Environmental Matters. Except as could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect: # the Company is not in violation of any federal, state, provincial, local or foreign statute, law, rule, regulation, ordinance, code, policy or rule of common law or any judicial or administrative interpretation thereof, including any judicial or administrative order, consent, decree or judgment, relating to pollution or protection of human health, the environment (including, without limitation, ambient air, surface water, groundwater, land surface or subsurface strata) or wildlife, including, without limitation, laws and regulations relating to the release or threatened release of chemicals, pollutants, contaminants, wastes, toxic substances, hazardous substances, petroleum or petroleum products (collectively, “Hazardous Materials”) or to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of Hazardous Materials (collectively, “Environmental Laws”); # the Company has all permits, authorizations and approvals required under any applicable Environmental Laws and is in compliance with their requirements; # there are no pending or, to the knowledge of the Company, threatened administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, notices of noncompliance or violation, investigation or proceedings relating to any Environmental Law against the Company; and # to the knowledge of the Company, there are no events or circumstances existing as of the date hereof that might reasonably be expected to form the basis of an order for clean-up or remediation, or an action, suit or proceeding by any private party or governmental body or agency, against or affecting the Company relating to Hazardous Materials or any Environmental Laws.

Environmental Matters. Promptly upon the occurrence of any of the following conditions, provide to the Administrative Agent a certificate of a chief executive officer of the Holding Company, specifying in detail the nature of such condition and its proposed response or the proposed response of any Environmental Affiliate: # its receipt or the receipt by any Environmental Affiliate of any written communication whatsoever that alleges that such Person is not in compliance with any applicable Environmental Law or Environmental Approval, if such noncompliance could reasonably be expected to have a Material Adverse Effect, # knowledge by it or any Environmental Affiliate that there exists any Environmental Claim pending or threatened against any such Person, which could reasonably be expected to have a Material Adverse Effect, or # any release, emission, discharge or disposal of any material that could form the basis of any Environmental Claim against it or against any Environmental Affiliate, if such Environmental Claim could reasonably be expected to have a Material Adverse Effect. Upon the written request by the Administrative Agent, the Borrowers will submit to the Administrative Agent at reasonable intervals, a report providing an update of the status of any issue or claim identified in any notice or certificate required pursuant to this subsection;

Environmental Matters. In addition to and without limiting the generality of Section 6.1 and Section 16.5, # comply with all applicable Environmental Laws and obtain and comply with any and all licenses or permits required by applicable Environmental Laws, # complete all investigations, studies, sampling and testing and all remedial, removal and other actions required under Environmental Laws, and timely comply with all lawful orders and directives of any Governmental Body regarding Environmental Laws, and # defend, indemnify and hold harmless Agent and the Lenders, and their respective parents, Subsidiaries, Affiliates, employees, agents, officers and directors, from and against any claims, demands, penalties, fines, liabilities, settlements, damages, costs and expenses of whatever kind or nature known or unknown, contingent or otherwise, arising out of, or in any way relating to the presence of Hazardous Materials, or the violation of, noncompliance with or liability under any Environmental Laws applicable to the operations of GLDD or any such Subsidiary, or any orders, requirements or demands of Governmental Bodies related thereto, including, without limitation, reasonable attorney's and consultant's fees, investigation and laboratory fees, response costs, court costs and litigation expenses, except to the extent that any of the foregoing directly result from the gross negligence, bad faith or willful misconduct of the party seeking indemnification therefor, as determined by a court of competent jurisdiction by final nonappealable judgment.

Environmental Matters. The Company # is in compliance in all material respects with any and all applicable federal, state, local and foreign laws, rules, regulations, decisions and orders relating to the protection of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants or contaminants (collectively, “Environmental Laws”); # has received and is in material compliance with all permits, licenses or other approvals required of it under applicable Environmental Laws to conduct its business; and # has not received notice of any actual or potential liability for the investigation or remediation of any disposal or release of hazardous or toxic substances or wastes, pollutants or contaminants, except in any such case for any such failure to comply, or failure to receive required permits, licenses or approvals, or liability as would not, individually or in the aggregate, have a Material Adverse Effect.

Environmental Matters. Except as may be otherwise disclosed to and acknowledged by Lender in writing prior to Closing and otherwise as would not reasonably be expected to cause a Material Adverse Change, any real property owned or leased by Borrower, including, without limitation, the Real Property Collateral (collectively, the “Subject Property”) # to Borrower’s knowledge, has never been and is not now being used in violation of Environmental Laws; # there are no proceedings that have been commenced against Borrower concerning any alleged violations of any Environmental Laws on or related to the Subject Property, nor does Borrower have any reason to know of any; # the Subject Property is free of any Substances and is not being used for the storage, treatment or disposal of any Substances except for amounts of Substances that are stored and used in a manner that # does not violate or result in a potential violation of any Environmental Laws and # is consistent with customary business operations permitted under the zoning of the Real Property Collateral; # if such Obligor is transporting any Substances, such transportation is being conducted in compliance with all applicable laws; and # such Obligor has all required permits for the use and discharge of any Substances on the Real Property and all uses and discharges on such Subject Property are being made in compliance with such permits.

