Common use of Remedial Actions Clause in Contracts

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treat, and dispose of the Hazardous Material, to background levels, in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) Following initial supply of Products to Chiesi, each Party will notify the other immediately, and promptly confirm such notice in writing, if it obtains information indicating that the Products may be subject to any quality issue, recall, corrective action (including field correction action), or other regulatory action (other than a corrective and preventive action (“CAPA”)) in the Territory (a “Remedial Action”). (b) If requested by Kamada, Chiesi will assist Kamada, at Kamada’s expense other than as set forth below, in gathering and evaluating such information as is necessary to determine the necessity of conducting Remedial Action; provided that Chiesi shall have sole responsibility for collecting information from its customers, including customer complaints. Kamada shall determine whether to commence any Contamination is discovered Remedial Action with respect to the Product in the Territory taking into account, inter alia, safety requirements, regulatory requirements, effect on patients, and minimizing any Borrowing Base Property at any time and regardless detriment effect to the Commercialization of the cause, (i) promptly at Product in the applicable Loan Parties’ sole expense, remove, treat, and dispose Territory. Each Party will maintain adequate records to permit the Parties to trace the manufacture of the Hazardous MaterialProduct and the distribution and use of such Product. In the event that Kamada determines that any Remedial Action with respect to the Product should be commenced, to background levels, in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action Remedial Action is required by any Environmental Requirement providedgovernmental authority having jurisdiction over the matter, howeverKamada shall conduct such Remedial Action, that except for any cleanup standard approved field correction actions which shall be conducted by Chiesi at Kamada's expense, other than as set forth below. Chiesi shall use Commercially Reasonable Efforts to cooperate with Kamada in implementing any such Remedial Action to the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, extent such approval not to be unreasonably withheld or delayed, in addition to taking such other action as cooperation is necessary to effect the Remedial Action, at Kamada’s expense, other than as set forth below. Kamada shall have sole responsibility for handling any CAPAs in a reasonable manner and Chiesi shall cooperate with Kamada to the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if extent reasonably requested by Administrative AgentKamada in handling any CAPA at Kamada’s expense, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the than as set forth below. Any costs and expenses of the actions required incurred by either Party in connection with a Remedial Action shall be borne by the preceding clause (i) Party whose acts or omissions caused or resulted in the necessity for such Remedial Action, and such Party shall reimburse or credit the other Party for any such costs or expenses within [*****] days of receiving written notice from the other Party that the cost or expense has been incurred. Specific mechanisms related to the handling of customer complaints and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of Remedial Action process shall be included in the Hazardous Material on the Borrowing Base Property. After completion of such remedial actionsQuality Agreement, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion set forth in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposalthis Agreement.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of Each Party shall notify the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treatother immediately, and dispose of promptly confirm such notice in writing, if it obtains information indicating that any Original ADC Licensed Product may be subject to any recall, corrective action, patent regulatory procedures or other regulatory action in the Hazardous Material, to background levels, in compliance with all applicable Environmental Requirements Territory or if restoration to applicable background levels is not feasible, take whatever action is required the Retained Territory by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional Governmental Authority or engineering controls must first be submitted for approval to Administrative Agent, Regulatory Authority (a “Remedial Action”). The Parties shall assist each other in gathering and evaluating such approval not to be unreasonably withheld or delayed, in addition to taking such other action information as is necessary to determine the necessity of conducting a Remedial Action. The Parties shall collaborate in good faith and endeavor to reach an agreement on Remedial Action related decisions save that were there is any unsettled issues in relation to any Remedial Action related matters (i) with respect to the Territory, Licensee shall have the full use final decision making authority and benefit Duality shall take all actions reasonably requested by Licensee in relation to such Remedial Action, save that where such Remedial Action is reasonably likely to impact Duality’s position in respect of such Borrowing Base Property as contemplated the Original ADC Licensed Product or any Regulatory Authorities in the Retained Territory, no action will be taken by Licensee (unless immediate action is required to comply with Applicable Laws and mitigate further damage arising from the Loan DocumentsRemedial Action) without Duality’s prior written consent, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property Retained Territory, Duality shall have the final decision making authority and Licensee shall take all actions reasonably requested by Duality in relation to such Remedial Action, save that where such Remedial Action is reasonably likely to impact Licensee’s position in respect of the Original ADC Licensed Product or similar confirmation any Regulatory Authorities in the Territory, no action will be taken by Duality without Licensee’s prior written consent. The cost and expenses of any Remedial Action shall be borne by the applicable regulator that all required remedial Party whose action as stated above has been taken and successfully completed to or inaction caused the satisfaction Remedial Action of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposalOriginal ADC Licensed Product.