Purchaser’s Obligations With Respect to Remedial Actions Sample Clauses

Purchaser’s Obligations With Respect to Remedial Actions. As to the Remedial Actions that Seller or Seller’s LSRP performs at the Property pursuant to Section 9.4A above, Purchaser and Seller agree as follows: (i) Seller and Seller’s LSRP shall have the right to exercise the authority to select and propose the Remedial Actions necessary to achieve Compliance with ISRA with respect to the Property, and to implement the same at the Property, consistent with the provisions of this Section 9.4(C); (ii) Seller and Seller’s LSRP shall have the right to use and employ Remediation Standards applicable to non-residential properties and any remediation methodology, including Engineering Controls, Institutional Controls and Classification Exception Areas and Well Restriction Areas, provided that the use of such Remediation Standards or remediation methodology does not unreasonably interfere with Seller’s day-to-day operations at the Property, subject to Purchaser’s prior consent, such consent not to be unreasonably withheld, conditioned or delayed; (iii) Seller shall exercise the authority to conduct any negotiations with the NJDEP and/or Seller’s LSRP concerning the method, scope and pace of the Remedial Action consistent with the provisions of this Section 9.4(C); (iv) as requested by Seller, Purchaser shall execute documents reasonably required to enable the implementation of the Remedial Actions selected by Seller or Seller’s LSRP, or to otherwise allow Seller to achieve Compliance with ISRA, including permit applications or Deed Notices, provided that Seller shall be solely responsible for all costs and expenses incurred to apply for and obtain such permits and to prepare and record such Deed Notices; (v) Purchaser, and Seller pursuant to the Seller Lease, shall use the Property in a manner that complies with any Engineering Control or Institutional Control installed or required in connection with the Remedial Action selected by Seller or Seller’s LSRP (including reasonable assistance to Seller in the preparation of the biennial certification required under N.J.S.A. 58:10B-13.1(a)(2)); and (vi) Purchaser shall be listed as a co-permittee under any Remedial Action Permit(s) issued to Seller by the NJDEP in connection with the Remedial Actions implemented by Seller or Seller’s LSRP at the Property, with Seller, in accordance with the Seller Lease, being listed as, and being responsible for satisfying the compliance obligations of, the “person with primary responsibility for permit compliance” under such Remedial Action P...
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Related to Purchaser’s Obligations With Respect to Remedial Actions

  • Obligations with Respect to Loan Parties The obligations of the Borrower to direct or prohibit the taking of certain actions by the other Loan Parties as specified herein shall be absolute and not subject to any defense the Borrower may have that the Borrower does not control such Loan Parties.

  • REPRESENTATIONS WITH RESPECT TO RULE 17F 5. The Foreign Custody Manager represents to the Fund that it is a U.S. Bank as defined in section (a)(7) of Rule 17f-5. The Fund represents to the Custodian that the Board has determined that it is reasonable for the Board to rely on the Custodian to perform the responsibilities delegated pursuant to this Agreement to the Custodian as the Foreign Custody Manager of the Portfolios.

  • Actions with Respect to Shared Collateral; Prohibition on Contesting Liens (a) With respect to any Shared Collateral, (i) only the Collateral Agent shall act or refrain from acting with respect to the Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral), and then only on the instructions of the Applicable Authorized Representative, (ii) the Collateral Agent shall not follow any instructions with respect to such Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral) from any Non-Controlling Authorized Representative (or any other First Lien Secured Party other than the Applicable Authorized Representative) and (iii) no Non-Controlling Authorized Representative or other First Lien Secured Party (other than the Applicable Authorized Representative) shall or shall instruct the Collateral Agent to, commence any judicial or nonjudicial foreclosure proceedings with respect to, seek to have a trustee, receiver, liquidator or similar official appointed for or over, attempt any action to take possession of, exercise any right, remedy or power with respect to, or otherwise take any action to enforce its security interest in or realize upon, or take any other action available to it in respect of, any Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral), whether under any First Lien Security Document, applicable law or otherwise, it being agreed that only the Collateral Agent, acting on the instructions of the Applicable Authorized Representative and in accordance with the applicable First Lien Security Documents, shall be entitled to take any such actions or exercise any such remedies with respect to Shared Collateral. Notwithstanding the equal priority of the Liens, the Collateral Agent (acting on the instructions of the Applicable Authorized Representative) may deal with the Shared Collateral as if such Applicable Authorized Representative had a senior Lien on such Collateral. No Non-Controlling Authorized Representative or Non-Controlling Secured Party will contest, protest or object to any foreclosure proceeding or action brought by the Collateral Agent, Applicable Authorized Representative or Controlling Secured Party or any other exercise by the Collateral Agent, Applicable Authorized Representative or Controlling Secured Party of any rights and remedies relating to the Shared Collateral, or to cause the Collateral Agent to do so. The foregoing shall not be construed to limit the rights and priorities of any First Lien Secured Party, Collateral Agent or Authorized Representative with respect to any Collateral not constituting Shared Collateral.

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