Remediation of the Property. Subject to the terms and conditions of this Agreement, Xxxxxx hereby covenants to Remediate any Release at the Property occurring from and after the Closing Date of to the extent required by Environmental Laws and Governmental Authorities. Such Remediation may utilize any engineering control and institutional control that is previously approved by an Applicable Governmental Authority (as hereinafter defined), subject, however, to the limitation that no such engineering control and/or institutional control shall be applicable to, or otherwise impact or burden, any Off-Site Wal-Mart Tract (as hereinafter defined) unless a proper request is made by Xxxxxx and granted by Wal-Mart pursuant to paragraph 1.2.2 herein and all other applicable criteria as set forth in paragraph 1.2.2 herein are met. For purposes of this Agreement, the term Applicable Governmental Authority means any Governmental Authority with the ability and/or authority to invoke environmental regulatory jurisdiction over the Release, either on its own volition or as a result of being petitioned or requested to do so by a party to this Agreement or any third party. The Remediation procedures discussed in this sub-paragraph as supplemented by subparagraph 1.2.2 shall hereinafter be referred to as the “Property Remediation Protocol.”
Remediation of the Property. 1. Agency and City have no responsibility or obligation to investigate or remediate any Hazardous Substances on, in under or about the Property either prior to or after conveyance to Developer. If Developer encounters Hazardous Substances during the redevelopment of the Project, Developer will have sole responsibility to perform any and all investigations or remediation of such Hazardous Substances as necessary to accomplish and support the Project. Xxxxxxxxx agrees to perform such remediation under the oversight of the County of San Diego Department of Environmental Health (“DEH”) or another appropriate regulatory agency, including, without limitation, receiving approval of a remedial action plan (or plan of similar effect) prior to redevelopment activities, if applicable. Developer will comply with all federal, state and local laws, statutes, regulations and regulatory orders in performing any investigation or remediation on, in, under or about the Property.
2. Upon completion of any remediation, if any, Developer (on its own or through an environmental consultant) shall prepare a Closure Report documenting the remediation that occurred on, in, under or about the Property and requesting that the regulatory agency providing oversight issue a “No Further Action” letter or other document of similar effect. Developer shall, if applicable, obtain such “No Further Action” letter (or document of similar effect) prior to obtaining its certificate of occupancy for any portion of the Project.
Remediation of the Property. 1. City has no responsibility or obligation to investigate or remediate any Hazardous Substances on, in under or about the Property either prior to or after conveyance to Developer. It is expected that Developer will encounter Hazardous Substances during the redevelopment of the Project, Developer will have sole responsibility to perform any and all investigations or remediation of such Hazardous Substances, including but not limited to, tasks such as soil removal, groundwater treatment, health risk assessments, or the installation of vapor barriers, as necessary to accomplish and support the Project. Developer agrees to perform such remediation under the oversight of the County of San Diego Department of Environmental Health or another appropriate regulatory agency, including, without limitation, receiving approval of a remedial action plan (or plan of similar effect) prior to redevelopment activities, if applicable. Developer will comply with all federal, state and local laws, statutes, regulations and regulatory orders in performing any investigation or remediation on, in, under or about the Property.
2. Upon completion of any remediation, if any, Developer (on its own or through an environmental consultant) shall prepare a Closure Report documenting the remediation that occurred on, in, under or about the Property and requesting that the regulatory agency providing oversight issue a “No Further Action” letter or other document of similar effect. Developer shall obtain such “No Further Action” letter (or document of similar effect) prior to obtaining its certificate of occupancy for any portion of the Project.
Remediation of the Property. In the event that the Developer’s investigations show that Hazardous Substances are present on, or under the Property at levels that are inappropriate for the anticipated use, then prior to the expiration of the Due Diligence Period, Developer may terminate this Agreement and thereupon Developer shall have no further obligations or liabilities hereunder and the City shall refund the balance of the Deposit to Developer or, in the alternative, Developer may elect to remediate the Property on its own, at its sole cost and expense, after Close of Escrow. Effective at the Close of Escrow and in furtherance of the indemnity obligations of Developer pursuant to Section 7.2 of this Agreement, to the extent permitted by law, the City hereby assigns and transfers to Developer any and all claims, causes of action and rights of recovery against any person or entity for any release, discharge, migration or deposit of Hazardous Substances on, under or about the Property.
Remediation of the Property. (a) Subject to and effective upon delivery of consent in accordance with Section 6.8(c) below, at the Closing, Industries will assign to Buyer all of Industries' rights and benefits under Sections 13.c., 13.d. and 13.e. of the Contract For Purchase and Sale of Real Property made and entered into as of December 12, 1995 by and between Industries and Susax Xxxxx, Xxc. (the "1995 Contract"), a true and complete copy of which is attached hereto as Exhibit C.
(b) Subject to and effective upon delivery of consent in accordance with Section 6.8(c) below, at the Closing, Industries will assign to Buyer all of Industries' rights and benefits under Section 22 of the 1995 Contract, including without limitation of the foregoing, the Guarantee of performance of Susax Xxxxx, Xxc.'s obligations by Coats Viyella (North America), Inc.
(c) As a condition to closing, Industries shall deliver to Buyer evidence of written consent to the assignment of Industries' rights and benefits in accordance with this Section 6.8, given under and in accordance with Section 20 of the 1995 Contract, by Susax Xxxxx, Xxc. for itself and for Coats Viyella (North America), Inc., or any successor thereto. The consent shall be in substantially the form attached hereto as Exhibit D.
(d) Buyer shall assume and perform all of Industries' obligations to Susax Xxxxx, Xxc. and to its affiliates and other Indemnified Persons under Section 13.f. of the 1995 Contract solely with respect to Contamination which occurs at or on the Property after the transfer of title thereto to Buyer under this Agreement pursuant to an assumption agreement, substantially in the form attached hereto as Exhibit E (the "Contract Assumption Agreement").
(e) Buyer shall assume all obligations of Industries under Section 13.
Remediation of the Property i. City has no responsibility or obligation to investigate or remediate any Hazardous Substances on, in, under or about the Property either prior to or after conveyance to Developer. If Developer purchases the Property, Developer will have sole responsibility to perform any and all investigations or remediation of Hazardous Substances as necessary to accomplish and support the Project. Developer agrees to perform such remediation under the oversight of the County of San Diego Department of Environmental Health or another appropriate regulatory agency, including, without limitation, receiving approval of a remedial action plan (or plan of similar effect) prior to redevelopment activities, if applicable. Developer will comply with all federal, state and local laws, statutes, regulations and regulatory orders in performing any investigation or remediation on, in, under or about the Property.
ii. Upon completion of any remediation, if any, Developer (on its own or through an environmental consultant) shall prepare a Closure Report documenting the remediation that occurred on, in, under or about the Property and requesting that the regulatory agency providing oversight issue a “No Further Action” letter or other document of similar effect. Developer shall, if applicable, obtain such “No Further Action” letter (or document of similar effect) prior to obtaining its certificate of occupancy for any portion of the Project.