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base the Property at any time and regardless of the cause, (i) Obligors shall promptly at the applicable Loan Parties’ Obligor’s sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under Obligor’s (or any of their) name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Obligors shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect an Environmental Assessment of the Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Agent’s satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative any such Hazardous Material. (b) Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties Obligors fail to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Agent (without limitation of the Agent’s rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In All costs and expenses of such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who removal or other action shall be responsible for, and shall sign any required manifests for, offsite disposalpaid by Obligors.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if reasonably requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access subject to the rights of tenants to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination Hazardous Material is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly which is in violation of any Environmental Law, promptly, Borrower shall or shall cause the applicable Loan Party to, at the applicable Loan Parties’ sole risk and expense, to the extent required by Environmental Laws, remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements Laws and solely under the applicable Loan Party’s name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Law, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedLaw), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documentscurrently conducted, and Borrower shall provide Administrative Agent with satisfactory evidence thereof; and . Within sixty (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (3060) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After after completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to an Environmental Assessment of the applicable Borrowing Base Property or similar confirmation by the applicable regulator made after such completion and confirming to Administrative Agent’s satisfaction that all required remedial action as stated above has been taken and successfully completed to the satisfaction and that there is no evidence or suspicion of any contamination or risk of contamination on the applicable regulatorBorrowing Base Property or any adjacent property, or of violation of any Environmental Law, with respect to any such Hazardous Material. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided During the Administrative Agent such confirmation. continuance of an Event of Default, Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental RequirementLaw, take or cause the taking of such other action as is required by any Environmental RequirementLaw) if the Loan Parties fail promptly to commence such remedial actions in accordance with the terms hereof as required above and thereafter diligently to prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereofof the continuance of an Event of Default); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, during the continuance of an Event of Default, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base Property of the Collateral Pool Properties at any time and regardless of the cause, (i) the Borrower shall promptly at the applicable Loan Parties’ Borrower's sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under the Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the subject Collateral Pool Property as contemplated by the Loan Documents, and provide Administrative the Agent with satisfactory evidence thereof; and (ii) if requested by Administrative the Agent, provide to Administrative the Agent within thirty (30) days of Administrative the Agent’s 's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative the Agent’s 's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the subject Collateral Pool Property as a result of the presence of the Hazardous Material on the Borrowing Base Collateral Pool Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative the Agent a letter indicating that no further action is required with respect an Environmental Assessment of the Hotel Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Agent's satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the subject Hotel Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. any such Hazardous Material. (b) The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property of the Collateral Pool Properties (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of the Agent (without limitation of the Agent's rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative the Agent and its designees are hereby granted access to the Borrowing Base Collateral Pool Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination Hazardous Material is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ Borrower’s sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under the applicable Loan Party’s name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; , and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause subsection (i) preceding and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within fifteen (15) days after completion of such remedial actions, the applicable each Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable an Environmental Assessment of such Borrowing Base Property or similar confirmation by the applicable regulator made after such completion and confirming to Administrative Agent’s satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Borrowing Base Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmationHazardous Material. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any the Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination Hazardous Material is discovered on any Borrowing Base Property a Project in the Collateral Pool at any time and regardless of the cause, (i) promptly Borrower, at the applicable Loan Parties’ Borrower's sole risk and expense, remove, treat, and dispose of of, or cause the Project Owner to remove, treat or dispose of, the Hazardous Material, to background levels, Material in compliance in all material respects with all applicable Environmental Requirements and solely under Borrower's or the Project Owner's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property the Project as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, Borrower shall, or shall cause the Project Owner to, provide to Administrative Agent within thirty (30) days of Administrative Agent’s 's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s 's reasonable satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base Property the Project as a result of the presence of the Hazardous Material on the Borrowing Base PropertyProject. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect an Environmental Assessment of the Project made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Administrative Agent's satisfaction that all required remedial action as stated above has been taken and successfully completed and that Administrative Agent's environmental consultant shall have concurred with the conclusions set forth in such Environmental Assessment and confirmed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmationthat adequate measures have been taken by Borrower or Project Owner to eliminate any credible risk of further (or a recurrence of such) contamination on the Project or any adjacent property. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property the Project (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower or Project Owner fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties Project at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base the Property at any time and regardless of the cause, (i) Obligors shall promptly at the applicable Loan Parties’ Obligor’s sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under Obligor’s (or any of their) name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent Lender with satisfactory evidence thereof; and (ii) if requested by Administrative AgentLender, provide to Administrative Agent Lender within thirty (30) days of Administrative AgentLender’s request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative AgentLender’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Obligors shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect Lender an Environmental Assessment of the Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Lender’s satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmation. Administrative Agent on behalf of Lenders Hazardous Material. (b) Lender may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties Obligors fail to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Lender (without limitation of the Lender’s rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent Lender and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material the presence of which violates any applicable Environmental Law is discovered on any Borrowing Base the Property at any time and regardless of the cause, Indemnitor shall promptly at Indemnitor’s sole risk and expense and solely under the name of Indemnitor: (i) promptly at the applicable Loan Parties’ sole expense, remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements Laws, or if restoration to applicable background levels such removal is not feasibleprohibited by any Environmental Law, take whatever action as is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayed, in addition to taking Law; and (ii) take such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and . Indemnitor at its sole expense shall provide Administrative Agent Indemnitee with satisfactory evidence thereof; and of the actions taken as required in this clause (ii) if requested by Administrative Agent, a). Indemnitor shall provide to Administrative Agent Indemnitee for the ratable benefit of itself and the Lenders within thirty (30) days Business Days of Administrative AgentIndemnitee’s reasonable request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative AgentIndemnitee’s satisfaction satisfaction, in Indemnitee’s reasonable discretion, that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding this clause (ia) and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. (b) All remedial actions shall be conducted (i) in a diligent and timely fashion by licensed contractors acting to the extent appropriate under the supervision of a consultant or consulting environmental engineer, and (ii) in accordance with all Environmental Laws and all other applicable governmental requirements. After The selection of the contractors and consultant or consulting environmental engineer for the remedial actions, the contracts entered into with such parties, any disclosures to or agreements with any public or private agencies or parties relating to the remedial actions and any written plan for the remedial actions (and any changes thereto) shall each, at the option of Indemnitee, be subject to the prior written approval of Indemnitee, which approval shall not be unreasonably withheld or delayed. Within fifteen (15) Business Days after completion of such remedial actions, the applicable Loan Party Indemnitor shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent Indemnitee a letter indicating that no further action is required with respect report pertaining to the applicable Borrowing Base affected Property or similar confirmation by the applicable regulator made after such completion which shall confirm to Indemnitee’s satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property or of violation of any Environmental Law with respect to any such Hazardous Material. (c) After the satisfaction occurrence and during the continuance of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent an Event of Default, Indemnitee on behalf of itself and/or the Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental RequirementLaw, take or cause the taking of such other action as is required by any Environmental RequirementLaw) if the Loan Parties fail Indemnitor fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Indemnitee (without limitation of the any rights of Administrative Agent on behalf of Indemnitee and the Lenders to declare an Event of Default under any of the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination Hazardous Material in violation of Environmental Laws is discovered on any Borrowing Base the Property at any time and regardless of the cause, (i) Borrower shall promptly at the applicable Loan Parties’ Borrower's sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent Lender with satisfactory evidence thereof; and (ii) if requested by Administrative AgentLender, provide to Administrative Agent Lender within thirty (30) days of Administrative Agent’s Lender's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s Lender's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within thirty (30) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect Lender an Environmental Assessment of the Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Lender's reasonable satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property in excess of that permitted by applicable Environmental Laws, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulatorany such Hazardous Material. