Environmental Surveys. The Company has provided to Parent copies of the most recent environmental assessments and reports (if any) that the Company or the Company Bank Sub have obtained in connection with each Owned Real Property (including the Leased Real Property). Within thirty (30) days following the date of this Agreement, Parent may complete, at Parent’s sole expense and with minimal interference with the regular business operations conducted at the applicable Real Property, a Phase I environmental assessment or an update of the existing Phase I environmental assessment (the “Environmental Survey”) of the Owned Real Property. In the event the Environmental Survey indicates or tends to indicate the presence or the suspected presence of an Environmental Condition (in the sole discretion of Parent), Parent will give the Company written notice of the presence or the suspected presence of the Environmental Condition within ten (10) Business Days of receipt of the Environmental Survey (together with all information it possesses relating to the Environmental Condition). For purposes of this Agreement, an “Environmental Condition” shall mean (i) an aboveground storage tank, underground storage tank, subsurface structure or container, and its associated piping, which is present at the Owned Real Property and which violates an Environmental Law; (ii) a Hazardous Material found in building materials at the Owned Real Property or present in soil and/or groundwater at the Owned Real Property which violates an Environmental Law; (iii) a discharge, emission or release of a Hazardous Material related to the Owned Real Property which violates an Environmental Law; (iv) an event or condition that likely has occurred or exists with respect to the Owned Real Property which constitutes a violation of an Environmental Law; or (v) an event or condition related to the Owned Real Property which requires cleanup, remedy, abatement or restoration of contaminated surface water, groundwater, soil or natural resource under an Environmental Law.
Environmental Surveys. Borrower shall obtain a public environmental database survey acceptable to the Lender on all loans collateralized by commercial real estate. At Lender’s request, Borrower shall deliver a Phase I, and if indicated, a Phase II environmental survey by a qualified environmental engineer indicating an absence of environmental concerns identified in the environmental database survey with regard to the Underlying Collateral of any Collateral Loan, satisfactory to Lender and its counsel. Any such environmental survey shall be prepared at the Borrower’s expense.
Environmental Surveys. Within 45 days after the date hereof, Tarpon, at its expense, will furnish to Buyer, with respect to each parcel of Owned Real Property, a written environmental audit prepared by an engineering firm or other qualified expert satisfactory to Buyer, and prepared in accordance with the ASTM standard for Phase I environmental site assessments exclusive of the title search (as such search is being done independent of the environmental audit), and designed to meet the requirements of any applicable state law relating to an innocent owner defense to liability for releases of Hazardous Substances (the “Phase I Audits”). Buyer may request with ten days following receipt of any Phase I Audit that recommends additional investigation, that such recommendations be performed (“Phase II Work”). Costs associated with Phase II Work shall be paid by Tarpon up to $15,000 and thereafter paid by Buyer. Within ten days of receiving the results of any Phase II Work that confirms the presence of a significant environmental concern that may reasonably have a Material Adverse Effect on Tarpon, Buyer and Tarpon will agree to negotiate a mutually agreeable resolution. If a mutually agreeable resolution cannot be reached after ten days, Tarpon and Buyer shall have the right to terminate this Agreement by providing written notice of the same.
Environmental Surveys. Prior to Closing, Buyer may, at its sole cost --------------------- and expense, engage an environmental consulting firm of good reputation in the industry and reasonably acceptable to Seller to conduct a phase I environmental assessment of any parcel of Real Property and Leased Real Property included in the Assets (the "Environmental Review") to determine what remedial actions, if any, are necessary to cause any applicable entity to be in compliance in all material respects with the Environmental Laws (as defined in the Xxxxxx Agreement) in the reasonable opinion of the person conducting the Environmental Review. If such Environmental Review indicates in the reasonable opinion of the person conducting the Environmental Review that a phase II environmental assessment or any remedial actions are reasonably necessary to comply in all material respects with the Environmental Laws, Buyer shall notify Seller in writing of the actions required and the estimated costs of such actions ("Remediation Costs"). Seller and Buyer shall promptly mutually agree upon reputable and recognized environmental consultants and engineers to cause FMT to be in compliance in all material respects with all Environmental Laws and Seller shall pay all Remediation Costs (including the costs, fees and expenses of such consultants and engineers) up to $50,000.00 and all Remediation Costs in excess of $50,000.00 shall be borne equally by Seller (without any adjustment to the Purchase Price) on the one hand, and Buyer on the other. If the total Remediation Costs exceed $2,000,000.00, then either party shall have the option to terminate this Agreement and its obligations hereunder without any liability, cost or penalty whatsoever unless within ten (10) days of determination of the need for such expenditures either Seller or Buyer agrees in writing to pay all additional Remediation Costs in excess of such amount.
Environmental Surveys. Within thirty (30) days after the Agreement Date, Buyer may complete, at its sole expense, a Phase I environmental assessment or an update of the existing Phase I environmental assessment (the “Environmental Survey”) of any portion of the Real Estate or the Leasehold Interests. In the event the Environmental Survey indicates the presence or the suspected presence of an Environmental Condition (in the sole discretion of Buyer), Buyer will give Seller written notice of the presence or the suspected presence of the Environmental Condition within five (5) Business Days of receipt of the Environmental Survey, together with all information Buyer possesses relating to the Environmental Condition; provided, however Bxxxx’s activities on the Real Estate or the Leasehold Interests with respect any Environmental Survey will not (i) include intrusive tests or inspections without Seller’s prior written consent, or (ii) significantly interfere with the normal business activities and operations of the Target Branches.
