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Case 1:20-bk-12043 Doc 465-1 Filed 10/09/20 Entered 10/09/20 14:01:47 Desc <br /> Exhibit 1 - Sale Agreement between certain Debtors and the Stalking Horse Bidder Page 47 of 207 <br /> payment in connection with this Agreement or Transactions for which Purchaser or any <br /> Designated Purchaser is or will become liable. <br /> Section 5.8. Environmental, Mining and Mine Safety Matters. <br /> (a) Sellers have, and the operation of the Business and the Purchased Assets <br /> have, complied during the previous three years and are in compliance in all material <br /> respects with all applicable Environmental Laws and Mining and Mine Safety Laws; <br /> (b) Sellers are not subject to any Environmental Claim and have not received <br /> any written notice, report or information alleging any pending or threatened material <br /> violation, non-compliance, Liability or potential Liability under Environmental Laws <br /> with regard to any of the Purchased Assets or the Business, or any prior business for <br /> which Sellers have retained Liability under any Contract or Environmental Law; <br /> (c) No Legal Proceeding is pending or, to Sellers' Knowledge, threatened <br /> under any Environmental Law or Mining and Mine Safety Law against Sellers or with <br /> respect to the Purchased Assets or the Business, nor are there any Orders outstanding or, <br /> to Sellers' Knowledge, threatened, nor, to Sellers' Knowledge, are there any <br /> investigations pending or threatened, under any Environmental Law or Mining and Mine <br /> Safety Law with respect to the Purchased Assets or the Business; <br /> (d) Sellers (i) hold, maintain and are, and have been during the previous three <br /> years, in material compliance with all Permits required under Environmental Law or <br /> Mining and Mine Safety Law (each of which is in full force and effect and is not subject <br /> to appeal) for any of their current operations or for the current ownership, operation or <br /> use of the Purchased Assets or the Business, including all Permits required under <br /> Environmental Law or Mining and Mine Safety Law for the coal mining-related <br /> operations of Sellers or, to the extent currently required, any pending construction or <br /> expansion related thereto, (ii) have used reasonable best efforts to cause all contractors, <br /> lessees and other Persons occupying, operating or using the Purchased Assets to comply <br /> with Environmental Law or Mining and Mine Safety Law and obtain all necessary <br /> Permits required under Environmental Law, and (iii) have not received any written notice <br /> that the Permits required under Environmental Law or Mining and Mine Safety Law will <br /> not be renewed, voided, canceled, withdrawn, or any condition thereof will be materially <br /> modified; <br /> (e) To Sellers' Knowledge, none of the Purchased Assets contains and have <br /> not previously contained (i) any Hazardous Materials for which any investigation or <br /> remediation is required under Environmental Law, (ii) any underground storage tanks, <br /> (iii) above ground storage tanks, (iv) transformers or other equipment containing material <br /> levels of PCBs, (v) underground injection wells, (vi) non-naturally occurring radioactive <br /> materials, or (vii) septic tanks or waste disposal pits (to the extent such tanks or pits <br /> 42 <br /> 4844-9981-3577v6 <br /> 4821-9091-9881.v1 <br />