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governmental authorities necessaty for it to carry on the Business as currently conducted. Property contains no asbestos,urea formaldehyde foam insulation,radon gas,PCBs or
<br /> The Company has not received any notification that it is,and the Company is not currently, pesticides in concentrations above applicable regulatory levels established pursuant to
<br /> in violation of any permit,license,approval or other authorization,and is not currently applicable law,and(v)all underground and above ground storage tanks under the Property
<br /> subject to any pending or,to the knowledge of Seller or Company threatened,proceeding have been removed and related Colorado permits have been terminated.Seller and the
<br /> or investigation with respect thereto. Company have provided Purchaser with true,correct and complete copies of or access to
<br /> all material environmental assessments or audit reports or similar studies, data
<br /> (w) The Company is currently operating and, to Company's Knowledge has compilations or analyses conducted in the last five years with respect to the property that
<br /> operated,its Business and,to the knowledge of Seller and the Company's Knowledge prior the Seller or Company has or has had in its possession or control,all of which are listed on
<br /> owners and operators of the property have operated,in compliance with all applicable laws, the Disclosure Schedule.
<br /> including environmental laws.To the knowledge of Seller or Company's Knowledge,none
<br /> of the Property is listed on the U.S Enviromnental Protection Agency National Pdotities "Hazardous Substances" means any substance,whether solid,liquid or gaseous,
<br /> List(NPL)of Hazardous Substance Sites or CERCLA Information System(CERCLIS) that,whether by its nature or its use or any other cause,is regulated or from which liability
<br /> Leaking Underground Storage Tank(LUST)site lists,voluntary cleanup program(VCP) or envitonmental claims might arise under any applicable environmental law or which
<br /> site lists or any similar publicly available lists maintained by EPA or the Colorado causes or poses a threat to cause contamination or a nuisance on property or a hazard to
<br /> regulatory authorities with respect to sites from which there has been a release of a the enviiomnent or to the health,safety and welfare of Persons,including any
<br /> Hazardous Substance,as defined below.The Company has not received any notification (a) dangerous, toxic or hazardous pollutant, contaminant, chemical, waste, material or
<br /> that it is in violation of any laws,rules, regulations or other requirements and is not substance defined as or included in the definition of"hazardous substance,""hazardous
<br /> currently subject to any pending or, to knowledge of'Seller or Company's Knowledge nmterial," "'hazardous waste," "solid waste," "toxic waste," "toxic substance," "toxic
<br /> threatened,proceeding or investigation with respect thereto.No employee or agent of the pollutant"or words of similar meaning or import found in any applicable environmental
<br /> Company has made any payments to any person which violate any law,rule,regulation or law;(b)petroleum hydrocarbons,petrochemical or petroleum products,natural gas,crude
<br /> other requirement or are required to be disclosed thereunder. oil or any fraction or derivative thereof; and (c) asbestos-containing materials,
<br /> polychlorinated biphenyls,explosive or radioactive materials,urea formaldehyde foam or
<br /> (x) All transfer,transportation,storage or disposal of Hazardous Substances by radon gas.
<br /> the Company and,to the knowledge of the Seller and Company's Knowledge,by prior
<br /> owners or operators at the Property,to, at or on properties other than the Property in (y) Seller has no knowledge of any liability for,or of any occurrence that may
<br /> connection with the ownership or operation of the Property has been in compliance with give rise to liability for(which will not be fully cured piior to Closing),any present or
<br /> applicable environmental laws.Set forth on the Disclosure Schedule is a list of all sites to future charge,complaint,action,suit,proceeding,hearing,investigation,claim or demand
<br /> which Company have sent,and third parties with which Company has arranged for the against the Company giving rise to any liability which could have a material adverse effect
<br /> transportation, treatment, storage or disposal of, Hazardous Substances, and to the on the Company, and have no knowledge of any legal, administrative, worker's
<br /> knowledge of the Seller or Company's Knowledge,all sites to which prior owners or compensation or arbitration actions,suits,claims investigations or proceedings(including,
<br /> operators of the property have sent,or third parties with which any of them has arranged without limitation,environmental claims or investigations whether administrative,civil or
<br /> for the transportation,treatment storage or disposal of,Hazardous Substances, criminal)relating to the Company.
<br /> For so long as the Seller or the Company have owned or operated the Property,and (z) The Company is not a guarantor or otherwise liable for any liability or
<br /> to the knowledge of the Seller or the Company's Knowledge piior thereto, except in obligation(including indebtedness)of any other person other than liabilities of obligations.
<br /> compliance with applicable law,(i)no portion of the Property has been used as a landfill,
<br /> dump or other disposal, storage, transfer, handling or treatment area for Hazardous 2.4 Representations and War ranties C'oncanine the Sellei.Seller represents and warrants to
<br /> Substances,except in the course of historic mining operations,or as a gasoline service Purchaser as follows-
<br /> station or a facility for selling, dispensing, storing, transferring,disposing or handling
<br /> petroleum and/or petroleum products,(ii) there has been no release of any Hazardous (a) Seller is a limited liability company duly organized,validly existing and in
<br /> Substance on,under,about, from, at or in connection with the Property, including the good standing under the laws of the State of Colorado.
<br /> presence of any Hazardous Substances that have come to be located on,under,at or about
<br /> the Property from another location, except in the course of historic mining operations, (b) Seller has full limited liability company power and authority to execute and
<br /> perform this Agreement.
<br /> (iii)no Iazardous Substances have been generated,treated,contained,handled,located,
<br /> used,manufactuied,processed, buried, incinerated,deposited or stored on,under,at or
<br /> about any part of the Property,except in the course of historic mining operations,(iv)the
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<br /> Exhibit 2 Exhibit 2
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