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interest to the name "Granby Sand & Gravel." To Sellers' knowledge, no third party is misappropriating,
<br /> infringing,diluting,or violating any Intellectual Property used in,related to,or held for use in the Business
<br /> in a material manner.
<br /> SECTION 3.14. Proceedings. Except to the extent expressly set forth on Schedule 3.14,there is
<br /> no pending or,to Sellers' knowledge,threatened Proceeding affecting or relating to the Assets or Business,
<br /> nor is there any basis for any Proceeding against any Seller that arises from, or affects or relates to, the
<br /> Assets,the Owned Real Property,or otherwise involves this Agreement,the Transactions,the Assets or the
<br /> Business, including, in each case, any Proceeding relating to exposure to, or injury from, crystalline silica
<br /> or asbestos. Schedule 3.14 lists all Proceedings affecting or relating to the Assets or the Business since
<br /> January 1, 2020. There is no decree, injunction, writ,order, award,judgment, or similar action("Order")
<br /> to which any Seller or any of such Seller's properties or assets is subject that affect or relate to the Assets
<br /> or Business.
<br /> SECTION 3.15. Environmental.
<br /> (a) (i) Except as set forth on Schedule 3.15, neither Seller is, and to Sellers' knowledge, no
<br /> previous owner, occupant or user of any Owned Real Property or any other Person, engaged in, nor
<br /> permitted any operation or activity at or upon, or any use or occupancy of, any Owned Real Property for
<br /> the purpose of or in any way involving Release of any Hazardous Materials on, under, in, or about any
<br /> Owned Real Property,or transported any Hazardous Materials to,from,or across any Owned Real Property,
<br /> nor to the knowledge of any Seller, with respect to any adjacent properties, in each case, in material
<br /> violation of Environmental Requirements; (ii) to Sellers' knowledge, there exists no basis for any
<br /> Proceeding,citation,directive,or summons involving any Seller,the Owned Real Property,or the Business,
<br /> related to either any violation or alleged violation of Environmental Requirements, whether or not
<br /> corrected,or any alleged liability for Environmental Damages;(iii)all Owned Real Property and all current
<br /> and past activities and operations thereon by Sellers currently comply and, to Sellers' knowledge, at all
<br /> times in the past have materially complied with all Environmental Requirements; and (iv) Sellers have
<br /> supplied Buyer with true and complete copies of all notices,reports,and other documents received by either
<br /> Seller or in either Seller's possession relating to environmental matters with respect to the Owned Real
<br /> Property.
<br /> (b) For the purposes of this Agreement: (i) "Environmental Damages" means all liabilities,
<br /> whether accrued, fixed, or contingent, known or unknown, and whether or not included in a Schedule to
<br /> this Agreement, any of which are incurred at any time arising out of, based on, or resulting from (A)the
<br /> presence or release of Hazardous Materials into the environment, on or prior to the Closing Date, upon,
<br /> beneath, or from any Owned Real Property or other location where any Seller or the Business conducted
<br /> operations or generated, stored, Released, sent, transported, or disposed of Hazardous Materials, (B) any
<br /> violation of Environmental Requirements by any Seller or the Business on or prior to the Closing Date, or
<br /> (C)injury to Persons arising out of exposure to asbestos,respirable crystalline silica,or any other Hazardous
<br /> Material; (ii) "Hazardous Materials" means any substance: (A)the presence of which requires reporting,
<br /> investigation, removal, or remediation under any Environmental Requirement; (B) that is defined as a
<br /> "hazardous waste," "hazardous substance," "pollutant," or "contaminant" under any Environmental
<br /> Requirement; (C)the presence of which causes or threatens to cause a nuisance,trespass, or other tortious
<br /> condition or poses a hazard to the health or safety of Persons; or(D)that contains gasoline, diesel fuel, or
<br /> other petroleum hydrocarbons, PCBs, asbestos, or urea formaldehyde foam insulation; (iii) "Release" has
<br /> the meaning ascribed to that term at 42 U.S.C. § 960](22); (iv)"Environmental Requirements"means all
<br /> statutes, regulations, rules, policy, guidance, ordinances, codes, common law, licenses, permits, orders,
<br /> approvals,plans,authorizations,concessions,franchises,and similar items,of all Governmental Authorities
<br /> and all judicial and administrative and regulatory writs,injunctions,decrees,judgments,and orders relating
<br /> to (A) occupational health or safety; (B) the protection of human health or the environment; (C) the
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