Common use of ABANDONMENT AND SURRENDER OF PROPERTIES Clause in Contracts

ABANDONMENT AND SURRENDER OF PROPERTIES. The Member that desires to have the Company abandon or surrender all or part of the Properties pursuant to Section 12.2 of the LLC Agreement shall remain liable to the other Member for its share (determined by its Ownership Interest as of the date of such abandonment) of any liability with respect to such Properties, including, without limitation, Continuing Obligations, Environmental Liabilities and Environmental Compliance, whether accruing before or after such abandonment, arising out of activities conducted subsequent to the Effective Date and out of Operations conducted prior to the date of such abandonment, regardless of when any funds may be expended to satisfy such liability. Nothing in this Section 5.2 shall be construed as superseding the provisions of Section 2.3 with respect to the withdrawal or deemed withdrawal of TSHI prior to the Cut-Off Date.