Common use of Real Property; Safety, Zoning and Environmental Matters Clause in Contracts

Real Property; Safety, Zoning and Environmental Matters. (a) To the Shareholders' knowledge, none of the plants, offices or properties in or on which the Company carries on its business nor the activities carried on therein are in violation of any United States or foreign zoning, health or safety law or regulation, including, without limitation, the Occupational Safety and Health Act of 1970, as amended, and similar foreign law, as applicable, if any. (b) Except as set forth on SCHEDULE 3.13: (i) To the Shareholders' knowledge, the Company is not in violation or alleged violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including without limitation those arising under the Resource Conservation and Recovery Act ("RCRA"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986 ("XXXX"), the Federal Water Pollution Control Act, the Solid Waste Disposal Act, as amended, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter "ENVIRONMENTAL LAWS"); (ii) none of the Shareholders, nor the Company, has received notice from any third party, including without limitation any federal, state, or local governmental authority, (A) that the Company or any predecessor in interest to the Company has been identified by the United States Environmental Protection Agency ("EPA") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 000 Xxxxxxxx X (1986); (B) that any hazardous waste, as defined by 42 U.S.C. ss.6903(5), any hazardous substance as defined by 42 U.S.C. ss.9601(14), any pollutant or contaminant as defined by 42 U.S.C. ss.9601(33) or any toxic substance, oil or hazardous material or other chemical or substance regulated by any Environmental Laws ("HAZARDOUS SUBSTANCES") which the Company, or any predecessor in interest to the Company has generated, transported or disposed of or that any such materials disposed of by the Company or any predecessor in interest has been found at any site at which a federal, state, or local agency or other third party has conducted or has ordered that the Company or any predecessor in interest conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (C) that the Company or any predecessor in interest to the Company is or shall be a named party to any claim, action, cause of action, complaint, (contingent or otherwise) legal or administrative proceeding arising out of any third party's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances or other similar substances; (iii) Except as set forth on SCHEDULE 3.13, (A) no portion of any real property presently or formerly owned, leased or operated by the Company has been used by the Company for the handling, manufacturing, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws; and, to the Shareholders' knowledge, no underground tank or other underground storage receptacle for Hazardous Substances is located on such properties; (B) in the course of any activities conducted by the Company as to any real property presently leased or operated by the Company (the "REAL PROPERTY"), no Hazardous Substances have been generated or are being used on such properties except in accordance with applicable Environmental Laws; (C) to the Shareholders' knowledge, all real properties presently or formerly leased or operated by the Company are free from groundwater, surface water, soil, sediment and air contamination, and, to the Shareholders' knowledge, such properties do not contain asbestos in any form, urea formaldehyde foam insulation, transformers or other equipment containing polychlorinated biphenyls or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any Environmental Law, or which poses a hazard to the health and safety of the occupants of such properties or those adjacent thereto; (D) to the Shareholders' knowledge, there have been no releases (i.e., any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping) or threatened releases of Hazardous Substances on, upon, into or from any real property presently or formerly leased or operated by the Company except in accordance with applicable Environmental Laws; (E) to the Shareholders' knowledge, there have been no releases of Hazardous Substances on, upon, from or into any real property in the vicinity of any real property presently or formerly leased or operated by the Company which, through soil or groundwater contamination, may have come to be located on such real property; and (F) to the Shareholders' knowledge, any Hazardous Substances that have been generated on any real property presently or formerly leased or operated by the Company have been transported offsite only by carriers having identification numbers issued by the EPA and have been treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under applicable Environmental Laws, which transporters and facilities have been and are, to the Shareholders' knowledge, operating in compliance with such permits and applicable Environmental Laws; and (iv) to the Shareholders' knowledge, none of the Real Property is or shall be subject to any applicable environmental cleanup responsibility law or environmental restrictive transfer law or regulation, by virtue of the transactions set forth herein and contemplated hereby.

