Environmental Matters Agreement definition

Environmental Matters Agreement shall have the meaning ascribed to such term in section 5.01(a)(i) of this Agreement.
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Environmental Matters Agreement means the Environmental Matters Agreement, dated as of the Effective Date, by and between Pfizer and the Company.
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Environmental Matters Agreement means the Environmental Matters Agreement substantially in the form attached hereto as Exhibit D.
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Examples of Environmental Matters Agreement in a sentence

  • The Environmental Matters Agreement between Delphi Automotive Systems Corporation (n/k/a Delphi) and GM, dated as of “October 1998” (the “Environmental Matters Agreement”), attached hereto as Exhibit 5.01(a)(i); provided, however, that in light of the rejection of the Master Separation Agreement dated as of December 22, 1998 among Delphi Automotive Systems Corporation (n/k/a Delphi), DAS, Delphi Technologies, Inc.

  • Please Identify and describe Your knowledge or awareness of, and investigation into, the Entitlement issue, including but not limited to when you first became aware of the Entitlement issue.15.

  • The parties acknowledge that prior to the Effective Date, certain constituents of concern were present in the soil and groundwater beneath the Company’s facility located at Xxx Xxxxxx Xxxxxxx 18, Zona Industriale in Catania, Italy (“Company’s Catania Facility”), as documented by the Catania Remediation Matter Reports and illustrated in Schedule 7.01 to this Environmental Matters Agreement.

  • This Environmental Matters Agreement will be terminated automatically if the Separation Agreement has been terminated pursuant to Article X of the Separation Agreement.

  • In the event of a conflict between this Environmental Matters Agreement and the Separation Agreement, the Environmental Matters Agreement shall control with respect to the subject matter hereof.

  • All of the terms, conditions, and covenants set forth in the Environmental Matters Agreement attached as Exhibit C are incorporated into and made a part of this Lease.

  • Article, Section, Exhibit, Schedule and Appendix references are to the Articles, Sections, Exhibits, Schedules and Appendices to this Environmental Matters Agreement unless otherwise specified.

  • Notwithstanding other provisions of this Environmental Matters Agreement, to the extent the Company is responsible for remediating any Release of Hazardous Materials at the Company’s Catania Facility, Pfizer, in its sole discretion, can opt to conduct and control such remediation at the Company’s reasonable expense.

  • Unless otherwise addressed in this Article XII of the Environmental Matters Agreement, the provisions of Article XI of the Separation Agreement shall be incorporated by reference herein.

  • If any provision of this Environmental Matters Agreement or the application thereof to any Person or circumstance is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions hereof or the application of such provision to Persons or circumstances or in jurisdictions other than those as to which it has been held invalid or unenforceable, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.


More Definitions of Environmental Matters Agreement

Environmental Matters Agreement means that certain Environmental Matters Agreement, by and between the Seller and the Purchaser, dated as of the date hereof, including all exhibits, schedules and appendices thereto, a copy of which has been attached hereto as Exhibit A.
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Environmental Matters Agreement has the meaning set forth in the Asset and Stock Agreement. SVGL agrees to use its reasonable best efforts to correct expeditiously any noncompliance with law existing immediately following March 18, 1997. This Section 6.9 shall in no way affect the rights and remedies of the parties pursuant to the Environmental Matters Agreement and any other written, executed agreements in place between the parties.
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Environmental Matters Agreement means the Environmental Matters Agreement, dated May 23, 2003, between DuPont and DuPont Textiles & Interiors, Inc.
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Environmental Matters Agreement shall have the meaning set forth in Section 13.6.
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Environmental Matters Agreement means that certain Environmental Matters Agreement, by and between the Seller and the Purchaser, dated as of the date hereof, including
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Environmental Matters Agreement has the meaning set forth in Section 8.1(i).
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Related to Environmental Matters Agreement

  • Tax Matters Agreement means the Tax Matters Agreement to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Employee Matters Agreement means the Employee Matters Agreement to be entered into by and between Parent and SpinCo or the members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Environmental Matters means any matter arising out of or relating to health and safety, or pollution or protection of the environment or workplace, including any of the foregoing relating to the presence, use, production, generation, handling, transport, treatment, storage, disposal, distribution, discharge, release, control or cleanup of any Hazardous Substance.