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders Lender may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Lender (without limitation of the Lender's rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent Lender and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base the Property at any time and regardless of the cause, (i) promptly Borrower shall solely under Borrower's name comply with all applicable Environmental Requirements to promptly, and at the applicable Loan Parties’ Borrower's sole risk and expense, remove, treat, and dispose of the Hazardous Material, to background levels, in compliance with all applicable Environmental Requirements Material or if restoration to applicable background levels such action is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent Lender with satisfactory evidence thereof; and (ii) if requested by Administrative AgentLender, provide to Administrative Agent Lender within thirty (30) 30 days of Administrative Agent’s Lender's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s Lender's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within 15 days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect Lender an Environmental Assessment of the Property made c:\wp50\NBPLASMA.015\95.5042\081195\NBMISC#12\MJC\MS Environmental Indemnity Agreement 5 after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Lender's satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmation. Administrative Agent on behalf of Lenders Hazardous Material. (b) Lender may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Lender (without limitation of the Lender's rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent Lender and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of (a) Each Party will notify the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treatother Party immediately, and dispose promptly confirm such notice in writing, if it obtains information indicating that any Product in the Field may be subject to a Remedial Action. A “Remedial Action” is any recall, market withdrawal, safety alert, corrective action or other regulatory action taken by virtue of the Hazardous Material, to background levels, Applicable Laws. The Parties will assist each other in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action gathering and evaluating such information as is required by any Environmental Requirement to determine the necessity of conducting a Remedial Action with respect to a Product in the Field; provided, however, that Serenity shall have sole responsibility for collecting information from its customers in the Territory, including without limitation customer complaints, with respect to Product for the PNE Indication unless Allergan is Developing or Commercializing such Products for the PNE Indication in accordance with the terms and conditions hereof, and Allergan shall have sole responsibility for collecting information from its customers in the Territory, including without limitation customer complaints, with respect to all other Products. Each Party will maintain adequate records to permit the Parties to trace the manufacture of the Product in the Field and the distribution and use of the Product in the Field. In the event Allergan determines that any cleanup standard approved Remedial Action with respect to the Product in the Field, other than Product for the PNE Indication unless Allergan is Developing or Commercializing such Products for the PNE Indication in accordance with the terms and conditions hereof, in the Territory should be commenced or Remedial Action is required by any Governmental Authority having jurisdiction over the applicable regulatory authority matter, Allergan will control and coordinate all efforts necessary to conduct such Remedial Action provided that Allergan shall consult with Serenity. ***Certain confidential information contained in this document, marked with 3 asterisks, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Act of 1934, as amended. (b) The cost and expense of a Remedial Action (including the Parties’ reasonable costs and expenses in conducting such Remedial Action, but excluding claims described in Article 10) shall be allocated as follows: (i) if and to the extent that such Remedial Action is based on institutional due to (A) Allergan’s gross negligence or engineering controls must first be submitted for approval willful misconduct, (B) Allergan’s material breach of this Agreement, or (C) Allergan’s material breach of or substantial noncompliance with any Law, but only to Administrative Agentthe extent such Remedial Action is due to Sections 5.7(b)(i)(A)–(C), such approval not to costs and expenses shall be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use borne and benefit of such Borrowing Base Property as contemplated paid by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and Allergan; (ii) if requested by Administrative Agentand to the extent that such Remedial Action is due to (A) Serenity’s gross negligence or willful misconduct, provide to Administrative Agent within thirty (30B) days Serenity’s material breach of Administrative Agent’s request a bond, letter of creditthis Agreement, or (C) Serenity’s material breach of or substantial noncompliance with any Law, but only to the extent such Remedial Action is due to Sections 5.7(b)(ii)(A)–(C), such costs and expenses shall be borne and paid by Serenity; and (iii) if and to the extent that such Remedial Action is due to reasons other financial assurancethan as set forth in Sections 5.7(b)(i) and (ii), including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to then: (A) Serenity shall bear and pay the costs and expenses of the actions required incurred by the preceding clause Parties ***; and (iB) Allergan shall bear and to discharge any assessments or liens established against such Borrowing Base Property as a result of pay the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval costs and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation expenses incurred by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal***.

