Common use of Hazardous Materials; Disposal Sites Clause in Contracts

Hazardous Materials; Disposal Sites. To Seller's and ------------ ----------------------------------- Shareholder's best knowledge after due inquiry, Seller has never generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes or substances, infectious or medical waste, radioactive waste or sewage sludge, as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida statute; or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "Hazardous Materials"). ------------------- Seller has never owned, operated, had an interest in, engaged in and/or leased a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than the Business. Seller has obtained and maintained, when required to do so under Applicable Laws, trip tickets, signed by the applicable waste generators demonstrating the nature of all waste transported in connection with the Business. To the best knowledge of Seller and the Shareholders, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Schedule 5.12 is a complete list and address of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or to the best of Seller's knowledge after due inquiry any prior owner of the Assets or any portion thereof, none of which sites is listed on the CERCLIS list or the National Priorities List of hazardous waste sites, except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listing. No liens with respect to environmental liability have been imposed against Seller, or the Shareholders under CERCLA, any comparable Florida statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same.

Hazardous Materials; Disposal Sites. To Seller's and ------------ ----------------------------------- Shareholder's best knowledge after due inquiry, Neither Seller has never ever owned, leased, had an interest in, generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes or substances, infectious or medical waste, radioactive waste or sewage sludge, sludges as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida state statute; any other Applicable Law or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "Hazardous Materials")) except in material compliance with all Applicable Laws. ------------------- There have been no spills, leaks, deposits or other releases into the environment or onto or under the Land of any Hazardous Materials except in material compliance with all Applicable Laws. No Encumbrances with respect to environmental liability have been imposed against either Seller or any of the Assets under CERCLA, any comparable state statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same. Further, no portion of the Land is listed on the CERCLA list or the National Priorities List of Hazardous Waste Sites or any similar list maintained by the states in which the Assets are located or the Business is conducted, and neither Seller is listed as or has been notified that it is a potentially responsible party with respect to the Assets or the Business or as a result of the operation of the Assets or the Business under CERCLA, any comparable state statute or other Applicable Law, and neither Seller has never owned, operated, had an interest in, engaged in and/or leased received a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than the Businessnotice of such listing. Seller has obtained and maintained, when required to do so under Applicable Laws, trip tickets, signed by the applicable waste generators demonstrating the nature of all waste transported in connection with the Business. To the best knowledge of Seller and the Shareholders, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Included on Schedule 5.12 5.14 is a complete list of the names and address addresses of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or with respect to the best of Seller's knowledge after due inquiry any prior owner of Business or the Assets or any portion thereofAssets, none of which sites is listed on the CERCLIS CERCLA list or the National Priorities List of hazardous waste sites, except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA sites or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listing. No liens with respect to environmental liability have been imposed against Seller, or the Shareholders under CERCLA, any comparable Florida statute or other Applicable Law, and no facts or circumstances exist which would give rise to the samestate list.

Hazardous Materials; Disposal Sites. To Seller's and ------------ ----------------------------------- Shareholder's best knowledge after due inquiry, Seller has never generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the transportation or disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes or substances, infectious or medical waste, radioactive waste or sewage sludge, sludges as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("“CERCLA"”); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida state statute; any other Applicable Law or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "“Hazardous Materials"”). ------------------- There have been no spills, leaks, deposits or other releases into the environment, or onto or under the Land, of any Hazardous Materials during the terms of the Real Estate Leases. No liens with respect to environmental liability have been imposed against Seller or any of the Assets under CERCLA, any comparable state statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same. Further, no portion of the Land is listed on the CERCLA list or the National Priorities List of Hazardous Waste Sites or any similar list maintained by the States of Texas and Louisiana and neither Seller nor General Partner is listed as a potentially responsible party under CERCLA, any comparable state statute or other Applicable Law, and neither Seller nor General Partner has received a notice of such listing. Seller has never owned, operated, had an interest in, engaged in and/or leased a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than in connection with the Business. Seller has in place procedures intended to detect an effort by third parties to transport Hazardous Materials in connection with the Business and has obtained and maintained, when required to do so under Applicable Laws, trip ticketsmaintained all necessary records, signed by the applicable waste generators demonstrating the nature of all waste transported in connection with the Business. To the best knowledge of Seller and the Shareholders, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Schedule 5.12 is a complete list and address of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or to the best of Seller's knowledge after due inquiry any prior owner of the Assets or any portion thereof, none of ; which sites is listed on the CERCLIS list or the National Priorities List of hazardous waste sites, except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listing. No liens with respect to environmental liability have been imposed against Seller, or the Shareholders under CERCLA, any comparable Florida statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same.records are accurate and