  • Intellectual Property Matters Agreement means the Intellectual Property Matters Agreement to be entered into by and between Parent and SpinCo or the members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Environmental Matter means any past, present or future activity, event or circumstance in respect of the environment, health or safety including the Release of any Hazardous Substance including any substance which is hazardous to Persons, animals, plants, or which has a detrimental effect on the soil, air or water, or the generation, treatment, storage, use, manufacture, holding, collection, processing, treatment, presence, transportation or disposal of any Hazardous Substances.

  • Seller's Agreement An agreement for the origination and sale of Mortgage Loans generally in the form of the Seller Contract referred to or contained in the Program Guide, or in such other form as has been approved by the Master Servicer and the Company, each containing representations and warranties in respect of one or more Mortgage Loans consistent in all material respects with those set forth in the Program Guide.

  • Environmental Agreement means the Environmental Indemnification and Release Agreement of even date herewith by and between Borrower and Lender pertaining to the Property, as the same may from time to time be extended, amended, restated or otherwise modified.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • staff matters means the remuneration, conditions of service, promotion, conduct, suspension, dismissal or retirement of staff;

  • Environmental Indemnity Agreement means the Environmental Indemnity Agreement dated as of the Closing Date, from Borrower and the Guarantor, collectively, as indemnitor, to Lender, as indemnitee, as the same may be amended, modified or supplemented from time to time.

  • Environmental Management Plan or “EMP” means the environmental management plan for the Project, including any update thereto, incorporated in the IEE;

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Environmental Harm means serious or material environmental harm or environmental nuisance as defined in the Environmental Protection Xxx 0000 (Qld);

  • Environmental Documents means, for any Person: (A) any and all documents received by the Person or its Subsidiaries from the United States Environmental Protection Agency (“EPA”) or any other Governmental Entity concerning the environmental condition of any property owned, leased or operated at any time by the Person or any Subsidiary of the Person, or the effect of the Person’s business operations or the business operations of any Subsidiary of the Person on the environmental condition of such property; (B) any and all documents submitted by the Person or any Subsidiary of the Person during the past five years to the EPA or any state, county or municipal environmental or health agency concerning the environmental condition of any property owned, leased or operated at any time by the Person or any Subsidiary of the Person, or the effect of the Person’s business operations or the business operations of any Subsidiary of the Person on the environmental condition of such property, and (C) any report, study, assessment, audit, or other similar document that addresses any issue of actual or potential noncompliance with, actual or potential liability under or cost arising out of, or actual or potential impact on business in connection with, any Environmental Law or any proposed or anticipated change in or addition to Environmental Law, that may in any way affect the Person or any entity for which it may be liable or any Subsidiary of the Person.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means:

  • Environmental Releases means releases as defined in CERCLA or under any applicable state or local environmental law or regulation.

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Environmental and Safety Laws means any federal, state or local laws, ordinances, codes, regulations, rules, policies and orders that are intended to assure the protection of the environment, or that classify, regulate, call for the remediation of, require reporting with respect to, or list or define air, water, groundwater, solid waste, hazardous or toxic substances, materials, wastes, pollutants or contaminants, or which are intended to assure the safety of employees, workers or other persons, including the public.

  • Shareholders' Agreements shall have the meaning provided in Section 5.05.

  • Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above

  • Tax Protection Agreement means that certain Tax Protection Agreement dated as of the date hereof, by and among the REIT, the OP and the parties identified as a signatory on Schedule A thereto.

  • Material Environmental Liabilities means Environmental Liabilities exceeding $500,000 in the aggregate.

  • Indemnity Agreement means that certain Indemnity Agreement dated as of the Closing Date by Borrower and Indemnitor in favor of Lender.

  • Labor compliance agreement means an agreement entered into between a contractor or subcontractor and an enforcement agency to address appropriate remedial measures, compliance assistance, steps to resolve issues to increase compliance with the labor laws, or other related matters.

  • Permits and Licenses means (a) all applicable authorizations, -------------------- consents, certificates, licenses, rights of way permits, approvals, waivers, exemptions, encroachment agreements, variances, franchises, permissions, and permits of any Governmental Authority and all documents and applications filed in connection therewith, and (b) all renewals thereof.