Remedial Actions. If BioLine and Licensee will notify each other immediately, and promptly confirm such notice in writing, if it obtains information indicating that any Contamination Licensed Product may be subject to any recall, corrective action or other regulatory action taken by virtue of Applicable Laws (a “Remedial Action”). BioLine and Licensee will assist each other in gathering and evaluating such information as is discovered on any Borrowing Base Property at any time necessary to determine the necessity of conducting a Remedial Action. Licensee shall, and regardless shall ensure that its Affiliates and Sublicensees will, maintain adequate records to permit BioLine and Licensee to trace the packaging, labeling, distribution, sale, and use (to the extent possible) of the causeLicensed Product in the Territory. Licensee shall have sole discretion with respect to any matters relating to any Remedial Action in the Territory, (i) promptly including the decision to commence such Remedial Action and the control over such Remedial Action in its territory, at the applicable Loan Parties’ sole its cost and expense, remove, treat, and dispose of the Hazardous Material, to background levels, in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action is required by any Environmental Requirement ; provided, however, if BioLine reasonably determines in good faith that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required Remedial Action with respect to any Licensed Product in the applicable Borrowing Base Property Territory must be commenced or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental RequirementApplicable Laws or Regulatory Agency, (A) if the Loan Parties fail to commence BioLine shall discuss such remedial actions in accordance Remedial Action with the terms hereof Licensee and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, B) Licensee shall carry out such Remedial Action upon reasonable notice (which may be written or oral)BioLine’s request, and a license BioLine and Licensee shall share equally the cost of such Remedial Action (unless such Remedial Action is due: (1) solely to Licensee’s negligence, gross negligence, willful misconduct or violation of Applicable Laws, in which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who case Licensee shall be responsible forfor [***]% of the costs of such Remedial Action; or (2) solely to BioLine’s negligence, gross negligence, willful misconduct or violation of Applicable Laws, in which case BioLine shall be responsible for [***]% of the costs of such Remedial Action). Notwithstanding anything to the contrary in clause (B) above, if Licensee in good faith disagrees that such Remedial Action should be commenced or is required by Applicable Laws or Regulatory Agency, such Remedial Action shall be conducted at BioLine’s cost; provided that, if a Regulatory Agency later determines that such Remedial Action is required, Licensee shall reimburse BioLine such costs, up to Licensee’s applicable share of the costs for such Remedial Action (i.e., up to [***]%, [***]%, or [***]%). BioLine and Licensee shall sign any required manifests forprovide each other, offsite disposalat the other Party’s expense, with such assistance in connection with a Remedial Action as may be reasonably requested by such other Party.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base the Property at any time and regardless of the cause, (i) Borrower shall promptly at the applicable Loan Parties’ Borrower's sole expense, removerisk and expense remove (or encapsulate in accordance with customary remediation practices), treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent Lender with satisfactory evidence thereof; and (ii) if requested by Administrative AgentLender, provide to Administrative Agent Lender within thirty (30) days of Administrative Agent’s Lender's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s Lender's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect Lender an Environmental Assessment of the Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Lender's satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmation. Administrative Agent on behalf of Lenders Hazardous Material. (b) Lender may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Lender (without limitation of the Lender's rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent Lender and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of Each Party will notify the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treatother Party immediately, and dispose promptly confirm such notice in writing, if it obtains information indicating that the Licensed Products may be subject to any recall, corrective action or other Regulatory Authority action taken by virtue of the Hazardous Material, to background levels, Applicable Laws (a “Remedial Action”). The Parties will assist each other in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, gathering and evaluating such approval not to be unreasonably withheld or delayed, in addition to taking such other action information as is necessary to have determine the full use and benefit necessity of such Borrowing Base Property as contemplated by the Loan Documentsconducting a Remedial Action. Licensee shall, and provide Administrative Agent shall require that its Affiliates will, maintain adequate records to permit the Parties to trace the distribution, sale and use (to the extent possible) of the Licensed Products in the Territory. Licensee shall have sole discretion with satisfactory evidence thereof; respect to any matters relating to any Remedial Action in the Territory, including the decision to commence such Remedial Action and the control over such Remedial Action in the Territory. Notwithstanding the foregoing, if Teva determines that a Remedial Action should be carried out in the Territory for health or safety reasons or other “for cause” reasons, including the commencement (iior decision to commence) if requested by Administrative Agentany Remedial Action outside the Territory or the requirement of any Regulatory Authority or Applicable Laws, provide Teva will discuss such Remedial Action in the Territory with Licensee and Licensee shall cooperate with Teva and commence and carry out such Remedial Action or, in the event Licensee does not commence and carry out such Remedial Action, Licensee shall indemnify and hold harmless Teva from and against any Losses that may result thereafter from Licensee’s failure to Administrative Agent within thirty (30) days undertake such Remedial Action despite Teva’s determination that such Remedial Action should be carried out in the Territory. If a Remedial Action in the Territory is required as the sole and direct result of Administrative Agent’s request a bondactions or omissions of Licensee or its Affiliates, letter of creditpermitted sublicensees, or other financial assurancesubcontractors, including self-assurance, evidencing to Administrative Agent’s satisfaction that then Licensee will bear (and will reimburse Teva for) all necessary funds are readily available to pay of the costs and expenses of such Remedial Action, including the costs and expenses of recalling the Licensed Product and the destruction of such recalled Licensed Product. If a Remedial Action in the Territory is required as the sole and direct result of actions or omissions of Teva or its Affiliates, licensees or subcontractors (including the manufacture and supply of the Licensed Products), then Teva will bear (and