Real Property; Safety, Zoning and Environmental Matters. (a) To the Shareholders' knowledge, none None of the plants, offices or properties in or on which the Company or the Subsidiaries carries on its business nor the activities carried on therein are in violation of any United States or foreign zoning, health or safety law or regulation, including, without limitation, the Occupational Safety and Health Act of 1970, as amended, and similar foreign Mexican or Barbados law, as applicable, if any. (b) Except as set forth on SCHEDULE 3.13Schedule 4.11: (i) To none of the ShareholdersCompany, the Subsidiaries and, to the Sellers' knowledge, any operator of any real property presently or formerly owned, leased or operated by the Company or the Subsidiaries is not in violation or alleged violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including without limitation those arising under the Resource Conservation and Recovery Act ("RCRA"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986 ("XXXX"), the Federal Water Pollution Control Act, the Solid Waste Disposal Act, as amended, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment or, to the knowledge of the Sellers, any similar laws or regulations of Mexico or Barbados (hereinafter "ENVIRONMENTAL LAWSEnvironmental Laws"); (ii) none of the ShareholdersSellers, nor the Company, Company or any of the Subsidiaries has received notice from any third party, including without limitation any federal, state, local, Mexican or local Barbados governmental authority, (A) that the Company or any of the Subsidiaries or any predecessor in interest to the Company or any of the Subsidiaries has been identified by the United States Environmental Protection Agency ("EPA") or similar Mexican authority or agency as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 000 Xxxxxxxx X (1986)) or any similar Mexican laws or regulations; (B) that any hazardous waste, as defined by 42 U.S.C. ss.6903(5Section 6903(5), any hazardous substance as defined by 42 U.S.C. ss.9601(14Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. ss.9601(33Section 9601(33) or any toxic substance, oil or hazardous material or other chemical or substance regulated by any Environmental Laws or similar Mexican laws or Barbados laws or regulations ("HAZARDOUS SUBSTANCESHazardous Substances") which the Company, any of the Subsidiaries or any predecessor in interest to the Company or any of the Subsidiaries has generated, transported or disposed of or that any such materials disposed of by the Company Company, any Subsidiary or any predecessor in interest has been found at any site at which a federal, state, local, Mexican or local Barbados agency or other third party has conducted or has ordered that the Company or any predecessor in interest conduct a remedial investigation, removal or other response action pursuant to any Environmental LawLaw or similar Mexican law or Barbados law or regulation; or (C) that the Company Company, any of the Subsidiaries or any predecessor in interest to the Company or any of the Subsidiaries is or shall be a named party to any claim, action, cause of action, complaint, (contingent or otherwise) legal or administrative proceeding arising out of any third party's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances or other similar substances; (iii) Except as set forth on SCHEDULE 3.13, (A) no portion of any real property presently or formerly owned, leased or operated by the Company or any of the Subsidiaries has been used by the Company or any of the Subsidiaries, or to the knowledge of the Sellers, any other person, for the handling, manufacturing, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws; and, to the Shareholders' knowledgeknowledge of the Sellers, no underground tank or other underground storage receptacle for Hazardous Substances is located on such properties; (B) in the course of any activities conducted by the Company as or any of the Subsidiaries or, to the knowledge of the Sellers, operators of any real property presently or formerly leased or operated by the Company (or any of the "REAL PROPERTY")Subsidiaries, no Hazardous Substances have been generated or are being used on such properties except in accordance with applicable Environmental Laws; (C) to the Shareholders' knowledgeknowledge of the Sellers, all real properties presently or formerly leased or operated by the Company or any of the Subsidiaries are free from groundwater, surface water, soil, sediment and air contamination, and, to the Shareholders' knowledge, and such properties do not contain asbestos in any form, urea formaldehyde foam insulation, transformers or other equipment containing polychlorinated biphenyls or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any Environmental Law, or which poses a hazard to the health and safety of the occupants of such properties or those adjacent thereto; (D) to the Shareholders' knowledgeknowledge of the Sellers, there have been no releases (i.e., any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping) or threatened releases of Hazardous Substances on, upon, into or from any real property presently or formerly leased or operated by the Company or any of the Subsidiaries except in accordance with applicable Environmental Laws; (E) to the Shareholders' knowledgeknowledge of the Sellers, there have been no releases of Hazardous Substances on, upon, from or into any real property in the vicinity of any real property presently or formerly leased or operated by the Company or the Subsidiaries which, through soil or groundwater contamination, may have come to be located on such real property; and (F) to the Shareholders' knowledgein addition, any Hazardous Substances that have been generated on any real property presently or formerly leased or operated by the Company or the Subsidiaries have been transported offsite only by carriers having identification numbers issued by the EPA or as authorized under applicable Mexican laws or, to the knowledge of the Sellers, applicable Barbados laws and regulations and, to the Sellers' knowledge, have been treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under applicable Environmental Laws, which transporters and facilities facilities, to the best of the Sellers' knowledge, have been and are, to the Shareholders' knowledge, are operating in compliance with such permits and applicable Environmental Laws; and (iv) to no real property presently or formerly leased or operated by the Shareholders' knowledge, none of Company or the Real Property Subsidiaries is or shall be subject to any applicable environmental cleanup responsibility law or environmental restrictive transfer law or regulation, by virtue of the transactions set forth herein and contemplated hereby.

