach or violation or (b) an Event of Default occurs as a result of a breach of subsection 5.6 (to the extent relating to Environmental Laws or Environmental Claims), 5.13, 6.6 (to the extent resulting from noncompliance with Environmental Laws) or 6.7 has occurred and is continuing, or (b) the Loans and all other Obligations shall (automatically or by declaration) have become immediately due and payable pursuant to Section 8, conduct its own investigation of reasonable scope and at reasonable expenseany Facility; provided that, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an investigation in the case of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower Holdings or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) Company and with respect Holdings shall only be obligated to which Borrower has no right or authority use their reasonable best efforts to permit obtain permission for Administrative Agent's ’s professional consultant to conduct an investigation thereonof such Facility. For purposes of conducting such a review and/or investigationan investigation pursuant to clause (ii) of the preceding sentence, Borrower, to the extent that it has the power Company and authority to do so, Holdings hereby grants grant to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Holdings or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewiththerewith (to the extent, at any Facility leased by Holdings or any of its Subsidiaries, such actions are permitted by the owner of such Facility). Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Holdings and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicableHoldings, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Company and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' ’ internal credit decisions, to monitor and police the Loans and to protect Lenders' ’ security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower Company with the understanding that Borrower acknowledges Company and agrees Holdings acknowledge and agree that (1x) it they will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrower's Holdings’ or Company’s use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerCompany, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.

Environmental Review and Investigation. Borrower agrees Credit Agreement Parties -------------------------------------- agree that Administrative Agent may, from (i) at any time to time and a fact, event or condition arises that, in its Administrative Agent's reasonable discretion, (i) Administrative Agent determines could give rise to environmental liabilities at any Facility that would reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, retain, at Borrower's reasonable Borrowers' expense, an independent professional consultant to review any environmental audits, investigations, analyses and reports relating to Hazardous Materials at such Facility prepared by or for Borrower and provided to Administrative Agent pursuant to subsection 6.7B(i) Borrowers and (ii) in the event (a) an Event of Default occurs as a result of a breach of Administrative Agent reasonably believes that any Credit Agreement Party has breached any representation, warranty or covenant contained in subsection 5.6 (as such subsection pertains to the extent relating to Environmental Laws or Environmental Claimsenvironmental matters), 5.13, 6.6 (as such subsection pertains to the extent resulting from noncompliance with Environmental Lawsenvironmental matters) or 6.7 and is continuing, or (b) the Loans and all other Obligations shall (automatically that there has been a material violation of Environmental Laws at any Facility or by declaration) have become immediately due and payable pursuant to Section 8Holdings or any of its Subsidiaries at any other location, conduct its own investigation of reasonable scope such breach or violation or (b) an Event of Default has occurred and at reasonable expense; provided thatis continuing and the repayment of any amount due hereunder has been accelerated, Borrower shall only be obligated to use commercially reasonable efforts to obtain permission for Administrative Agent's professional consultant to conduct an its own investigation of any Facility which is the basis of such Event of Default or such acceleration of the Loans and Obligations that is (x) no longer owned, leased, operated or used by Borrower or any of its Subsidiaries, or (y) currently used by Borrower (but not owned, leased, or operated by Borrower) and with respect to which Borrower has no right or authority to permit Administrative Agent's professional consultant to conduct an investigation thereonFacility. For purposes of conducting such a review and/or investigationan investigation pursuant to clause (ii) of the preceding sentence, Borrower, to the extent that it has the power and authority to do so, Credit Agreement Parties hereby grants grant to Administrative Agent and its agents, employees, consultants and contractors the right to enter into or onto any Facilities currently owned, leased, operated or used by Borrower Holdings or any of its Subsidiaries and to perform such tests on such property (including taking samples of soil, groundwater and suspected asbestos-containing materials) as are reasonably necessary in connection therewiththerewith (to the extent, at any Facility leased by Holdings or any of its Subsidiaries, such actions are permitted by the owner of such Facility). Any such investigation of any Facility shall be conducted, unless otherwise agreed to by Borrower Holdings and Administrative Agent, during normal business hours and, to the extent reasonably practicable, shall be conducted so as not to interfere with the ongoing operations at such Facility or to cause any damage or loss to any property at such Facility. To the extent reasonably practicable, Administrative Agent shall restore any property damaged by such investigation to its condition immediately prior to such investigation. Borrower Each Credit Agreement Party and Administrative Agent hereby acknowledge and agree that any report of any investigation conducted at the request of Administrative Agent pursuant to this subsection 6.7A will be obtained and shall be used by Administrative Agent and Lenders for the purposes of Lenders' internal credit decisions, to monitor and police the Loans and to protect Lenders' security interests, if any, created by the Loan Documents. Administrative Agent agrees to deliver a copy of any such report to Borrower Holdings with the understanding that Borrower acknowledges Credit Agreement Parties acknowledge and agrees agree that (1x) it they will indemnify and hold harmless Administrative Agent and each Lender from any costs, losses or liabilities relating to Borrowerany Credit Agreement Party's use of or reliance on such report, (2y) neither Administrative Agent nor any Lender makes any representation or warranty with respect to such report, and (3z) by delivering such report to BorrowerHoldings, neither Administrative Agent nor any Lender is requiring or recommending the implementation of any suggestions or recommendations contained in such report.