Environmental Matters. To Seller’s knowledge, except as may be disclosed in the Environmental Reports, if any: # no Hazardous Substances have been discharged, disbursed, released, stored, treated, generated, disposed of, or allowed to escape on, in, or under the Property during Seller’s period of ownership of the Property; # no asbestos or asbestos containing materials have been installed, used, incorporated into, or disposed of on the Property during Seller’s period of ownership of the Property except in accordance with all laws, rules, regulations and ordinances pertaining to same; # no PCB’s have been located on or in the Property; # no underground storage tanks are located on the Property or were located on the Property and were subsequently removed or filled; and # no tenant or other Person has notified Seller of the presence of any mold or fungus on the Property. Seller has received no written notification that any governmental or quasi-governmental authority has determined that there are any violations of any Environmental Law with respect to the Property, nor has Seller received any written notice from any governmental or quasi-governmental authority with respect to a violation or suspected violation of any Environmental Law on or at the Property. To Seller’s knowledge, the Property has not previously been used as a landfill, a cemetery, or a dump for garbage or refuse by Seller or any of its Affiliates or by any other Person.

Except as set forth below in this Section, no representations or warranties are being made by the Vendor with respect to matters arising under or relating to Environmental Laws.

Except as set forth on Section 4.13 of the Disclosure Schedules, # to Seller’s Knowledge, Seller is in compliance with all Environmental Laws to the extent pertaining to the ownership of the Assets, # there are no civil, criminal, or administrative actions or notices pending or, to Seller’s Knowledge, threatened in writing against Seller under any Environmental Law, in each case, of which Seller has received notice, that are related to the Assets or the operations on the Leases, # Seller has not entered into any agreements, consents, orders, decrees or judgments with any Governmental Authorities based on any prior violations of Environmental Laws, or any material Losses thereunder, that relate to the future use of the Assets and that require any future remediation, # Seller has not received notice from any Governmental Authority that any of the Assets are the subject of any remediation, removal, clean-up, response action, enforcement action or order regarding any actual or alleged presence or release of Hazardous Substances that has not been finally resolved, and # there are no pending or, to Seller’s Knowledge, threatened claims, demands, written notices of violation or liability or Proceedings under any Environmental Laws that individually or in the aggregate would reasonably be expected to be material to the value of any Asset.

Except as set forth below in this Section, no representations or warranties are being made by the Purchaser with respect to matters arising under or relating to Environmental Laws. To the knowledge of the Purchaser, the Purchaser and its Subsidiaries are currently in compliance in all material respects with all applicable Environmental Laws in relation to their businesses, operations and properties, other than non-compliance that in the aggregate does not have a Purchaser Material Adverse Effect.

Tenant shall not cause, nor allow any of Tenant’s Parties to cause, any Hazardous Materials to be brought upon, stored, manufactured, generated, blended, handled, recycled, treated, disposed or used on, in, under or about the Premises, the Property or the Project, except in accordance with all applicable Environmental Laws. Tenant shall not install, operate or maintain any above or below grade tank, sump, pit, pond, lagoon or other storage or treatment vessel or device on the Property without Landlord’s prior written consent which may be withheld in Landlord’s sole discretion. Tenant shall neither create, nor permit any Tenant Party to create any environmental lien of any kind with respect to the Property, including without limitation, any lien imposed pursuant to Section 107(f) of the Superfund Amendments and Reauthorization Act of 1986 (42 U.S.C. Section 9607(1)) or any similar state statute. As defined in Environmental Laws, Tenant is and shall be deemed to be the “operator” of Tenant’s “facility” and the “owner” of all Hazardous Materials brought on the Premises by Tenant, its agents, employees, contractors or invitees, and the wastes, by-products, or residues generated, resulting, or produced therefrom. Tenant and Tenant’s Parties shall promptly notify Landlord and the respective property manager in writing of the violation of any Environmental Law or presence or suspected presence of any Hazardous Materials, in, on, under or about the Premises or the improvements or the soil or groundwater thereunder, except as set forth in the Reports. Landlord shall have the right to enter upon and inspect the Premises and to conduct tests, monitoring and investigations with respect to any contamination at the Premises at Landlord’s sole cost and expense in accordance with the terms of this Lease, provided Landlord shall use commercially reasonable efforts not to interfere with Tenant’s use and occupancy of the Premises. Within 10 business days following receipt by Tenant of a written request therefor from Landlord from time to time (which request shall not be made more often than once annually), Tenant shall provide Landlord with a list of all Hazardous Materials then being used by Tenant in the Premises where the quantity of any such applicable solid exceeds 1 kilogram and any such applicable solvent exceeds 10 liters; any such information shall be treated as confidential by Landlord and any party that receives same must first enter into a commercially reasonable non-disclosure agreement with Tenant. Tenant shall indemnify, protect, defend (by counsel reasonably acceptable to Landlord) and hold harmless the Indemnitees from and against any and all Losses in connection with # Tenant and/or any Tenant Party’s breach of this Section 15, or # the presence of Hazardous Materials on, in, under or about the Premises, the Property, the Project or other property as a result (directly or indirectly) of the acts or omissions (with respect to omissions, only to the extent in violation of this Lease or Applicable Laws) of Tenant and/or any Tenant Party. This indemnity shall include, without limitation, any Losses arising from or in connection with # the effects of any contamination or injury to person, property or the environment created by the acts or omissions (with