will reimburse Licensee for) all of the costs and expenses of such Remedial Action, including the costs and expenses of recalling the Licensed Product and the destruction of such recalled Licensed Product. If a Remedial Action in the Territory is required by as the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a direct result of the presence actions or omissions of both Parties or both of their Affiliates, sublicensees or subcontractors, or is not clearly required as the sole and direct result of the Hazardous Material on actions or omissions of a single Party or its Affiliate, sublicensee or subcontractor, then the Borrowing Base Property. After completion costs and expenses of such remedial actions, Remedial Action shall be allocated in an equitable manner between the applicable Loan Parties. Each Party shall promptly request regulatory approvalprovide the other Party with such assistance in connection with a Remedial Action as may be reasonably requested by such other Party, take all reasonable measures to expedite issuance at the expense of the Party responsible for the cost and expense of such approval Remedial Action pursuant to the foregoing. COMMERCIALIZATION . Subject to the terms and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required conditions of this Agreement, Licensee will be responsible for and shall have full control and discretion over all aspects of the Commercialization of Licensed Products in the Field in the Territory in compliance with the Applicable Laws, including with respect to each Licensed Product: (a) developing and executing a commercial launch and pre-launch plan, (b) negotiating with applicable Governmental Authorities regarding product pricing and reimbursement status of the applicable Borrowing Base Property or similar confirmation by the applicable regulator that Licensed Products; (c) marketing, advertising, promotion, tendering, bidding and hospital listing; (d) booking sales, distribution and performance of related services; (e) handling all required remedial action as stated above has been taken aspects of order processing, invoicing and successfully completed collection, inventory and receivables; (f) determining pricing and terms of sale of Licensed Products; (g) providing customer support, including handling medical queries, and performing other related functions; and (h) conforming its practices and procedures to Applicable Laws relating to the satisfaction marketing, detailing and promotion of the applicable regulatorLicensed Products in the Field in the Territory. The Loan Parties Licensee shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation bear all of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default costs and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled expenses incurred in connection with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposalCommercialization activities.

Remedial Actions. If any Contamination Hazardous Material (other than routine office, cleaning, janitorial and other materials and supplies necessary to operate, maintain, repair, improve and lease such Real Property, in each case in commercially reasonable quantities and used and stored in compliance with all Environmental Laws) is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under the applicable Loan Party’s name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty fifteen (3015) days Business Days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens Liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After As soon as is reasonably practicable after completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to an Environmental Assessment of the applicable Borrowing Base Property or similar confirmation by the applicable regulator made after such completion and confirming to Administrative Agent’s satisfaction that all required remedial action as stated above has been taken and successfully completed to the satisfaction and that there is no evidence or suspicion of any contamination or risk of contamination on the applicable regulator. The Loan Parties shall not be deemed Borrowing Base Property or any adjacent property, or of violation of any Environmental Requirement, with respect to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmationHazardous Material. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination Hazardous Material is discovered on any Borrowing Base Collateral Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ Borrowers' sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under the applicable Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Collateral Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; , and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s 's request a bond, letter of credit, or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s 's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause subsection (i) preceding and to discharge any assessments or liens established against such Borrowing Base Collateral Property as a result of the presence of the Hazardous Material on the Borrowing Base Collateral Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrowers shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect an Environmental Assessment of such Collateral Property Credit Agreement 49 made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Administrative Agent's satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Collateral Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent any such confirmationHazardous Material. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Collateral Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrowers fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Collateral Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base the Property at any time and regardless of the cause, : (i) Obligor will promptly at the applicable Loan Parties’ Obligor’s sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under Obligor’s (or any of their) name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such the other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent Lender with satisfactory evidence thereofof the foregoing; and (ii) if requested by Administrative AgentLender, provide to Administrative Agent Lender within thirty (30) 30 days of Administrative AgentLender’s request a bond, letter of credit, or other financial assurance, including self-assurance, assurance evidencing to Administrative AgentLender’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause subparagraph (i) above and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within 30 days after completion of such the remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval Obligor will obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect Lender an Environmental Assessment of the Property made after the completion of the remedial actions and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Lender’s satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders any Hazardous Material. (b) Lender may, but shall will never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such the other action as is required by any Environmental Requirement) if Obligor fails to promptly commence the Loan Parties fail to commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same remedial actions to completion in accordance with the terms hereof satisfaction of Lender (without limitation of the Lender’s rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereofof the default); and