Environmental Surveys. CIBM shall have received from CFSI copies of reports of Phase I environmental audits of all real property or facilities used by any of the CFSI Entities in the conduct of their businesses, and of such other properties or facilities in which any of the CFSI Entities has any interest (either individually or as a fiduciary) as identified by CIBM, conducted by an independent environmental consultant reasonably acceptable to CIBM. CFSI shall pay the cost of obtaining such Phase I environmental audits. No such environmental audit shall have identified any violation of the Environmental Laws or condition relating to the environment, human health or safety which could reasonably be expected to have a material adverse effect on the businesses, income, operations, assets, liabilities, financial conditions or prospects of any of the CFSI Entities.
Environmental Surveys. As a result of the 2013 revisions to the ISA environmental guidelines, there is a need for similar and additional gathering of data to fill gaps in the baseline studies. Some items in sampling do not meet the requirements. The contractor will carry out two environmental survey cruises during the extension period to observe the characteristics of local environmental heterogeneity, temporal change and pelagic ecosystems in detail. Among those items not meeting the requirements and scheduled to be carried out during the extension period are activities such as: data accumulation relating to genetic connectivity; assessment of temporal change in seabed communities using periodic sampling; collection of plankton and nekton by opening and closing net; sampling of nodule-attached fauna (including protozoans); and baseline studies in the preservation reference zone. The following surveys are planned in accordance with ISA environmental guidelines for each area during the fourth five-year period.
(A) Environmental baseline survey of a preservation reference zone The contractor has selected a preservation reference zone and has conducted periodic sampling in this zone in accordance with ISA environmental guidelines. The contractor will implement sampling continuously using state-of-the-art equipment (multiple corer, spade-type box corer and so on) to collect reliable data within this zone. An assessment will then be made as to whether to select additional preservation reference zones. For that purpose, the contractor will collect baseline data in keeping with survey items specified in the ISA environmental guidelines including: a multi-beam echo sounder survey; sediments sampling by multiple corer; fauna sampling including nodule-attached fauna by spade-type box corer; water sampling; plankton sampling by opening and closing net; and mooring system surveys.
(B) Environmental baseline survey in the High Abundance Area The contractor will study secular change at three stations in the High Abundance Area used as reference areas for assessing impacts and continue with surveys to improve the statistical reliability of data, and conduct surveys for capture of benthic organisms.
(C) Sampling survey in the JET area There are few examples anywhere in the world of survey areas like the JET area where considerable time has elapsed since disturbance tests were conducted, making it important for future environmental impact assessments or environmental management planning. Accordi...
Environmental Surveys. (a) As soon as practicable, but in no event later than sixty (60) days after the date of this Agreement, Buyer shall have the right, at its sole option and cost, to obtain a Phase I environmental audit (the “Phase I Audit”) of any real property or facilities owned by either the Company or the Bank in the conduct of their respective businesses, conducted by an independent environmental consultant selected by Buyer. Buyer shall have no duty to act for the benefit of the Company or any other person upon any information produced by the Environmental Audit, but shall provide such information to the Company as soon as practicable after such information becomes available to Buyer.
(b) If the Phase I Audit discloses any material violation of Environmental Laws or condition relating to the environment, human health or safety which could reasonably be expected to have a Company Material Adverse Effect (an “Environmental Material Adverse Effect”), then the Company shall promptly obtain, at the Company’s sole cost, a Phase II environmental audit with respect to any affected property which report shall contain an estimate of the cost of any remediation or other follow-up work which may be necessary to address those conditions in accordance with applicable laws and regulations (such report collectively referred to with the Phase I Audit, as the “Environmental Audit”).
(c) Upon receipt of the Environmental Audit and the estimate of the costs of remediation and all follow-up necessary to address the conditions described therein, Buyer and the Company shall attempt to agree in good faith upon a course of action for remediation of any environmental condition suspected, found to exist or that would tend to be indicated by the Environmental Audit.
Environmental Surveys. An environmental survey and assessment prepared by ENVIRON Corporation in form and substance satisfactory to the Agent with respect to all material owned Properties to be acquired by the Borrower as part of the Xxxxxxx Acquisition.
Environmental Surveys. Subsequent to the Closing but prior to, and as a condition of, the retirement of the Take-Out Notes, GeoBio shall have received the results of environmental surveys of the assets, operations and/or rental of personal properties of Magna including a “Phase I” Environmental Survey, as required by federal, state and local regulations, and GeoBio shall be satisfied with, and approve of, the results thereof. Such “Phase I” Environmental Survey shall be initiated immediately upon the Escrow Agent’s receipt of the Down Payment from GeoBio, and conducted, at Magna’s expense, by a certified consultant approved by GeoBio. The “Phase I” Environmental Survey, if necessary, shall not be considered an expense within the ordinary course of business, but nevertheless shall be pre-approved by GeoBio. Seller’s shall be able to state at the retirement of the Take-Out Notes (and shall, at such time, so state and represent) that, to the best of their reasonable beliefs, as management and owners of Magna, the finding of the “Phase I” Environmental Survey remain valid and unchanged at the time of the retirement of Take-Out Notes as compared with the time such “Phase I” Environmental Survey was conducted, and that the Seller’s do not know of, expect, nor have any reason to suspect any pending changes in results of such “Phase I” Environmental Survey analysis.
