Common use of Environmental Waiver and Release Clause in Contracts

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITION, EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL RIGHTS OR REMEDIES WHICH PURCHASER MAY HAVE AGAINST SELLER AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARE WAIVED RELATING TO THE APPLICABLE ACQUIRED COMPANIES OR THEIR PROPERTIES OR ASSETS. FROM AND AFTER SUCH CLOSING, EXCEPT AS PROVIDED IN THIS AGREEMENT, PURCHASER DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER SHALL CAUSE THE APPLICABLE ACQUIRED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER AND ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS OF THE COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED COMPANIES. FROM AND AFTER CLOSING, PURCHASER AND THE APPLICABLE ACQUIRED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER OR ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER OR ANY AFFILIATE OF PURCHASER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE X.

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITIONCLOSING, EXCEPT AS PROVIDED IN THIS AGREEMENTAGREEMENT AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL RIGHTS OR REMEDIES WHICH PURCHASER BUYER MAY HAVE AGAINST SELLER AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARE WAIVED RELATING WAIVED. TO THE EXTENT PERMITTED BY APPLICABLE ACQUIRED COMPANIES OR THEIR PROPERTIES OR ASSETS. LAW, FROM AND AFTER SUCH CLOSING, EXCEPT AS PROVIDED IN THIS AGREEMENTAGREEMENT OR ANY CERTIFICATE DELIVERED PURSUANT HERETO, PURCHASER BUYER DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER BUYER SHALL CAUSE THE APPLICABLE ACQUIRED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER AND ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS OF THE ACQUIRED COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED COMPANIESPURCHASED ASSETS. FROM AND AFTER CLOSING, PURCHASER BUYER AND THE APPLICABLE ACQUIRED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER OR ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER BUYER OR ANY AFFILIATE OF PURCHASER BUYER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) COMPANIES OR ANY REPRESENTATIVE THEREOF THEREOF) IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE Article X.

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITIONCLOSING, EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL RIGHTS OR REMEDIES WHICH PURCHASER MAY HAVE AGAINST SELLER AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARE WAIVED RELATING TO THE APPLICABLE ACQUIRED COMPANIES OR THEIR PROPERTIES OR ASSETSWAIVED. FROM AND AFTER SUCH CLOSING, EXCEPT AS PROVIDED IN THIS AGREEMENT, PURCHASER DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER SHALL CAUSE THE APPLICABLE ACQUIRED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER AND ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS OF THE COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED COMPANIES. FROM AND AFTER CLOSING, PURCHASER AND THE APPLICABLE ACQUIRED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER OR ANY AFFILIATE OF SELLER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER OR ANY AFFILIATE OF PURCHASER (INCLUDING THE APPLICABLE ACQUIRED COMPANIES) OR ANY REPRESENTATIVE THEREOF THEREOF) IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE X.

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITIONTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL RIGHTS OR REMEDIES WHICH PURCHASER ASSIGNEE MAY HAVE AGAINST SELLER ASSIGNOR AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARE WAIVED RELATING TO THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES OR THEIR PROPERTIES OR ASSETS. FROM AND AFTER SUCH CLOSINGTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, PURCHASER ASSIGNEE DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER ASSIGNEE SHALL CAUSE THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER ASSIGNOR AND ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS OF THE COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES. FROM AND AFTER CLOSINGTHE CONTRIBUTION, PURCHASER ASSIGNOR AND THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER ASSIGNOR OR ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER ASSIGNEE OR ANY AFFILIATE OF PURCHASER ASSIGNEE (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE X.SECTION 6.

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITIONTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL RIGHTS OR REMEDIES WHICH PURCHASER ASSIGNEE MAY HAVE AGAINST SELLER ASSIGNOR AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARE WAIVED RELATING TO THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES OR THEIR PROPERTIES OR ASSETS. FROM AND AFTER SUCH CLOSINGTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, PURCHASER ASSIGNEE DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER ASSIGNEE SHALL CAUSE THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER ASSIGNOR AND ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS OF THE CONTRIBUTED COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES. FROM AND AFTER CLOSINGTHE CONTRIBUTION, PURCHASER ASSIGNOR AND THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER ASSIGNOR OR ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER ASSIGNEE OR ANY AFFILIATE OF PURCHASER ASSIGNEE (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE X.SECTION 6.

Environmental Waiver and Release. FROM AND AFTER EACH CLOSING WITH RESPECT TO AN ACQUIRED COMPANIES ACQUISITIONTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL RIGHTS OR REMEDIES WHICH PURCHASER ASSIGNEE MAY HAVE AGAINST SELLER ASSIGNOR AT OR UNDER LAW OR OTHERWISE WITH RESPECT TO ANY ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARISING UNDER ENVIRONMENTAL LAWS ARE WAIVED RELATING TO THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES OR THEIR PROPERTIES OR ASSETS. FROM AND AFTER SUCH CLOSINGTHE CONTRIBUTION, EXCEPT AS PROVIDED IN THIS AGREEMENT, PURCHASER ASSIGNEE DOES HEREBY AGREE, WARRANT, AND COVENANT TO (AND PURCHASER ASSIGNEE SHALL CAUSE THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES TO) RELEASE, ACQUIT, AND FOREVER DISCHARGE SELLER ASSIGNOR AND ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF FROM ANY AND ALL LOSSES, INCLUDING ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION FOR CONTRIBUTION AND INDEMNITY UNDER STATUTE OR COMMON LAW, WHICH COULD BE ASSERTED NOW OR IN THE FUTURE AND THAT RELATE TO OR IN ANY WAY ARISE OUT OF ENVIRONMENTAL LIABILITIES OR ANY OTHER ENVIRONMENTAL MATTERS ARISING UNDER ENVIRONMENTAL LAWS OF THE COMPANIES OR THE ASSETS OF THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES. FROM AND AFTER CLOSINGTHE CONTRIBUTION, PURCHASER EXCEPT AS PROVIDED IN THIS AGREEMENT, ASSIGNEE AND THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES WARRANT, AGREE, AND COVENANT NOT TO XXX OR INSTITUTE ARBITRATION AGAINST SELLER ASSIGNOR OR ANY AFFILIATE OF SELLER ASSIGNOR (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF UPON ANY CLAIM, DEMAND, OR CAUSE OF ACTION FOR INDEMNITY AND CONTRIBUTION THAT HAVE BEEN ASSERTED OR COULD BE ASSERTED FOR ANY SUCH ENVIRONMENTAL LIABILITIES, EXCEPT TO THE EXTENT PURCHASER ASSIGNEE OR ANY AFFILIATE OF PURCHASER ASSIGNEE (INCLUDING THE APPLICABLE ACQUIRED CONTRIBUTED COMPANIES) OR ANY REPRESENTATIVE THEREOF IS ENTITLED TO INDEMNITY FOR SUCH MATTERS UNDER THIS ARTICLE X.SECTION 6.