Administrative Agent Lender and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which that is coupled with an interest and irrevocable, to remove or cause such the removal or to take or cause the taking of any such the other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. (a) If any Contamination Hazardous Material is discovered on any Borrowing Base Property of the Collateral Pool Properties at any time and regardless of the cause, (i) the Borrower shall promptly at the applicable Loan Parties’ Borrower's sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements and solely under the Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the subject Collateral Pool Property as contemplated by the Loan Documents, and provide Administrative the Agent with satisfactory evidence thereof; and (ii) if requested by Administrative the Agent, provide to Administrative the Agent within thirty (30) days of Administrative the Agent’s 's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative the Agent’s 's satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the subject Collateral Pool Property as a result of the presence of the Hazardous Material on the Borrowing Base Collateral Pool Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative the Agent a letter indicating that no further action is required with respect an Environmental Assessment of the Hotel Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Agent's satisfaction that all required remedial action as stated above has been taken and successfully completed and that there is no evidence or suspicion of any contamination or risk of contamination on the subject Hotel Property or any adjacent property, or of violation of any Environmental Requirement, with respect to the satisfaction of the applicable regulator. any such Hazardous Material. (b) The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property of the Collateral Pool Properties (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.is

Remedial Actions. If any Contamination Hazardous Material is discovered on any Borrowing Base of the Property at any time and regardless of the cause, (i) Borrower shall promptly at the applicable Loan Parties’ Borrower's sole expense, risk and expense remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance in all material respects with all applicable Environmental Requirements and solely under Borrower's name (or if restoration to applicable background levels removal is not feasibleprohibited by any Environmental Requirement, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayedRequirement), in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base the Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s 's request a bond, letter of credit, credit or other financial assurance, including self-assurance, assurance evidencing to Administrative Agent’s 's reasonable satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) preceding and to discharge any assessments or liens established against such Borrowing Base the Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After Within fifteen (15) days after completion of such remedial actions, the applicable Loan Party Borrower shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval obtain and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect an Environmental Assessment of the Property made after such completion and confirming to the applicable Borrowing Base Property or similar confirmation by the applicable regulator Administrative Agent's satisfaction that all required remedial action as stated above has been taken and successfully completed and that Administrative Agent's environmental consultant shall have concurred with the conclusions set forth in such Environmental Assessment and confirmed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmationthat adequate measures have been taken by Borrower to eliminate any credible risk of further (or a recurrence of such) contamination on the Property or any adjacent property. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base the Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail Borrower fails to promptly commence such remedial actions in accordance with the terms hereof following discovery and thereafter diligently prosecute the same to completion in accordance with the terms hereof satisfaction of Administrative Agent (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event a default under any of Default the Loan Documents and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of Each Party shall notify the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treatother immediately, and dispose of promptly confirm such notice in writing, if it obtains information indicating that any Original ADC Licensed Product or Next Generation ADC Licensed Product may be subject to any recall, corrective action, patent regulatory procedures or other regulatory action in the Hazardous Material, to background levels, in compliance with all applicable Environmental Requirements Territory or if restoration to applicable background levels is not feasible, take whatever action is required the Retained Territory by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional Governmental Authority or engineering controls must first be submitted for approval to Administrative Agent, Regulatory Authority (a “Remedial Action”). The Parties shall assist each other in gathering and evaluating such approval not to be unreasonably withheld or delayed, in addition to taking such other action information as is necessary to determine the necessity of conducting a Remedial Action. The Parties shall collaborate in good faith and endeavor to reach an agreement on Remedial Action related decisions save that were there is any unsettled issues in relation to any Remedial Action related matters (i) with respect to the Territory, Licensee shall have the full use final decision making authority and benefit Duality shall take all actions reasonably requested by Licensee in relation to such Remedial Action, save that where such Remedial Action is reasonably likely to impact Duality’s position in respect of such Borrowing Base Property as contemplated the Original ADC Licensed Product, the Next Generation ADC Licensed Product or any Regulatory Authorities in the Retained Territory, no action will be taken by Licensee (unless immediate action is required to comply with Applicable Laws and mitigate further damage arising from the Loan DocumentsRemedial Action) without Duality’s prior written consent, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property Retained Territory, Duality shall have the final decision making authority and Licensee shall take all actions reasonably requested by Duality in relation to such Remedial Action, save that where such Remedial Action is reasonably likely to impact Licensee’s position in respect of the Original ADC Licensed Product, the Next Generation ADC Licensed Product or similar confirmation any Regulatory Authorities in the Territory, no action will be taken by Duality without Licensee’s prior written consent. The cost and expenses of any Remedial Action shall be borne by the applicable regulator that all required remedial Party whose action as stated above has been taken and successfully completed to or inaction caused the satisfaction Remedial Action of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided Original ADC Licensed Product or the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposalNext Generation ADC Licensed Product.

