EHS Damages definition

EHS Damages means all claims, judgments, damages (including punitive ----------- damages), losses, penalties, fines, interest, fees, liabilities (including strict liability), encumbrances, liens, costs, and expenses of investigation and defense of any claim, whether or not such claim is ultimately defeated, and of any good faith settlement of judgment, of whatever kind or nature, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, including, without limitation, reasonable attorneys' fees and disbursements and consultants' fees, any of which are incurred at any time as a result of the existence of Contaminants at any location or noncompliance with EHS Requirements of Law, including without limitation:
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EHS Damages means all claims, judgments, damages (including punitive ----------- damages), Losses, Liabilities (including strict liability), Encumbrances, costs, and expenses of investigation and defense of any claim, whether or not such claim is ultimately defeated, and of any good faith settlement of judgment, of whatever kind or nature, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, including, without limitation, reasonable attorneys' fees and disbursements and consultants' fees, any of which are incurred at any time pursuant to EHS Requirements of Law or pursuant to common law claims arising from or related to the existence of Contaminants at any of the Properties or any off-site facility to which the Company (or its predecessors) arranged for the treatment, storage or disposal of Contaminants, including without limitation:
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EHS Damages means all claims, judgments, damages (including punitive damages), losses, obligations, penalties, fines, interest, fees, liabilities (including strict liability), encumbrances, liens, costs and expenses (including costs and expenses of investigation and defense of any claim, whether or not such claim is ultimately defeated, and of any settlement or judgment), of whatever kind or nature, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable (including reasonable attorney's and consultants' fees and disbursements), any of which are incurred at any time and arise out of or relate in any way to (a) violation or alleged violation by any Person of any EHS Requirements applicable to the Borrower or the Project, (b) the presence or the Release of any Contaminant at the Property (including any Release that occurred prior to the Borrower's construction, use or maintenance of the Project) and any related Remedial Action or (c) the transport, treatment, recycling, reuse, Release, use, storage or disposal at any location of any Contaminant generated, treated, recycled, stored, processed, used, transported, Released or disposed of by any Person at or from the Project, or any other building, structure, facility or installation presently or formerly located at the Property.
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Examples of EHS Damages in a sentence

  • Notwithstanding the foregoing, the Shareholders' indemnification obligations hereunder shall not extend to any EHS Damages that arise solely as a result of any act or condition first created after the Closing Date and caused by Purchasers or their representatives.

  • Arbitration shall be limited to determination of the disputed items included in the estimated amount of the Post-True-Up EHS Damages, and the arbitrators shall have no jurisdiction or authority to resolve any claims not so related, whether arising by way of asserted rights, offsets, or otherwise.

  • If prior to the Environmental Survival Date, the Company shall have paid Actual EHS damages with a future value less than the future value of Expected EHS Damages, the Shareholders indemnity obligations pursuant to Section 8.4(e)(ii) shall be reduced in the amount of the difference between the future value of Actual EHS Damages and Expected EHS Damages (the "Survival Period Credit").

  • After the Closing, the provisions of this Agreement shall be the sole remedies available to the Parties for EHS Damages.

  • The issues presented to the Neutral Third Party shall be limited to the determination of the disputed items included in the estimated amount of the Post True-Up EHS Damages.

  • The parties hereto agree and use all commercially reasonable efforts to ensure that all procedures set forth herein with respect to determining Post True-Up EHS Damages shall be finalized and any payments required to be made pursuant to Section 8.4(e)(iii)(G) shall be made prior to the L/C Expiration Date.

  • Notwithstanding anything in this Agreement to the ----------- contrary, (i) the indemnification procedures in this Section shall apply to any claim for indemnification arising from or relating to EHS Damages or EHS Requirements of Law, and (ii) after the Closing, the indemnities set forth in this Article VIII shall be the parties' sole remedy with respect to EHS Damages.

  • If after Administrative Agent's receipt of the reports set forth in Section 4.02(h), the amount of the second advance is insufficient to fund the Other EHS Damages and the Additional Engineering Work, Borrower covenants to fund the amount of such insufficiency into the appropriate Account with Administrative Agent.

  • If, ---------------------------------------------------------- prior to the Environmental Survival Date, the Company shall have paid Actual EHS Damages with a future value in excess of the future value of the Expected EHS Damages, Shareholders shall pay to the Purchaser an amount equal to such excess.

  • If the present value of the Post True-Up EHS Damages is less than the present value of the Post True-Up Expected EHS Damages, the Shareholders' indemnity obligation pursuant to paragraph 8.4(e)(i), if any, shall be reduced in an amount equal to the difference between the Post True-Up EHS Damages and the Post True-Up Expected EHS Damages.

Related to EHS Damages

  • Delay Damages means the damages assessed pursuant to Section 3.2(a) hereof.

  • Actual Damages has the meaning set forth in Section 12.4(C).

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Compensatory Damages are those amounts awarded to compensate for the actual damages sustained, and are not awarded as a penalty, nor fixed in amount by statute.

