Retained Environmental Liability means at the surfactants production and manufacturing facility operated by the relevant EDS Entity and located at Saint-Mihiel (France):
Retained Environmental Liability shall have the meaning given to such term in Section 6.08 of the Partnership Agreement.
Retained Environmental Liability means Environmental Liability that Georgia-Pacific specifically retains in accordance with Section 4.2 of this Agreement.
Examples of Retained Environmental Liability in a sentence
Except for rights under the Environmental Insurance Policy, the rights of indemnity provided in this Section 4 shall be exclusive of all other rights or recourse for indemnity, contribution, breach of contract, breach of warranty or otherwise, either before or after the Closing, relating in any way to (i) the Port’s Assumed Environmental Liability, and (ii) Georgia-Pacific’s Retained Environmental Liability or related Remedial Actions with respect to the Property and the Whatcom Waterway.
Except to the extent it may constitute a Seller's Retained Environmental Liability under Section 7(C), BUYER assumes all liability for or in connection with the assessment, remediation, removal, transportation, and disposal of any such materials and associated activities in accordance with all relevant rules, regulations, and requirements of governmental agencies.
More Definitions of Retained Environmental Liability
Retained Environmental Liability means any liability imposed by Environmental Laws arising out of Seller's pre-Closing activities other than activities associated with the 76 Assets, and shall also include any liability for any designated "Superfund" site as of the Closing Date under the Comprehensive Environmental Response, Compensation and Liability Act for which Seller has been named a "Potentially Responsible Party" as of the Closing Date. Retained Environmental Liability shall not include Compliance Action or Corrective Action.
Retained Environmental Liability has the meaning specified in Section 7(C).
Retained Environmental Liability means any Environmental Liability, whether or not set forth on the Schedules hereto, attributable or relating to, resulting from or caused by (i) any real property, improvement, or facility now or previously owned, operated or leased by any of the Subject Companies or the Business (or any of the Selling Parties with respect to the Business), other than the Real Property, (ii) the offsite treatment, storage, disposal or arrangement for disposal of Hazardous Substances by any of the Selling Parties or the Subject Companies or otherwise in connection with the Business (including any such Hazardous Substances generated in connection with operations upon the Real Property) in each case prior to the Closing, (iii) any Pre-Closing Erie Onsite Environmental Liabilities or (iv) any Known RECs.
Retained Environmental Liability. (as defined in Section 1.7(e));
Retained Environmental Liability which for purposes of this Agreement shall mean (i) any “Loss” (as defined in Section 11.1) arising from a claim by a third party, including a Governmental Body, that relates to any matter or condition that constitutes, or is demonstrated to have constituted, a violation of any applicable Environmental Law as in effect on the Transfer Date and listed on Schedule 3.6(d), and (ii) any Loss arising from a condition or event at, on or under the Real Property which occurred on or prior to the Transfer Date, including the presence or release of any “Hazardous Substance” (as defined in Section 3.6(d)), to the extent that such condition is delineated during the “Phase I” or “Phase II” (as such terms are defined in Section 5.8), whether or not known on or prior to the Transfer Date;
Retained Environmental Liability and “Retained Environmental Liabilities” refer to any Environmental Defects that satisfy all of the terms and conditions of this Section 5.4 B. Notwithstanding the provisions of Section 5.4 A above, if Buyer discovers or a third party asserts an Environmental Defect arising from an act, omission or other event which occurred prior to the Effective Time and the out-of-pocket cost of resolving such Environmental Defect, including the cost to Remediate in accordance with applicable Environmental Law, or damages incurred with respect thereto, exceeds $10,000.00, Buyer may notify Seller in writing as soon as possible after such discovery or claim but in no event later than December 31, 2008, to assume such Environmental Defect relating to such Environmental Defect in accordance with the terms of this Section 5.4 B. Such written notice shall describe the details known to Buyer of the Environmental Defect relating to such environmental liability and Buyer shall concurrently furnish to Seller all information available to Buyer related to such Environmental Defect. If Buyer timely notifies Seller of such Environmental Defects on or before December 31, 2008, then Seller shall retain the risk, cost, expense and liability related to such Environmental Defect. If Buyer fails to notify Seller in writing of any Environmental Defect on or before December 31, 2008, Buyer shall have waived and forfeited Buyer’s right to require Seller to retain the risk, cost, expense and/or liability relating to such Environmental Defect. With respect to any Environmental Defect of which Buyer timely notifies Seller, Seller shall have the option to (i) Remediate such Environmental Defect to Buyer’s reasonable satisfaction or (ii) reacquire the Asset affected by such Environmental Defect. If Seller elects to reacquire the affected Asset, Seller shall pay Buyer the Allocated Value of such Asset (reduced by the amount of net income, if any, from the affected Asset from the Effective Time to the date of reassignment) and Buyer shall reassign to Seller with special warranty of title the entire interests in the affected Asset previously assigned by Seller to Buyer hereunder, effective as of the Effective Time. Notwithstanding the provisions of this Section 5.4 B, Seller shall have no obligation under this Section 5.4 B unless the aggregate cost to Remediate all Environmental Defects exceeds $500,000.00, which amount is a threshold, not a deductible, and if such threshold is exceeded, the obligat...
Retained Environmental Liability means any Environmental Liability arising from or relating to the ownership or operation of the Transferred Assets or the Business prior to the Closing Date at which such Transferred Assets were conveyed, including any liability for (i) any violation of applicable Environmental Law with respect to the operation of the Business or any Transferred Real Property to the extent such violation occurred prior to such Closing Date; (ii) any Release or threatened Release of Hazardous Materials at any Transferred Real Property or in connection with the operation of the Business, to the extent such Release or threatened Release occurred prior to such Closing Date or (iii) any offsite disposal or transportation, or arrangement for disposal or transportation, of any Hazardous Material by the Seller in connection with the operation of the Business or any Transferred Real Property prior to the applicable Closing Date.