Remedial Actions. If Without first notifying Lender in writing, Borrower shall not take any Contamination is discovered on remedial action in response to the presence of any Borrowing Base Hazardous Materials on, under, or about the Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treat, and dispose of the Hazardous Material, to background levelsif, in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasibleLender's judgment, take whatever the remedial action is likely to impair the value of Lender's security under the Deed of Trust. In the case of a remedial action that, in Lender's judgement, is likely to impair the value of Lender's security under the Deed of Trust, Lender's prior consent shall be required but shall not be withheld if, upon the advice of professionals who are duly qualified and trained to make such judgments, there is no reasonable alternative to such remedial action which would result in less impairment of Lender's security under the Deed of Trust, but only if and to the extent that remediation is required to be performed by the Environmental Protection Agency or another governmental agency with jurisdiction over environmental matters relating to the Property. Lender shall reasonably cooperate with Borrower, at no cost or expense to Lender, in connection with any remedial action required by any Environmental Requirement applicable governmental authority. If Lender has possession of the Land, such cooperation shall include providing reasonable access to the Land so that Borrower may, without additional delay or cost, undertake and complete the remedial action and obtain confirmation of the same from the applicable governmental authority; provided, however, that any cleanup standard approved by Borrower's written request for such access shall specify the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, precise nature of the remedial action required and Borrower shall upon request provide such approval not to be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, funds or other financial assurance, including self-assurance, evidencing security or assurances as Lender reasonably deems appropriate to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) protect Lender from any cost or expense and to discharge any assessments protect the Land and Improvements from loss or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite issuance of such approval and upon receipt thereof deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions damage in accordance connection with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other remedial action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.

Remedial Actions. If any Contamination is discovered on any Borrowing Base Property at any time and regardless of the cause, (i) promptly at the applicable Loan Parties’ sole expense, remove, treat, and dispose of the Hazardous Material, to background levels, Material in compliance with all applicable Environmental Requirements or if restoration to applicable background levels is not feasible, take whatever action is required by any Environmental Requirement provided, however, that any cleanup standard approved by the applicable regulatory authority that is based on institutional or engineering controls must first be submitted for approval to Administrative Agent, such approval not to be unreasonably withheld or delayed, in addition to taking such other action as is necessary to have the full use and benefit of such Borrowing Base Property as contemplated by the Loan Documents, and provide Administrative Agent with satisfactory evidence thereof; and (ii) if reasonably requested by Administrative Agent, provide to Administrative Agent within thirty (30) days of Administrative Agent’s request a bond, letter of credit, or other financial assurance, including self-assurance, evidencing to Administrative Agent’s satisfaction that all necessary funds are readily available to pay the costs and expenses of the actions required by the preceding clause (i) and to discharge any assessments or liens established against such Borrowing Base Property as a result of the presence of the Hazardous Material on the Borrowing Base Property. After completion of such remedial actions, the applicable Loan Party shall promptly request regulatory approval, take all reasonable measures to expedite obtain issuance of such approval if available and upon receipt thereof issued, deliver to Administrative Agent a letter indicating that no further action is required with respect to the applicable Borrowing Base Property or similar confirmation by the applicable regulator that all required remedial action as stated above has been taken and successfully completed to the satisfaction of the applicable regulator. The Loan Parties shall not be deemed to have satisfied their remedial obligations under this provision until they have provided the Administrative Agent such confirmation. Administrative Agent on behalf of Lenders may, but shall never be obligated to, remove or cause the removal of any Hazardous Material from any Borrowing Base Property (or if removal is prohibited by any Environmental Requirement, take or cause the taking of such other action as is required by any Environmental Requirement) if the Loan Parties fail to commence such remedial actions in accordance with the terms hereof and thereafter diligently prosecute the same to completion in accordance with the terms hereof (without limitation of the rights of Administrative Agent on behalf of Lenders to declare an Event of Default and to exercise all rights and remedies available by reason thereof); and Administrative Agent and its designees are hereby granted access subject to the rights of tenants to the Borrowing Base Properties at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to remove or cause such removal or to take or cause the taking of any such other action. In such instance, the Administrative Agent and its designees and the Lenders are acting as authorized agents of the Loan Parties, who shall be responsible for, and shall sign any required manifests for, offsite disposal.