Real Property; Safety, Zoning and Environmental Matters. (a) To the Shareholders' knowledge, none Schedule 3.13 hereto sets forth complete and accurate legal -------- ---- descriptions of all of the plants, offices or properties in or on which the Company carries on its business nor the activities carried on therein are in violation of any United States or foreign zoning, health or safety law or regulation, including, without limitation, the Occupational Safety and Health Act of 1970, as amended, and similar foreign law, as applicable, if anyReal Property. (b) Except as set forth on SCHEDULE Schedule 3.13, to the best of Seller's -------- ---- knowledge: (i) To the Shareholders' knowledge, the Company is not in violation or alleged violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including without limitation those arising under the Resource Conservation and Recovery Act ("RCRA"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986 ("XXXX"), the Federal ---- Water Pollution Control Act, the Solid Waste Disposal Act, as amended, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter "ENVIRONMENTAL LAWSEnvironmental Laws");; -------------- ---- (ii) none of the ShareholdersSeller, nor the Company, Xxxx-Star or any of its Subsidiaries or Services has received notice from any third party, including without limitation any federal, state, state or local governmental authority, (A) that Xxxx-Star or any of its Subsidiaries, Services or the Company Seller or any predecessor in interest to the Company has been identified by the United States Environmental Protection Agency ("EPA") as a potentially responsible party --- under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 000 Xxxxxxxx X (1986); (B) that any hazardous waste, as defined by 42 U.S.C. ss.6903(5(S)6903(5), any hazardous substance as defined by 42 U.S.C. ss.9601(14(S)9601(14), any pollutant or contaminant as defined by 42 U.S.C. ss.9601(33(S)9601(33) or any toxic substance, oil or hazardous material or other chemical or substance regulated by any Environmental Laws ("HAZARDOUS SUBSTANCESHazardous --------- Substances") which Xxxx-Star or any of its Subsidiaries, Services or the Company, or ---------- Seller any predecessor in interest to the Company has generated, transported or disposed of or that any such materials disposed of by the Company or any predecessor in interest has been found at any site at which a federal, state, state or local agency or other third party has conducted or has ordered that Xxxx-Star or any of its Subsidiaries, Services or the Company Seller or any predecessor in interest conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (C) that Xxxx-Star or any of its Subsidiaries, Services or the Company Seller or any predecessor in interest to the Company is or shall be a named party to any claim, action, cause of action, complaint, complaint (contingent or otherwise) ), legal or administrative proceeding arising out of any third party's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances or other similar substancesSubstances; (iii) Except as set forth on SCHEDULE 3.13, (A) no portion of any real property presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Company Seller has been used by the Company for the handling, manufacturing, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws; and, to the Shareholders' knowledge, and no underground tank or other underground storage receptacle for Hazardous Substances is located on such properties; (B) in the course of any activities conducted by Xxxx-Star or any of its Subsidiaries, Services or the Company as to Seller or operators of any real property presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Company (the "REAL PROPERTY")Seller, no Hazardous Substances have been generated or are being used on such properties except in accordance with applicable Environmental Laws; (C) to the Shareholders' knowledge, all real properties presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Company Seller are free from contamination of every kind, including without limitation, groundwater, surface water, soil, sediment and air contamination, and, to the Shareholders' knowledge, and such properties do not contain asbestos in any form, urea formaldehyde foam insulation, transformers or other equipment containing polychlorinated biphenyls or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any Environmental Law, or which poses a hazard to the health and safety of the occupants of such properties or those adjacent thereto; (D) to the Shareholders' knowledge, there have been no releases (i.e., any past or present releasing, spilling, leaking, - - pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping) or threatened releases of Hazardous Substances on, upon, into or from any real property presently or formerly owned, leased or operated by the Company Xxxx-Star or any of its Subsidiaries or Services except in accordance with applicable Environmental Laws; (E) to the Shareholders' knowledge, there have been no releases of Hazardous Substances on, upon, from or into any real property in the vicinity of any real property presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Company Seller which, through soil or groundwater contamination, may have come to be located on such real property; and (F) to the Shareholders' knowledgein addition, any Hazardous Substances that have been generated on any real property presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Company Seller have been transported offsite only by carriers having identification numbers issued by the EPA and have been treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under applicable Environmental Laws, which transporters and facilities have been and are, to the Shareholders' knowledgeknowledge of the Seller, operating in compliance with such permits and applicable Environmental Laws; and (iv) to no real property presently or formerly owned, leased or operated by Xxxx-Star or any of its Subsidiaries, Services or the Shareholders' knowledge, none of the Real Property Seller is or shall be subject to any applicable environmental cleanup responsibility law or environmental restrictive transfer law or regulation, by virtue of the transactions set forth herein and contemplated hereby.

