Solicitation of Remedial Action Sample Clauses

Solicitation of Remedial Action. Except as set forth in Section 3.1(d), Buyer shall take no affirmative action to solicit from any Third Party, including any Environmental Agency, any proceeding, order, directive or other mandate to conduct Remedial Action at the Facilities which Sellers are responsible for performing pursuant to the terms and conditions hereof, and shall not communicate with, report or disclose to any Third Party, including any Environmental Agency, any matters that could give rise to any such Remedial Action, unless Buyer believes in good faith, and so informs Sellers in advance in writing, that Buyer has a lawful obligation to take such action; provided, however, Buyer shall not be obligated to provide Sellers with such prior written notice where it would cause any action required of Buyer by applicable environmental laws to be untimely. In furtherance, and not in limitation, of the foregoing, Buyer will not knowingly initiate or undertake any activity primarily for the purpose of finding conditions requiring Remedial Action (including, without limitation, any subsurface investigation at any of the Facilities), or accelerating the timing or increasing the cost of any Remedial Action, unless in response to a request from an Environmental Agency. The foregoing shall not restrict Buyer from reporting to any Environmental Agency any environmental condition at a Facility which Buyer has a legal obligation to report under applicable environmental laws, or from investigating subsurface conditions in connection with expansion or modification of buildings, reactors, tanks, improvements, fixtures or equipment located at a Facility.

Solicitation of Remedial Action. Crompton shall take no affirmative action to solicit from any Third Party, including any Environmental Agency, any proceeding, order, directive or other mandate to conduct Remedial Action at any of the SC Premises that GE is responsible for performing pursuant to the terms and conditions hereof, unless Crompton believes in good faith, and so informs GE no less than thirty (30) days in advance in writing, that Crompton has a lawful obligation to take such action. In furtherance, and not in limitation, of the foregoing, Crompton will not knowingly initiate or undertake any 143 activity primarily for the purpose of finding conditions requiring Remedial Action, or accelerating the timing or increasing the cost of any Remedial Action, unless Crompton is compelled to take such action by Environmental Law or in response to a written request from an Environmental Agency. The foregoing shall not restrict Crompton from (a) reporting to any Governmental Body, including an Environmental Agency, any SC Environmental Condition which Crompton has a legal obligation to report under applicable Environmental Laws; (b) conducting environmental compliance audits to identify violations of Environmental Law at any of the SC Premises so long as such compliance audits do not include soil or groundwater investigations at any of the SC Premises not compelled by any Environmental Law or a written request from an Environmental Agency; (c) investigating subsurface conditions in connection with expansion, modification or maintenance of buildings, reactors, tanks, improvements, fixtures or equipment located at any of the SC Premises; or (d) activities associated with the Phase II ESAs as provided in Section 5.1.

Solicitation of Remedial Action. (a) From the date of this Agreement through the Closing Date, neither Seller, nor the Companies or the Operating Subsidiaries, without Buyer’s written consent, which consent shall not be unreasonably withheld or delayed, shall take any affirmative action to solicit from any Governmental Authority, any proceeding, Order or directive or other mandate to materially modify any of the investigation, remediation, and/or implementation activities required in connection with Environmental Conditions. For the avoidance of doubt, the foregoing will not restrict the Companies or the Operating Subsidiaries from reporting to any Governmental Authority, including any environmental agency, any Environmental Condition at the Business, which the Companies or the Operating Subsidiaries have a legal obligation to report under applicable Environmental Laws and as required under applicable Environmental Laws or Permits granted pursuant to same. (b) From the date of this Agreement through the Closing Date, Buyer will not, without Seller’s written consent, which consent shall not be unreasonably withheld or delayed, take any affirmative action to solicit from any Governmental Authority, any proceeding, Order or directive or other mandate to materially modify any of the investigation, remediation, and/or implementation activities required in connection with Environmental Conditions; provided, Buyer and its Representatives, with the consent and approval of Seller, may conduct discussions with any Governmental Authority with respect to any environmental matters, which consent will not be unreasonably withheld.

Solicitation of Remedial Action. 136 5A.4 Notice...................................................137 5A.5 Remediation Standard.....................................137 5A.6

Solicitation of Remedial Action. 143 5B.4 Notice...................................................144 5B.5 Remediation Standard.....................................144 5B.6 Fines and Penalties......................................145 5B.7 [Reserved]...............................................145 5B.8 [Reserved]...............................................145 5B.9 GE's Option to Obtain No Further Action Determination....145 5B.10 [Reserved]...............................................145 5B.11 Responsibility to Direct Work............................145 5B.12 Implementation of Work...................................147 5B.13 GE's Access to the SC Premises...........................147 5B.14 Insurance................................................147 5B.15 Non-Applicability........................................148 6. Confidential Nature of Information.............................148