  • Punitive Damages are those damages awarded as a penalty, the amount of which is neither governed nor fixed by statute.

  • Economic damages means objectively verifiable monetary losses, including medical expenses, loss of earnings, burial costs, loss of use of property, cost of replacement or repair, cost of obtaining substitute domestic services, loss of employment, and loss of business or employment opportunities.

  • Environmental Damages means all liabilities (including strict liability), losses, damages (excluding consequential, special, exemplary or punitive damages except to the extent such damages were imposed upon an Indemnitee as a result of any claims made against such Indemnitee by a governmental entity or any other third party), judgments, penalties, fines, costs and expenses (including fees, costs and expenses of attorneys, consultants, contractors, experts and laboratories), of any and every kind or character, at law or in equity, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, made, incurred, suffered, brought, or imposed at any time and from time to time, whether before or after the Release Date and arising in whole or in part from:

  • Cover Damages means, with respect to any Delivery Failure, an amount equal to (a) the positive net amount, if, any, by which the Replacement Price exceeds the applicable Price that would have been paid pursuant to Section 5.1 hereof, multiplied by the quantity of that Delivery Failure, plus (b) any applicable penalties and other costs assessed by ISO-NE or any other Person against Buyer as a result of Seller’s failure to deliver such Products in accordance with the terms of this Agreement. Buyer shall provide a statement for the applicable period explaining in reasonable detail the calculation of any Cover Damages.

  • Special Damages has the meaning specified in Section 11.21.

  • Consequential Damages means Losses claimed to have resulted from any indirect, incidental, reliance, special, consequential, punitive, exemplary, multiple or any other Loss, including damages claimed to have resulted from harm to business, loss of anticipated revenues, savings, or profits, or other economic Loss claimed to have been suffered not measured by the prevailing Party’s actual damages, and any other damages typically considered consequential damages under Applicable Law, regardless of whether the Parties knew or had been advised of the possibility that such damages could result in connection with or arising from anything said, omitted, or done hereunder or related hereto, including willful acts or omissions.

  • Damages means any loss, claim, damage, liability, costs and expenses (including, without limitation, reasonable attorney's fees and disbursements and costs and expenses of expert witnesses and investigation).

  • Direct Damage has the meaning given to it in clause 26.2;

  • Loss or Damage means any loss or damage to the Vehicle, including that caused by theft of the Vehicle or by adverse weather events, that requires repair or replacement including the loss of use of the Vehicle (demurrage), legal expenses, assessment fees, towing and recovery costs, storage, service charges and any appraisal fees of the Vehicle;

  • Indemnifiable Damages shall have the meaning set forth in Section 9.1 herein.

  • Indemnified Damages shall have the meaning assigned to such term in Section 6(a).

  • Daily Delay Damages means with respect to a Guaranteed Project Milestone, an amount equal to (a) the Project Development Security Amount posted as of the first date that Daily Delay Damages are payable under this Agreement with respect to such Guaranteed Project Milestone, divided by (b) 120.

  • Environmental Damage means any material injury or damage to persons, living organisms or property or any material pollution or impairment of the environment resulting from the discharge, emission, escape or migration of any substance, energy, noise or vibration;

  • Consequential Loss means indirect or consequential loss or damage such as, but not limited to, loss of contract, bargain, expectation, opportunity, profit, production, revenue, anticipated cost reduction or interest payable howsoever caused, arising out of or in connection with this Contract.

  • Resale Damages means, with respect to any Rejected Purchase, an amount equal to (a) the positive net amount, if any, by which the applicable Price that would have been paid pursuant to Section 5.1 hereof for such Rejected Purchase, had it been accepted, exceeds the Resale Price multiplied by the quantity of that Rejected Purchase, plus (b) any applicable penalties assessed by ISO-NE or any other Person against Seller as a result of Buyer’s failure to accept such Products. Seller shall provide a written statement explaining in reasonable detail the calculation of any Resale Damages.

  • Serious damage ’ means any specific defect defined in this section; or an equally objectionable variation of any one of these defects, any other defect, or any combination of defects which se- riously detracts from the appearance, or the edible or marketing quality of the fruit. The following specific defects shall be considered as serious damage:

  • Noneconomic damages ’ means damages for phys-

  • Maximum Liability has the meaning assigned to such term in Section 10.10.

  • Rejection Damages Claim means any Claim on account of the rejection of an Executory Contract or Unexpired Lease pursuant to section 365 of the Bankruptcy Code or the repudiation of such contract.

  • Major Damage means damage that in the estimation of the surveyor exceeds USD

  • Attorneys’ Fees means the full and actual cost of any legal services actually performed in connection with the matter involved calculated on the basis of the usual fee charged by the attorney performing such services and shall not be limited to "reasonable attorneys' fees" as defined in any statute or rule of court.

  • Catastrophic Damage as used hereunder is major change or damage to In- cluded Timber on Sale Area, to Sale Area, to access to Sale Area, or a combination thereof: