Toxic Waste Cleanup As Condition to Purchaser’s Obligation

What is Toxic Waste Cleanup As Condition to Purchaser’s Obligation

As per Toxic Waste Cleanup As Condition to Purchaser’s Obligation with regards to close is that the purchaser as per the terms of the agreement either on the closing date or prior to the closing date needs to satisfy the following conditions. These conditions can only be waived by the purchaser in writing and incase there are any conditions which are not fulfilled, the purchaser can continue with the closing without satisfying either all or some of the conditions without a written waiver but he shall not be deemed to have waived this against the seller when the following conditions are not fulfilled:

  1. The seller should remove the PCB materials as per the laws and regulations which are applicable. The entire removal should be done within 6 months of the closing date and the plan is to be submitted to the agencies of the government which have jurisdiction over these activities which are like the removal of these materials. The seller also needs to exert best efforts when approvals as well as authorizations are needed.
  2. The purchaser will receive a guarantee which is executed and this will be on behalf of the seller and it will state the obligations so that the purchaser will not be held responsible for any obligations that the seller needs to fulfill and indemnify.

These are some of the terms and conditions which are mentioned in the Toxic Waste Cleanup As Condition to Purchaser’s Obligation. These need to be adhered to very carefully as it could lead to other complications further on.

Toxic Waste Cleanup As Condition To Purchaser'S Obligation

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Toxic waste cleanup as condition to purchaser’s obligation to close.

The obligations of Purchaser to close the transactions contemplated under this agreement shall be subject to the satisfaction on or prior to the Closing Date of the following conditions, each of which is agreed to be material. Any of such conditions may be waived by Purchaser (but only in writing), and, notwithstanding the failure of any one or more of such conditions, Purchaser may nevertheless proceed with the Closing without satisfaction in whole or in part of one or more of such conditions and without written waiver, and Purchaser shall not be deemed to have waived any rights or remedies it may have against Seller by reason of the failure of any of such conditions:
(a) Seller shall have removed the PCB Materials from Seller’s _________, _________[state] plant to be conveyed to Purchaser, in accordance with applicable laws and regulations, or Seller shall have formulated a plan and schedule whereby such removal will be accomplished no later than six months after the Closing Date and such plan and schedule of removal shall be submitted to the government agencies having jurisdiction over any of the activities pertaining to such removal, and Seller shall exert its best efforts to obtain all required approvals and authorizations;
(b) Purchaser shall have received the guarantee executed on behalf of (seller’s name) of Seller’s obligation to indemnify and hold Purchaser harmless as set forth in subsection _________.