Hazardous Materials; Disposal Sites. To Seller's and ------------ ----------------------------------- Shareholder's best knowledge after due inquiry, Neither Parent nor Seller has never ever owned, leased, had an interest in, generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes or substances, infectious or medical waste, radioactive waste or sewage sludge, sludges as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida state statute; any other Applicable Law or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "Hazardous Materials"). ------------------- Seller has never owned, operated, had an interest in, engaged ) except in and/or leased a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than the Business. Seller has obtained and maintained, when required to do so under material compliance with all Applicable Laws. There have been no spills, trip ticketsleaks, signed by deposits or other releases into the applicable waste generators demonstrating environment or onto or under the nature Land of any Hazardous Materials except in material compliance with all waste transported in connection with the Business. To the best knowledge of Seller and the Shareholders, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Schedule 5.12 is a complete list and address of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or to the best of Seller's knowledge after due inquiry any prior owner of the Assets or any portion thereof, none of which sites is listed on the CERCLIS list or the National Priorities List of hazardous waste sites, except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listingApplicable Laws. No liens Encumbrances with respect to environmental liability have been imposed against Seller, Parent or Seller or any of the Shareholders Assets under CERCLA, any comparable Florida state statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same. Further, no portion of the Land is listed on the CERCLA list or the National Priorities List of Hazardous Waste Sites or any similar list maintained by the states in which the Assets are located or the Business is conducted, and neither Seller nor Parent is listed as or has been notified that it is a potentially responsible party with respect to the Assets or the Business or as a result of the operation of the Assets or the Business under CERCLA, any comparable state statute or other Applicable Law, and neither Seller nor Parent has received a notice of such listing. Included on Schedule 5.14 is a complete list of the names and addresses of all disposal sites at any time now or in the past utilized by Parent or Seller or any predecessor of Parent or Seller with respect to the Business or the Assets, none of which sites is listed on the CERCLA list or the National Priorities List of hazardous waste sites or any comparable state list.

Hazardous Materials; Disposal Sites. To With respect to Seller's ownership and/or operation of the Business, and ------------ ----------------------------------- Shareholder's best knowledge after due inquirywith respect to the Company, neither Parent, Seller nor the Company has never ever owned, leased, had an interest in, generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes or substances, infectious or medical waste, radioactive waste or sewage sludge, sludges as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida state statute; any other Applicable Law or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "Hazardous Materials")) except in material compliance with all Applicable Laws. ------------------- Seller has never owned, operated, had an interest in, engaged in With respect to Seller's ownership and/or leased a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than operation of the Business. Seller has obtained , and maintainedwith respect to the Company, when required to do so there have been no spills, leaks, deposits or other releases into the environment or onto or under the Land of any Hazardous Materials except in material compliance with all Applicable Laws, trip tickets, signed by the applicable waste generators demonstrating the nature . With respect to Seller's ownership and/or operation of all waste transported in connection with the Business. To , and with respect to the best knowledge of Seller and the ShareholdersCompany, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Schedule 5.12 is a complete list and address of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or to the best of Seller's knowledge after due inquiry any prior owner of the Assets or any portion thereof, none of which sites is listed on the CERCLIS list or the National Priorities List of hazardous waste sites, except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listing. No liens Encumbrances with respect to environmental liability have been imposed against Sellerthe Company, Parent or Seller or any of the Shareholders Assets under CERCLA, any comparable Florida state statute or other Applicable Law, and no facts or circumstances exist which would give rise to the same. Further, no portion of the Land is listed on the CERCLA list or the National Priorities List of Hazardous Waste Sites or any similar list maintained by the states in which the Assets are located or the Business is conducted, and neither the Company, Seller nor Parent is listed as or has been notified that it is a potentially responsible party with respect to the Assets or the Business or as a result of the operation of the Assets or the Business under CERCLA, any comparable state statute or other Applicable Law, and neither the Company, Seller nor Parent has received a notice of such listing. Included on Schedule 5.14 is a complete list of the names and addresses of all disposal sites at any time now or in the past utilized by the Company, Parent or Seller or any predecessor of the Company, Parent or Seller with respect to the Business or the Assets, none of which sites is listed on the CERCLA list or the National Priorities List of hazardous waste sites or any comparable state list.

