In New West Urban Renewal Co. v. Westinghouse Electric Corp., Judge Walls held that an "as is" clause in a purchase and sale agreement is insufficient to transfer environmental liability to the purchaser. New West, the purchaser of the property, brought suit against the seller, Westinghouse, after it discovered extensive environmental contamination on the property. Westinghouse argued that under the plain terms of the contract, New West had assumed all responsibility and liability associated with any environmental conditions at the property. The court disagreed, and held that the agreement, as written, did not clearly manifest the parties' intent to transfer those liabilities.
The court further held that, although Westinghouse had triggered ECRA by its post-transfer cessation of operations, New West's ECRA claim nonetheless was barred by a six-year statute of limitations. The court found that a private cause of action by a transferee of land against the transferor for failure to comply with ECRA is most analogous to a common law environmental tort action, which must be commenced within six years of its accrual.
