Environmental Breach definition

Environmental Breach has the meaning set forth in Section 10.2(d)(i).
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Environmental Breach has the meaning set forth in Section 7.2.
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Environmental Breach shall have the meaning given in Section 13.1 (a).
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Examples of Environmental Breach in a sentence

  • For the purposes of this Agreement, Buyer has already or will, to the extent it deems appropriate, conduct all of its environmental due diligence activities with respect to the Oil and Gas Properties prior to the Environmental Breach Notice Date (such period being the “Environmental Due Diligence Period”).

  • Section 7.3 shall be the exclusive right and remedy of Buyer with respect to any Environmental Breach.

  • Such due diligence activities shall be conducted in accordance with and subject to the provisions of Section 5.2 and shall be limited to those activities reasonably related to investigating the existence of any Environmental Breach.

  • The Parties agree to attempt to initially resolve all disputes concerning the occurrence of a Title Defect or an Environmental Breach, and the associated Title Defect Amount or Environmental Defect Value through good faith negotiations.

  • In addition to the foregoing, to the extent that Sellers become aware of any information which could reasonably be construed to be a Stock Environmental Breach, Sellers shall promptly provide written notice of such Stock Environmental Breach to Purchaser (which shall describe with reasonable specificity all information relating thereto) (a “Seller Stock Environmental Notice” and, together with a Purchaser Stock Environmental Notice, a “Stock Environmental Notice”).

  • Buyer shall provide to Seller, any third party reports, or sections thereof, addressing the particular alleged Environmental Breach, commissioned by Buyer concerning an alleged Environmental Breach as set forth in a valid Environmental Notice, such third party environmental report, or part thereof, to be included with the Environmental Notice, subject to the parties' obligations under Section 3.2.

  • Buyer may seek indemnification for (i) those items listed in Section 11.4(c)(i) hereunder, or (ii) any Environmental Breach, directly from Indemnifying Shareholders or from the Escrow Amount; provided, however, that Buyer shall first seek such indemnification from the Escrow Amount.

  • Subject to the provisions of Section 7.3(b) and 7.3(c) and the provisions of Section 7.4, if Buyer delivers a valid Environmental Notice to Sellers, Sellers, at its election, shall have the option of (i) remediating the Environmental Breach to the satisfaction of the appropriate state and federal agencies having jurisdiction; or (ii) reducing the Purchase Price by an amount equal to the Environmental Defect Value attributable to such Environmental Breach; or (iii) agreeing to indemnify Buyer.

  • Seller shall indemnify and defend Buyer and the Buyer Indemnified Parties against all claims, demands and liabilities incurred by Buyer with respect to such alleged Environmental Breach, up to, but in no event to exceed, the sum of $800,000 (such amount being cumulative for any and all claims of alleged Environmental Breach made by Buyer).

  • The Purchase Price shall be reduced by the Environmental Breach Value (each such adjustment, an "Environmental Breach Adjustment") if the loss with respect to any particular E&P Property exceeds $25,000 (as a threshold and not as a deductible), and further provided that the aggregate of all Environmental Breach Adjustments exceed $100,000.


More Definitions of Environmental Breach

Environmental Breach as defined in Section 8.2(b)(ii).
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Environmental Breach has the meaning given to it in Section 6.3(b).
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Environmental Breach shall have the meaning ascribed to it in Clause 7.1(b);
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Environmental Breach is defined in Section 3.7.
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Related to Environmental Breach

  • Serious violation means OCC has made a valid finding when assessing a serious complaint that alleges:

  • Environmental Action means any action, suit, demand, demand letter, claim, notice of non-compliance or violation, notice of liability or potential liability, investigation, proceeding, consent order or consent agreement relating in any way to any Environmental Law, Environmental Permit or Hazardous Materials or arising from alleged injury or threat of injury to health, safety or the environment, including, without limitation, (a) by any governmental or regulatory authority for enforcement, cleanup, removal, response, remedial or other actions or damages and (b) by any governmental or regulatory authority or any third party for damages, contribution, indemnification, cost recovery, compensation or injunctive relief.

  • Willful Breach means a material breach that is a consequence of an act undertaken or a failure to act by the breaching party with the knowledge that the taking of such act or such failure to act would, or would reasonably be expected to, constitute or result in a breach of this Agreement.

  • Material Breach means a breach by either Party of any of its obligations under this Agreement which has or is likely to have a Material Adverse Effect on the Project and which such Party shall have failed to cure.

  • Behavioral violation means a student’s behavior that violates the district’s discipline policies.

  • Environmental Requirement means any Environmental Law, agreement, or restriction, as the same now exists or may be changed, amended, or come into effect in the future, which pertains to health, safety, or the environment, including, but not limited to ground, air, water, or noise pollution, or underground or aboveground tanks.

  • OVI or OVUAC violation means a violation of section 4511.19 of the Revised Code or a violation of an existing or former law of this state, any other state, or the United States that is substantially equivalent to section 4511.19 of the Revised Code.