Common use of Environmental undertakings Clause in Contracts

Environmental undertakings. Each Obligor will, and will procure that each of its Subsidiaries will: (a) comply in all material respects with the terms and conditions of all Environmental Approvals and all Environmental Laws applicable to it where failure to comply could reasonably be expected to have a Material Adverse Effect and will implement and act in accordance with all procedures for compliance and monitoring of compliance and containment of liability under any Environmental Laws as would be implemented by a prudent owner of the Business; (b) promptly upon receipt of the same notify the Agent of any claim, notice or other communication served on it in respect of, or if it becomes aware of: (i) any suspension, revocation or material variation of any Environmental Approval applicable to it (save where such suspension or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could reasonably be expected to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent manner; or (ii) any breach of or liability under any Environmental Laws (including but not limited to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; or (iv) any material investment by any member of the Group required to maintain, acquire or renew any Environmental Approval the absence of which could reasonably be expected to have a Material Adverse Effect; or (v) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could reasonably be expected to have a Material Adverse Effect; (c) use reasonable endeavours to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing or being exacerbated which could result in any third party, including any regulatory authority taking any action or making any claim against any member of the Group under any Environmental Laws where failure so to do could reasonably be expected to result in a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent manner.

Appears in 2 contracts

Samples: Facilities Agreement (United Biscuits Finance PLC), Loan Agreement (United Biscuits Finance PLC)

AutoNDA by SimpleDocs

Environmental undertakings. Each Obligor will, and will procure that each of its Subsidiaries will: (a) comply in all material respects with the terms and conditions of all Environmental Approvals and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement reasonable procedures to monitor compliance with and act in accordance with all procedures for compliance and monitoring of compliance and containment of contain liability under any Environmental Laws as would be implemented by a prudent owner of the Businessor related to any Hazardous Substances; (b) promptly upon receipt of the same after the date of this Agreement, notify the Agent of any claim, notice or other communication served on it in respect of, of or if it becomes aware of: (i) any suspension, revocation or material variation of any Environmental Approval applicable to it (save where such suspension or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could would have or be reasonably be expected likely to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect; or (ii) any breach of or liability under any Environmental Laws (including but not limited by a member of the Group which has or is reasonably likely to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in have a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; or (iv) any material unbudgeted investment by any a member of the Group required to maintain, acquire or renew any Environmental Approval the absence of which could reasonably be expected to have a Material Adverse EffectApproval; or (viv) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect;; and (c) use all reasonable endeavours to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing occurring or being exacerbated which could result in any third party, including any regulatory authority party taking any action or making any claim against any member of the Group under any Environmental Laws or related to any Hazardous Substance where failure so to do any such action or claim could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 2 contracts

Samples: Supplemental Agreement (Innospec Inc.), Multicurrency Revolving Facility Agreement (Innospec Inc.)

Environmental undertakings. Each No Obligor will, and each Obligor will procure that each of its Subsidiaries will:will:- (a) comply in all material respects with the terms and conditions of all Environmental Approvals Consents and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement and act in accordance with all procedures for compliance and monitoring of compliance and containment of liability under any Environmental Laws as would be implemented by a prudent owner of the BusinessEffect; (b) promptly upon receipt of the same notify the Facility Agent of any claim, notice or other material communication served on it by any regulatory authority in respect of, of or if it becomes aware of:of:- (i) any suspension, revocation or material variation of any Environmental Approval Consent applicable to it (save where such suspension which has or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could reasonably be expected to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent manner; or (ii) any breach of or liability under any Environmental Laws (including but not limited to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected likely to have a Material Adverse Effect; or (ivii) any breach of any Environmental Laws or any change in Environmental Laws which has or is reasonably likely to have a Material Adverse Effect; or (iii) any material investment by any member of the Group required to maintain, acquire or renew any Environmental Approval Consent required in connection with the absence of which could reasonably be expected to have a Material Adverse EffectBusiness; or (viv) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect; (c) use all reasonable endeavours (by employing the best available techniques not involving excessive cost) to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing or being exacerbated occurring which could result in any third party, including any regulatory authority person taking any action or making any claim against any member of the Group under any Environmental Laws where failure so such action or claim would have or be reasonably likely to do could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 1 contract

Samples: Credit Facilities Agreement (Lucite International Group Holdings LTD)

Environmental undertakings. Each Obligor will, and will procure that each of its Subsidiaries will: (a) 19.5.1 comply in all material respects with the terms and conditions of all Environmental Approvals and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement and act in accordance with all procedures for to monitor compliance and monitoring of compliance and containment of contain liability under any Environmental Laws as would be implemented by a prudent owner of the BusinessLaws; (b) 19.5.2 promptly upon receipt of the same after the date of this Agreement, notify the Facility Agent of any claim, notice or other communication served on it in respect of, of or if it becomes aware of: (ia) any suspension, revocation or material variation of any Environmental Approval applicable to it (save where such suspension or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could would have or be reasonably be expected to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent manner; or (ii) any breach of or liability under any Environmental Laws (including but not limited to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected likely to have a Material Adverse Effect; or (ivb) any material investment by any member breach of the Group required to maintain, acquire or renew any Environmental Approval the absence of Laws by a Group Company which could has or is reasonably be expected likely to have a Material Adverse Effect; or (vc) any material unbudgeted investment by a Group Company required to maintain, acquire or renew any Environmental Approval; or (d) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect;; and (c) 19.5.3 use all reasonable endeavours (by employing the best available techniques not involving excessive cost) to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing occurring or being exacerbated which could result in any third party, including any regulatory authority party taking any action or making any claim against any member of the Group under any Environmental Laws where failure so to do any such action or claim could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 1 contract

