Common use of Access by Seller Clause in Contracts

Access by Seller. Subject to any limitations, conditions, or requirements set forth herein or elsewhere in this Agreement, upon advance written notice by Seller to Buyer, Buyer shall make the ▇▇▇▇▇▇ Creek Mine Operations and the Purchased Assets available to Seller and its representatives from and after the Closing Date insofar as reasonable or necessary for Seller to perform its obligations relating to the Retained Liabilities, including access to perform any testing, inspection, construction, remediation, reclamation or other improvements required as part of the resolution of any Action or Governmental Order; provided that in conducting such activities Seller shall: (a) conduct all such action by Seller or its representatives at Seller’s sole risk and expense; (b) conduct its operations or activities in a manner that does not unreasonably interfere with, delay, or increase the cost of, Buyer’s use of the Purchased Assets; (c) comply with all of Buyer’s requirements and safety policies of which it has notice; (d) coordinate and, unless prohibited by Applicable Law, Governmental Order or Third Party agreement, fully share with Buyer all information reasonably requested by Buyer regarding Seller’s activities on the Purchased Assets; and (e) indemnify, defend, and hold harmless (including reasonable attorneys’ fees) Buyer and its directors, officers, agents, representatives, subsidiaries and Affiliates with respect to such activities conducted under this Section 6.7.

Access by Seller. Subject to any limitations, conditions, or requirements set forth herein or elsewhere in this Agreement, upon advance written notice by Seller to Buyer, Buyer shall make the ▇▇▇▇▇▇ Creek Mine Fola Operations and the Purchased Assets available to Seller and its representatives from and after the Closing Date insofar as reasonable or necessary for Seller to perform its obligations relating to the Retained Liabilities, including access to perform any testing, inspection, construction, remediation, reclamation or other improvements required as part of the resolution of any Action or Governmental Order; provided that in conducting such activities Seller shall: (a) conduct all such action by Seller or its representatives at Seller’s sole risk and expense; (b) conduct its operations or activities in a manner that does not unreasonably interfere with, delay, or increase the cost of, Buyer’s use of the Purchased Assets; (c) comply with all of Buyer’s requirements and safety policies of which it has notice; (d) coordinate and, unless prohibited by Applicable Law, Governmental Order or Third Party agreement, fully share with Buyer all information reasonably requested by Buyer regarding Seller’s activities on the Purchased Assets; and (e) indemnify, defend, and hold harmless (including reasonable attorneys’ fees) Buyer and its directors, officers, agents, representatives, subsidiaries and Affiliates with respect to such activities conducted under this Section 6.7.