Real Property; Safety, Zoning and Environmental Matters. (a) To SCHEDULE 5.10(a) hereto sets forth complete and accurate legal descriptions of all real property owned or leased by the Shareholders' knowledge, none Seller relating to the VECTRA Waste Business (the "REAL PROPERTY"). SCHEDULE 5.10(a) also sets forth a complete and correct description of all leases relating to the plants, offices or properties in or on VECTRA Waste Business pursuant to which the Company carries on its business nor the activities carried on therein are in violation of Seller holds any United States or foreign zoning, health or safety law or regulation, including, without limitation, the Occupational Safety and Health Act of 1970, as amended, and similar foreign law, as applicable, if anysuch Real Property. (b) Except as set forth on SCHEDULE 3.13:5.10(b): (i) To to the Shareholders' knowledgeSeller's knowledge (as defined in paragraph (d) below), neither the Company Seller nor any operator of any real property presently or formerly owned, leased or operated by the Seller is not in violation or alleged violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including without limitation those arising under the Resource Conservation and Recovery Act ("RCRA"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986 ("XXXX"), the Federal Water Pollution Control Act, the Solid Waste Disposal Act, as amended, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state federal, state, local or local foreign statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter "ENVIRONMENTAL LAWS"), except for any violations that singly or in the aggregate will not have a Material Adverse Effect; (ii) none of the Shareholders, nor the Company, Seller has not received written notice from any third party, including without limitation any federal, state, local or local foreign governmental authority, (A) that the Company Seller or any predecessor in interest to the Company has been identified by the United States Environmental Protection Agency ("EPA") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 000 Xxxxxxxx X (1986); (B) that any hazardous waste, as defined by 42 U.S.C. ss.6903(5Section 6903(5), any hazardous substance as defined by 42 U.S.C. ss.9601(14Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. ss.9601(33Section 9601(33) or any toxic substance, oil or hazardous material or other chemical or substance regulated by any Environmental Laws ("HAZARDOUS SUBSTANCES") which the Company, Seller or any predecessor in interest to the Company has generated, transported or disposed of or that any such materials disposed of by the Company or any predecessor in interest has been found at any site at which a federal, state, state or local agency or other third party has conducted or has ordered that the Company Seller or any predecessor in interest conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (C) that the Company Seller or any predecessor in interest to the Company is or shall be a named party to any claim, action, cause of action, complaint, (contingent or otherwise) legal or administrative proceeding arising out of any third party's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances Substances, except for any claims that singly or other similar substancesin the aggregate will not have a Material Adverse Effect; (iii) Except as set forth on SCHEDULE 3.13, to the Seller's knowledge: (A) no portion of any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business has been used by the Company for the handling, manufacturing, processing, storage or disposal of Hazardous Substances except in accordance in all material respects with applicable Environmental Laws; and, to the Shareholders' knowledge, and no underground tank or other underground storage receptacle for Hazardous Substances is located on such properties; ; (B) in the course of any activities conducted by the Company as to Seller or operators of any real property presently or formerly owned, leased or operated by the Company (Seller in the "REAL PROPERTY")VECTRA Waste Business, no Hazardous Substances have been generated or are being used on such properties except in accordance in all material respects with applicable Environmental Laws; ; (C) all such real properties (including the soil, groundwater or surface water, on, under or adjacent to the Shareholders' knowledgeproperties and the buildings thereon) do not contain any material contamination other than as permitted under applicable Environmental Laws, all real PROVIDED HOWEVER that with respect to any such properties presently or formerly owned, leased or operated by the Company are free from groundwater, surface water, soil, sediment and air contamination, and, to Seller in the Shareholders' knowledgeVECTRA Waste Business, such properties do representation does not contain asbestos in extend to any formperiod after which the Seller no longer owned, urea formaldehyde foam insulation, transformers leased or other equipment containing polychlorinated biphenyls or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any Environmental Law, or which poses a hazard to the