Samples: Term Loan Agreement (Octel Corp)

Environmental undertakings. Each Obligor will, and each Obligor will procure that each of its Subsidiaries will: (a) comply in all material respects with the terms and conditions of all Environmental Approvals Permits and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement and act in accordance with all procedures for compliance and monitoring of compliance and containment of liability under any Environmental Laws as would be implemented by a prudent owner of the BusinessEffect; (b) promptly upon receipt of the same notify the Facility Agent of any claim, notice or other material communication served on it by any regulatory authority in respect of, of or if it becomes aware of: (i) any suspension, revocation or material variation of any Environmental Approval Permit applicable to it (save where such suspension which has or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could reasonably be expected likely to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent manner; orEffect; (ii) any breach of or liability under any Environmental Laws (including but not limited to or any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result change in a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could has or is reasonably be expected likely to have a Material Adverse Effect; or; (iviii) any material investment by any member of the Group required to maintain, acquire or renew any Environmental Approval Permit required in connection with the absence of which could reasonably be expected to have a Material Adverse EffectBusiness; or (viv) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect; (c) use all reasonable endeavours (by employing the best available techniques not involving excessive cost) to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing or being exacerbated which could result in any third party, including any regulatory authority person taking any action or making any claim against any member of the Group under any Environmental Laws where failure so such action or claim would have or be reasonably likely to do could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 1 contract

Samples: Term Facility Agreement (Yell Finance Bv)

AutoNDA by SimpleDocs

Environmental undertakings. Each Obligor will, and will procure that each of its Subsidiaries will: (a) comply in all material respects with the terms and conditions of all Environmental Approvals and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement and act in accordance with all reasonable procedures for to monitor compliance and monitoring of compliance and containment of contain liability under any Environmental Laws as would be implemented by a prudent owner of the BusinessLaws; (b) promptly upon receipt of the same after the date of this Agreement, notify the Agent of any claim, notice or other communication served on it in respect of, of or if it becomes aware of: (i) any suspension, revocation or material variation of any Environmental Approval applicable to it (save where such suspension or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could would have or be reasonably be expected likely to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect; or (ii) any breach of or liability under any Environmental Laws (including but not limited by a member of the Group which has or is reasonably likely to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in have a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; or (iv) any material unbudgeted investment by any a member of the Group required to maintain, acquire or renew any Environmental Approval the absence of which could reasonably be expected to have a Material Adverse EffectApproval; or (viv) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect;; and (c) use all reasonable endeavours to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing occurring or being exacerbated which could result in any third party, including any regulatory authority party taking any action or making any claim against any member of the Group under any Environmental Laws where failure so to do any such action or claim could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 1 contract

Samples: Facilities Agreement (Innospec Inc.)

Environmental undertakings. Each Obligor will, and will procure that each of its Subsidiaries will: (a) comply in all material respects with the terms and conditions of all Environmental Approvals and all Environmental Laws applicable to it where failure so to comply could do would have or be reasonably be expected likely to have a Material Adverse Effect and will implement and act in accordance with all reasonable procedures for to monitor compliance and monitoring of compliance and containment of contain liability under any Environmental Laws as would be implemented by a prudent owner of the BusinessLaws; (b) promptly upon receipt of the same after the Restatement Date, notify the Agent of any claim, notice or other communication served on it in respect of, of or if it becomes aware of: (i) any suspension, revocation or material variation of any Environmental Approval applicable to it (save where such suspension or revocation arises by reason of and is immediately followed by the issue of an Environmental Approval in substantially the same terms) which could would have or be reasonably be expected likely to have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect; or (ii) any breach of or liability under any Environmental Laws (including but not limited by a member of the Group which has or is reasonably likely to any Release of any Hazardous Materials required to be reported to any federal, state or local governmental or regulatory agency under any applicable Environmental Laws) which could reasonably be expected to result in have a Material Adverse Effect; or (iii) any breach of or liability under any Environmental Laws which could reasonably be expected to have a Material Adverse Effect; or (iv) any material unbudgeted investment by any a member of the Group required to maintain, acquire or renew any Environmental Approval the absence of which could reasonably be expected to have a Material Adverse EffectApproval; or (viv) the issue of any enforcement or prohibition or similar notice by a regulatory authority or receipt by any member of the Group of any complaint, demand, civil claim or enforcement proceeding which could has or is reasonably be expected likely to have a Material Adverse Effect;; and (c) use all reasonable endeavours to prevent any acts, omissions, events, state of facts or circumstances occurring, continuing occurring or being exacerbated which could result in any third party, including any regulatory authority party taking any action or making any claim against any member of the Group under any Environmental Laws where failure so to do any such action or claim could reasonably be expected to result in have a Material Adverse Effect or would result in the relevant Obligor carrying on business other than in a prudent mannerEffect.

Appears in 1 contract

Samples: Facilities Agreement (Octel Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!