Environmental Disputed Matters definition
Examples of Environmental Disputed Matters in a sentence
The Environmental Disputed Matters will be finally determined pursuant to this Section 7.1(e).
The Environmental Expert shall not make any other award or grant any other remedy, whether or not prohibited or contemplated by this Agreement, and shall certify, as necessary, the resolution of such Environmental Disputed Matters (or in the case of a Termination Dispute Notice, such Unagreed Termination Environmental Matters, as applicable) to the Accounting Referee under Section 14.1.
The Environmental Disputed Matters will be finally determined under this Section 5.2(c).
Further, the Environmental Disputed Matters will be finally determined by binding arbitration in accordance with the procedures set forth in Section 15.13.
The Environmental Arbitrator shall act as an expert for the limited purpose of determining a resolution to the specific Environmental Disputed Matters submitted by either Party and may not award damages, interest, or penalties to either Party with respect to any Environmental Disputed Matter.
Promptly, but in no event later than five Business Days, after the Environmental Arbitrator renders its decision as to all Environmental Disputed Matters and assuming Closing has occurred, Seller shall deliver to Buyer by wire transfer of immediately available funds an amount equal to the Remediation Costs as determined by the Environmental Arbitrator, if any (and further subject to the application of the Environmental Defect Threshold and Aggregate Deductible, as provided in this Article V).
Any post-Closing resolution of the Environmental Disputed Matters shall be reflected in the Final Settlement Statement.
The Environmental Arbitrator’s determination shall be made within 20 days after the end of such ten Business Day period after the submission by the Parties of the Environmental Disputed Matters or such longer period as the Parties’ may agree and shall be final and binding upon both Parties, without right of appeal.
The decision of the Environmental Expert shall be final and non-appealable and shall be limited to awarding only Seller’s position or Purchaser’s position with respect to the Environmental Disputed Matters associated with each Open Environmental Defect (or in the case of a Termination Dispute Notice, each Unagreed Termination Environmental Matter) that is not agreed upon by the Parties under Section 6.7 or 6.8, as applicable.
The arbitrator or arbitrators must have no less than 10 years’ experience as a lawyer with experience in: (i) with respect to Defective Interests, the arbitration of oil and gas exploration and production issues in the region in which the affected Purchased Assets are located and/or, (ii) with respect to Environmental Disputed Matters, the arbitration of environmental matters involving oil and gas producing properties in the region in which the affected Purchased Assets are located.