health and safety of the occupants of operated such properties or those adjacent thereto; property; (D) to the Shareholders' knowledge, there have been no releases (i.e.I.E., any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping) or threatened releases of Hazardous Substances on, upon, into or from any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business except in accordance in all material respects with applicable Environmental Laws; ; (E) to the Shareholders' knowledge, there have been no material releases of Hazardous Substances on, upon, from or into any real property in the vicinity of any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business which, through soil or groundwater contamination, may have come to be located on such real property; and and (F) in addition, to the Shareholders' knowledge, Seller's knowledge any Hazardous Substances Waste (as defined under RCRA) that have has been generated on any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business have been transported offsite only by carriers having identification numbers issued by the EPA and have been treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under applicable Environmental Laws, which transporters and facilities have been and are, to the Shareholders' Seller's knowledge, operating in compliance in all material respects with such permits and applicable Environmental Laws, except for any violations that singly or in the aggregate will not have a Material Adverse Effect; and (iv) to the Shareholders' Seller's knowledge, none of no real property presently or formerly owned, leased or operated by the Real Property Seller is or shall be subject to any applicable environmental cleanup responsibility law or environmental restrictive transfer law or regulation, by virtue of the transactions set forth herein and contemplated hereby. (c) Attached as part of SCHEDULE 5.10(c) is a list of all documents, reports, site assessments, data, communications or other materials, in the possession of the Seller or to which it has access, which contain any material information with respect to potential environmental liabilities associated with the Real Property and relating to compliance with Environmental Laws or the environmental condition of such properties and adjacent

Real Property; Safety, Zoning and Environmental Matters. (a) To SCHEDULE 5.10(a) hereto sets forth complete and accurate legal descriptions of all real property owned or leased by the Shareholders' knowledge, none Seller relating to the VECTRA Waste Business (the "REAL PROPERTY"). SCHEDULE 5.10(a) also sets forth a complete and correct description of all leases relating to the plants, offices or properties in or on VECTRA Waste Business pursuant to which the Company carries on its business nor the activities carried on therein are in violation of Seller holds any United States or foreign zoning, health or safety law or regulation, including, without limitation, the Occupational Safety and Health Act of 1970, as amended, and similar foreign law, as applicable, if anysuch Real Property. (b) Except as set forth on SCHEDULE 3.13:5.10(b): (i) To to the Shareholders' knowledgeSeller's knowledge (as defined in paragraph (d) below), neither the Company Seller nor any operator of any real property presently or formerly owned, leased or operated by the Seller is not in violation or alleged violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including without limitation those arising under the Resource Conservation and Recovery Act ("RCRA"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986 ("XXXXSARA"), the Federal Water Pollution Control Act, the Solid Waste Disposal Act, as amended, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state federal, state, local or local foreign statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter "ENVIRONMENTAL LAWS"), except for any violations that singly or in the aggregate will not have a Material Adverse Effect; (ii) none of the Shareholders, nor the Company, Seller has not received written notice from any third party, including without limitation any federal, state, local or local foreign governmental authority, (A) that the Company Seller or any predecessor in interest to the Company has been identified by the United States Environmental Protection Agency ("EPA") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 000 300 Xxxxxxxx X (19860086); (B) that any hazardous waste, as defined by 42 U.S.C. ss.6903(5[Section]6903(5), any hazardous substance as defined by 42 U.S.C. ss.9601(14[Section]9601(14), any pollutant or contaminant as defined by 42 U.S.C. ss.9601(33[Section]9601(33) or any toxic substance, oil or hazardous material or other chemical or substance regulated by any Environmental Laws ("HAZARDOUS SUBSTANCES") which the Company, Seller or any predecessor in interest to the Company has generated, transported or disposed of or that any such materials disposed of by the Company or any predecessor in interest has been found at any site at which a federal, state, state or local agency or other third party has conducted or has ordered that the Company