Environmental Defect definition

Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.

Environmental Defect means the particular state or condition, or any obligation, claim, or other circumstance or matter, with respect to any Asset that constitutes, or arises from, a breach of Environmental Law.

Environmental Defect means, with respect to any given Asset, an individual environmental condition identified with specificity in Buyer’s Environmental Review that constitutes a material violation of Environmental Laws in effect as of the date of this Agreement in the jurisdiction in which the affected Asset is located, excluding, however any environmental conditions deemed not to be Environmental Defects by application of Section 5.04(c).

Examples of Environmental Defect in a sentence

• Subject to Buyers’ remedy for a breach of SM’s representation contained in Section 3.13 (and claims under Section 13.2(a) with respect thereto), Buyers’ rights under Section 13.2(b) for breaches of Section 8.1(a) or 8.1(b) and Buyers’ rights under Section 13.2(d), Section 7.1(b) shall be the exclusive right and remedy of Buyers with respect to any Environmental Defect.

• The Environmental Arbitrator, however, may not award Buyers a greater Remediation Amount than the Remediation Amount claimed by Buyers in the applicable Environmental Defect Notice, nor may the Environmental Arbitrator award Buyers a lesser Remediation Amount than the Remediation Amount proposed by SM.

• SM shall have the right, but not the obligation, to cure any claimed Environmental Defect on or before Closing.

• For the avoidance of doubt, if SM retains any Asset pursuant to Section 7.1(b)(iii), the Purchase Price shall be reduced by the Allocated Value of such retained Asset and the Remediation Amount for the Environmental Defect relating to such retained Asset will not be counted towards the Aggregate Deductible (after the consideration of the other amounts applied against the Aggregate Deductible).

More Definitions of Environmental Defect

Environmental Defect shall have the meaning given that term in Section 5.02.

Environmental Defect means an Environmental Condition with respect to an Asset that is not set forth in Schedule 3.12.

Environmental Defect as defined in Section 5.02(b).

Environmental Defect means a Condition in, on, under or relating to a particular Asset (including air, land, soil, surface and subsurface strata, surface water, groundwater, or sediments), but excluding any Plugging and Abandonment Obligations (which shall not constitute an Environmental Defect).

Environmental Defect means any event, condition, or circumstance, including any Release into the environment of Hazardous Materials, relating to any of the Company Assets that (i) constitutes a violation of or non-compliance with any Environmental Law or (ii) would reasonably be expected to require Remediation presently under Environmental Laws; provided, however, that any claims or Proceedings related to climate change or coastal erosion shall not constitute an “Environmental Defect” unless the applicable Company is a named party thereto.

Environmental Defect means any event occurring or condition existing that causes an Asset to be, or if known to the applicable Governmental Authority could reasonably be expected to cause such Governmental Authority to assert that an Asset is, subject to liability or remediation under, or not in compliance with, any Environmental Law.

Environmental Defect has the meaning set forth in Section 3.17.