Common use of Notice of Adverse Environmental Conditions Clause in Contracts

Notice of Adverse Environmental Conditions. Prior to the Environmental Deadline Date, ASSIGNEE will review the inspection results for the Property and determine, based on those results and such other information as may be available to ASSIGNEE if any Adverse Environmental Conditions exist with respect to the Property. No later than the Environmental Deadline Date, ASSIGNEE will notify ASSIGNOR in writing of any Adverse Environmental Condition with respect to the Property. Such notice shall describe in reasonable detail the Adverse Environmental Condition, include all data and information in ASSIGNEE’s possession or control bearing thereon, and include the estimated Environmental Defect Value attributable thereto. The “Environmental Defect Value” attributable to any Adverse Environmental Condition will be the estimated amount of all reasonable costs and Claims net to ASSIGNOR’s interest (ASSIGNEE’s interest post-Closing) in the allegedly affected portion of the Property associated with the existence, remediation or correction of the Adverse Environmental Condition, as reasonably determined and estimated by the Inspector on a current cost basis. “Adverse Environmental Condition” means and includes, with respect to any portion of the Property (a) the failure of the Property to be in compliance with applicable Environmental Laws, or any contract or agreement relating to the environmental condition of the Property (except to the extent such noncompliance with an agreement or contract was previously waived by the other party or is barred by the statute of limitations to assert a claim for noncompliance) (b) the Property being subject to any agreements, consent orders, decrees, or judgments, in existence at such time based on any Environmental Laws that negatively impact the future use of any material portion of the Property, or that require any change in the present conditions of any of the Property, (c) the Property being subject to any uncured notices of violations of or noncompliance with any applicable Environmental Laws, or (d) a condition that exists with respect to the air, land, soil, surface, subsurface, strata, surface water, groundwater, or sediments which, if brought to the attention of the applicable governmental authorities with jurisdiction, would cause the Property to be subject to remedial action

Notice of Adverse Environmental Conditions. Prior to the Environmental Deadline DateClosing, ASSIGNEE BUYER will review the inspection results for the Property and determine, Assets and determine based on those results and such other information as may be available to ASSIGNEE if any Adverse Environmental Conditions exist with respect to the PropertyProperty and Assets. No later than the Environmental Deadline Datetwenty (20) business days before Closing, ASSIGNEE BUYER will notify ASSIGNOR SELLER in writing of any Adverse Environmental Condition with respect to the PropertyProperty and Assets. Such notice shall describe in reasonable detail the Adverse Environmental Condition, include all data and information in ASSIGNEE’s BUYER's and the Inspector's possession or control bearing thereon, and include the estimated Environmental Defect Value attributable thereto. The “"Environmental Defect Value” " attributable to any Adverse Environmental Condition will be the estimated amount of all reasonable costs and Claims Claims, net to ASSIGNOR’s SELLER's and COI's interest (ASSIGNEE’s interest post-Closing) in the allegedly affected portion of the Property and Assets, associated with the existence, remediation or correction of the Adverse Environmental Condition, as reasonably determined and estimated by the Inspector on a current cost basisInspector. “The term "Adverse Environmental Condition” " means and includes, with respect to any portion of the Property and Assets, (ai) the failure of the Property and Assets to be in compliance with applicable Environmental Laws, or any contract or agreement relating to the environmental condition of the Property (except to the extent such noncompliance with an agreement or contract was previously waived by the other party or is barred by the statute of limitations to assert a claim for noncompliance) (bii) the Property and Assets being subject to any agreements, consent orders, decrees, or judgments, in existence at such this time based on any Environmental Laws that negatively impact the future use of any material portion of the PropertyProperty and Assets, or that require any change in the present conditions of any of the PropertyProperty and Assets, or (ciii) the Property and Assets being subject to any uncured notices of violations of or noncompliance with any applicable Environmental Laws; provided, however, that no matter shall be deemed to be or (d) a condition that exists with respect constitute an Adverse Environmental Condition unless the Environmental Defect Value attributable thereto exceeds $50,000, net to SELLER's or COI's interest in the airProperty and Assets. The term "Environmental Laws" means all laws, landregulations, soilrules, surfacecodes, subsurface, strata, surface water, groundwater, permits and orders relating to pollution or sediments which, if brought to the attention protection of the applicable governmental authorities with jurisdiction, would cause public health and the Property to be subject to remedial actionenvironment

Notice of Adverse Environmental Conditions. Prior to the Environmental Deadline DateClosing, ASSIGNEE BUYER will review the inspection results for the Property and determine, based on those results and such other information as may be available to ASSIGNEE BUYER if any Adverse Environmental Conditions exist with respect to the Property. No later than the Environmental Deadline Datefive (5) business days before Closing, ASSIGNEE BUYER will notify ASSIGNOR SELLER in writing of any Adverse Environmental Condition with respect to the Property. Such notice shall describe in reasonable detail the Adverse Environmental Condition, include all data and information in ASSIGNEEBUYER’s and the Inspector’s possession or control bearing thereon, and include the estimated Environmental Defect Value attributable thereto. The “Environmental Defect Value” attributable to any Adverse Environmental Condition will be the estimated amount of all reasonable costs and Claims net to ASSIGNORSELLER’s interest (ASSIGNEE’s interest post-Closing) in the allegedly affected portion of the Property associated with the existence, remediation remediation, correction, elimination or correction cure of the Adverse Environmental Condition, as reasonably determined and estimated by the Inspector on a current cost basis. “Adverse Environmental Condition” means and includes, with respect to any portion of the Property (ai) the failure of the Property to be in compliance with applicable Environmental Laws, or any contract or agreement relating to the environmental condition of the Property (except to the extent such noncompliance with an agreement or contract was previously waived by the other party or is barred by the statute of limitations limitations) or the current owner of the Property does not have standing to assert a claim for noncompliance) non-compliance, (bii) the Property being subject to any agreements, consent orders, decrees, or judgments, in existence at such time based on any Environmental Laws that negatively impact the future use of any material portion of the Property, or that require any change in the present conditions of any of the Property, or (ciii) the Property being subject to any uncured notices of violations of remedial or noncompliance with corrective action obligation imposed under any applicable Environmental Laws, or (d) a condition that exists with respect including any requirement to the airinstall and operate any pollution control equipment, land, soil, surface, subsurface, strata, surface water, groundwaterobtain permits, or sediments whichperform reporting obligations; provided, if brought to the attention of the applicable governmental authorities with jurisdictionhowever, would cause the Property that no individual matter shall be deemed to be subject to remedial actionor constitute an