Remediation Estimate definition
Examples of Remediation Estimate in a sentence
Each such notice shall set forth (i) a detailed description of the relevant Defect or Environmental Condition and, as applicable, the Asset affected thereby, (ii) the Defect Amount or Remediation Estimate applicable thereto as determined by Buyer, and (iii) the specific documentation or action that Buyer requests to cure or remedy such Defect or Environmental Condition.
An example of the calculation of the Remediation Estimate Adjustment and the resulting adjusted Exchange Ratio is set forth in Schedule 3.
Notwithstanding anything to the contrary in this Agreement, all matters that have been previously disclosed by Company to Parent shall be disregarded for purposes of, and shall not constitute any type of exception to, this Section 5.17 and shall have no effect on the determination of any Remediation Estimate.
First Choice shall provide to Enterprise any Remediation Estimate requested within five (5) business days of First Choice’s receipt thereof.
Should the Remediation Estimate be less than $200,000, Community Financial shall undertake such remediation but the costs of such remediation shall not be taken into account in determining whether Community Financial has had or is reasonably likely to have a Material Adverse Effect.
Should the Remediation Estimate exceed $200,000, then CHC shall have the right to terminate this Agreement.
The “Remediation Estimate Adjustment” is a number equal to the quotient, (A) the numerator of which is the product of (i) the amount by which the Aggregate Remediation Estimate exceeds the Remediation Deductible and (ii) 0.75 (i.e., 1 – a 25% tax rate), and (B) the denominator of which is the product of (i) 11,824,487 (i.e., the issued and outstanding shares of First Choice Common Stock as of March 31, 2021) and (ii) the Initial VWAP.
Company shall provide to Buyer any Remediation Estimate requested within five (5) business days of Company’s receipt thereof.
Notwithstanding anything in the foregoing to the contrary, in the event the Remediation Estimate discloses that the cost of the Seller Remediation Work shall exceed Twenty Five Thousand and No/100 Dollars ($25,000.00), then Seller shall have the right to cause an independent, third party consultant (the “Seller’s Consultant”) to review such Remediation Estimate provided by Buyer, which Seller’s Consultant shall be subject to Buyer’s approval, not to be unreasonably withheld.
The Arbiter's Remediation Estimate shall be accompanied by a statement describing the basis for the selection of the chosen remediation alternative, an analysis of why the Remediation Estimate Arbiter believes that the remedial alternative selected is permitted by applicable Environmental Laws, and set forth, in reasonable detail, and accompanied with reasonable supporting data, the manner in which the Remediation Estimate Arbiter calculated the Arbiter's Remediation Estimate.