Environmental Indemnitor definition
Examples of Environmental Indemnitor in a sentence
Each Environmental Indemnitor acknowledges that Lender cannot control or otherwise assure the truthfulness or accuracy of the Environmental Reports, and that the release of the Environmental Reports, or any information contained therein, to prospective bidders at any foreclosure sale of any Project may have a material and adverse effect upon the amount, which a party may bid at such sale.
Each Environmental Indemnitor agrees that Lender shall not have any liability whatsoever as a result of delivering any or all of the Environmental Reports or any information contained therein to any third party, and each Environmental Indemnitor hereby releases and forever discharges Lender from any and all claims, damages, or causes of action arising out of connected with or incidental to the Environmental Reports or the delivery thereof.
Neither Borrower, Guarantor, any Environmental Indemnitor nor any Person claiming by or through any of the foregoing shall be a third party beneficiary of any agreement referred to in this Section 9.1(d) or have any rights thereof.
Failure to promptly give such notice or to provide such information and documents shall not relieve the Environmental Indemnitor from the obligation hereunder to respond to or defend the Environmental Indemnitee against such Environmental Claim unless such failure shall materially diminish the ability of the Environmental Indemnitor to respond to or to defend the Environmental Indemnitee against such Environmental Claim.
Each Environmental Indemnitor further agrees that Lender may disclose such Environmental Reports to any governmental agency or authority if they reasonably believe that they are required to disclose any matter contained therein to such agency or authority; provided that Lender shall give Borrower at least 48 hours' prior written notice before so doing.
If and to the extent that any Environmental Claim is other than for money damages, then (i) the terms of the foregoing sentence shall not apply, (ii) WEPCO shall be entitled to assume the defense with respect to the Environmental Claim, which shall include the right to select and direct legal counsel and other consultants, which shall be paid for by the Environmental Indemnitor, and (iii) any settlement will be subject to the reasonable approval of any other Party affected by its terms.
It is expressly understood and agreed that to the extent that Administrative Agent or any Lender is strictly liable under any Environmental Laws, the Environmental Indemnitors’ obligations to Administrative Agent or such Lender under this Agreement shall likewise be without regard to fault on the part of any Environmental Indemnitor with respect to the violation or condition which results in liability to Administrative Agent or such Lender.
Each Environmental Indemnitor acknowledges that neither Administrative Agent, nor any Lender can control or otherwise assure the truthfulness or accuracy of the Environmental Reports, and that the release of the Environmental Reports, or any information contained therein, to prospective bidders at any foreclosure sale of the Project may have a material and adverse effect upon the amount, which a party may bid at such sale.
Neither Borrowers, Guarantor, any Environmental Indemnitor nor any Person claiming by or through any of the foregoing shall be a third party beneficiary of any agreement referred to in this Section 10.1(d) or have any rights thereof.
The execution, delivery and performance by Borrower, Environmental Indemnitor, each Guarantor, and each pledgor under each Pledge and Security Agreement, respectively (or the Principals who are the respective signatories thereto, as the case may be), of each Mezzanine Loan Document to which it is a party does not and will not require any registration with, consent or approval of, or notice to, or other action to, with or by, any Governmental Agency or other Person.