Special Provision for Delaware Site Sample Clauses

Special Provision for Delaware Site. (a) Pursuant to Section 4.16 and Schedule 4.16(a), Seller has disclosed to Buyer certain contamination (the "Delaware Contamination") at Delaware's facility located at 505 South Market Street, Wilmington, Delaware (the "Delaware Site"). (x) Xxxxx xxxx xxx xxxxxx xx xxxxxxxte the Delaware Contamination unless Buyer or Delaware is required to do so by any court, government, or governmental or regulatory authority (collectively, a "Regulatory Authority"). If Buyer or Delaware is required to remediate the Delaware Contamination by any Regulatory Authority, Buyer shall pay the first $1,000,000 of the costs of such remediation, any required monitoring and reporting, and any related fines or penalties imposed by any Regulatory Authority (collectively, the "Clean-up Costs"), and Seller shall be responsible for, and indemnify Buyer against, any Clean-up Costs in excess of such $1,000,000; provided, in no event shall Seller be required to pay more than a total of $2,000,000 pursuant to this Section 6.5. Seller's obligations to indemnify Buyer under this Section 6.5 shall also be subject to the Total Cap set forth in Section 6.4(d)(2). (c) Notwithstanding anything to the contrary contained in this Agreement, if neither Buyer nor Delaware are required by a Regulatory Authority to remediate the Delaware Contamination within three (3) years after Closing, then Seller shall have no obligation to indemnify Buyer for any liability or expense related to such contamination.
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Related to Special Provision for Delaware Site

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