Hazardous Materials; Disposal Sites. To Seller's (a) Except as set forth in SCHEDULE 5.12(a) and ------------ ----------------------------------- Shareholder's best knowledge after due inquiryexcept as would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect: (i) since September 30, 1998 Seller has never owned, leased, had an interest in, generated, transported, stored, handled, recycled, reclaimed, disposed of, or contracted for the disposal of, hazardous materials, hazardous wastes, hazardous substances, toxic wastes waste or substances, infectious or medical waste, radioactive waste or sewage sludge, sludge as those terms are defined by the Resource Conservation and Recovery Act of 1976; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"); the Atomic Energy Act of 1954; the Toxic ------ Substances Control Act; the Occupational Health and Safety Act; Ch. 376 and 403, Fla. Stat. and any other comparable or similar Florida state statute; any other Applicable Law or the rules and ---------- regulations promulgated under any of the foregoing, as each of the foregoing may have been from time to time amended (collectively, "Hazardous Materials"). ------------------- Seller has never owned, operated, had an interest in, engaged ) except in and/or leased a waste transfer, recycling, treatment, storage or disposal facility, business or activity other than the Business. Seller has obtained and maintained, when required to do so under material compliance with Applicable Laws, trip tickets, signed by the applicable waste generators demonstrating the nature of all waste transported in connection with the Business. To the best knowledge of Seller and the Shareholders, no employee, contractor or agent of Seller has, in the course and scope of employment with Seller, been harmed by exposure to Hazardous Materials. Attached hereto as Schedule 5.12 is a complete list and address of all disposal sites at any time now or in the past utilized by Seller or any predecessor of Seller or ; (ii) to the best of Seller's and Seller Parent's knowledge after due inquiry there have been no spills, leaks, deposits or other releases into the environment or onto or under the Land of any prior owner of the Assets or any portion thereof, none of which sites is listed on the CERCLIS list or the National Priorities List of hazardous waste sites, Hazardous Materials except as noted on Schedule 5.12. Except as set forth on Schedule 5.12, attached hereto, neither of the Seller, or the Shareholders is listed as a potentially responsible party under CERCLA or any comparable or similar Florida statute and neither Seller, nor Shareholders has received notice of such a listingin material Compliance with Applicable Laws. No liens Encumbrances with respect to environmental liability have been imposed against Seller, Seller or any of the Shareholders Assets under CERCLA, any comparable Florida state statute or other Applicable Law, and to the best of Seller's and Seller Parent's knowledge, no facts or circumstances exist which would give rise to the same; and (iii) no portion of the Land is listed on the CERCLA list or the National Priorities List of Hazardous Waste Sites or any similar list maintained by the states in which the Assets are located or the Business is conducted, and neither Seller nor Seller Parent is listed as or has been notified that it is a potentially responsible party with respect to the Assets or the Business or as a result of the operation of the Assets or the Business under CERCLA any comparable state statute or other Applicable Law, and neither Seller nor Seller Parent has received a notice of such listing.