Seller or any predecessor in interest conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (C) that the Company Seller or any predecessor in interest to the Company is or shall be a named party to any claim, action, cause of action, complaint, (contingent or otherwise) legal or administrative proceeding arising out of any third party's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances Substances, except for any claims that singly or other similar substancesin the aggregate will not have a Material Adverse Effect; (iii) Except as set forth on SCHEDULE 3.13, to the Seller's knowledge: (A) no portion of any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business has been used by the Company for the handling, manufacturing, processing, storage or disposal of Hazardous Substances except in accordance in all material respects with applicable Environmental Laws; and, to the Shareholders' knowledge, and no underground tank or other underground storage receptacle for Hazardous Substances is located on such properties; ; (B) in the course of any activities conducted by the Company as to Seller or operators of any real property presently or formerly owned, leased or operated by the Company (Seller in the "REAL PROPERTY")VECTRA Waste Business, no Hazardous Substances have been generated or are being used on such properties except in accordance in all material respects with applicable Environmental Laws; ; (C) all such real properties (including the soil, groundwater or surface water, on, under or adjacent to the Shareholders' knowledgeproperties and the buildings thereon) do not contain any material contamination other than as permitted under applicable Environmental Laws, all real PROVIDED HOWEVER that with respect to any such properties presently or formerly owned, leased or operated by the Company are free from groundwater, surface water, soil, sediment and air contamination, and, to Seller in the Shareholders' knowledgeVECTRA Waste Business, such properties do representation does not contain asbestos in extend to any formperiod after which the Seller no longer owned, urea formaldehyde foam insulation, transformers leased or other equipment containing polychlorinated biphenyls or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any Environmental Law, or which poses a hazard to the health and safety of the occupants of operated such properties or those adjacent thereto; property; (D) to the Shareholders' knowledge, there have been no releases (i.e.I.E., any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping) or threatened releases of Hazardous Substances on, upon, into or from any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business except in accordance in all material respects with applicable Environmental Laws; ; (E) to the Shareholders' knowledge, there have been no material releases of Hazardous Substances on, upon, from or into any real property in the vicinity of any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business which, through soil or groundwater contamination, may have come to be located on such real property; and and (F) in addition, to the Shareholders' knowledge, Seller's knowledge any Hazardous Substances Waste (as defined under RCRA) that have has been generated on any real property presently or formerly owned, leased or operated by the Company Seller in the VECTRA Waste Business have been transported offsite only by carriers having identification numbers issued by the EPA and have been treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under applicable Environmental Laws, which transporters and facilities have been and are, to the Shareholders' Seller's knowledge, operating in compliance in all material respects with such permits and applicable Environmental Laws, except for any violations that singly or in the aggregate will not have a Material Adverse Effect; and (iv) to the Shareholders' Seller's knowledge, none of no real property presently or formerly owned, leased or operated by the Real Property Seller is or shall be subject to any applicable environmental cleanup responsibility law or environmental restrictive transfer law or regulation, by virtue of the transactions set forth herein and contemplated hereby. (c) Attached as part of SCHEDULE 5.10(c) is a list of all documents, reports, site assessments, data, communications or other materials, in the possession of the Seller or to which it has access, which contain any material information with respect to potential environmental liabilities associated with the Real Property and relating to compliance with Environmental Laws or the environmental condition of such properties and adjacent properties. The Seller has furnished to the Buyer complete and accurate copies of all of the documents, reports, site assessments, data, communications and other materials listed on SCHEDULE 5.10(c) hereto. (d) For purposes of this Section 5.10, the term "to the Seller's knowledge" or similar qualifiers shall mean (i) any information set forth in any of the material listed in SCHEDULE 5.10(c) and (ii) any information known by Kirk Xxxxxx xx Larrx Xxxxxx xx both.