Material Adverse Environmental Condition definition

Material Adverse Environmental Condition shall have the meaning set forth in Section 2.4(c).

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Material Adverse Environmental Condition is defined in Section 8.2(a).

Material Adverse Environmental Condition as used herein means any contamination or other condition or combination of contaminations and conditions caused by or related to Hazardous Substances in violation of any applicable Environmental Law, which contaminations or conditions would be reasonably expected to result in liabilities or remediation costs in excess of $100,000 in the aggregate.

Examples of Material Adverse Environmental Condition in a sentence

If Seller agrees to remedy any specific Material Adverse Environmental Condition or Material Defect in the Property, then all negotiations and contacts with Governmental Agencies for approval and review of such remedial action shall be made by Seller, and Buyer shall make no independent contacts with any of the Governmental Agencies relative to such remedial action.
The term "Casualty Loss" shall mean any single event of loss or damage to the Property or any portion thereof which causes a Material Adverse Environmental Condition or a Material Defect.
Seller shall be deemed to have cured any Material Adverse Environmental Condition if it agrees to remediate such Material Adverse Environmental Condition and provide assurances that such remediation will be promptly effected, in each case to Purchaser’s reasonable satisfaction and without material interruptions of the operations conducted at the Real Property or the OREO.
Except as hereinafter provided, Buyer shall have the option of terminating this Agreement by providing written notice to Seller on or before the last day of the Review Period, in the event Buyer determines during the Review Period that the Property is subject to any: (1) Material Adverse Environmental Condition, or (2) Material Defect.
To be effective, any such notice shall specifically identify and describe the basis for such termination, and shall include substantial evidence of the Material Defect or Material Adverse Environmental Condition leading to the termination notice.

More Definitions of Material Adverse Environmental Condition

Material Adverse Environmental Condition as used herein means any contamination or other condition or combination of contaminations and conditions caused by or related to Hazardous Substances in violation of any applicable Environmental Law (other than contamination to the extent expressly disclosed in any Existing Environmental Report), which contaminations or conditions would be reasonably expected to result in liabilities or remediation costs in excess of $150,000 in the aggregate.

Material Adverse Environmental Condition means a single Environmental Condition which is not disclosed on the Disclosure Schedule as of the date of this Agreement and requiring the expenditure of in excess of one percent (1%) of the Purchase Price to cure or remedy. Material Defect shall mean a single defect in the Property (other than a title defect) which: (1) will significantly impair the operating functions, safety, conversion, or use of the Property; (2) would cost in excess of one percent (1%) of the Purchase Price to cure or remedy and (3) is not disclosed on the Disclosure Schedule as of the date of this Agreement. Monitoring Well shall mean a properly installed and completed well which allows for the collection of groundwater information including, but not limited to, both physical and chemical characteristics.

Material Adverse Environmental Condition means (a) the existence of any of the following on or under the Facility Site at levels that exceed applicable recognized standards or are in violation of applicable Environmental Law: (1) contamination to municipal well or drinking water, (2) chlorinated solvents, (3) radioactivity or (4) MTBE, (b) evidence that the Facility Site has been used as a disposal site (other than for dredge materials) at levels in violation of applicable Environmental Law] or (c) any Hazardous Substance condition the estimated cost of which to remediate is greater than *** Dollars (U.S. $***) in the aggregate; and (ii) the term "Material Defect" shall mean a defect that has not been previously disclosed to COP and which would not have been evident during a walk-through inspection of the Facility Site, that would significantly impair the operating functions, safety, or use of the Facility and which would cost more than *** Dollars (U.S. $***) in the aggregate to cure.

Material Adverse Environmental Condition means a condition that (i) applicable Environmental Laws in effect as of the Effective Date required to be remediated, and (ii) the cost to remediate the Condition to the levels required by applicable Environmental Laws exceeds $15,000; however if the total cost to remediate all such Conditions exceeds $75,000 then all such circumstances shall in the aggregate be deemed to be a material adverse environmental condition.

Material Adverse Environmental Condition means an Adverse Environmental Condition with respect to which the Remediation Costs will exceed five percent (5%) of the Property Cost. Appendix A

Material Adverse Environmental Condition as used herein means contamination at an Owned Branch by Hazardous Substances in violation of any applicable Environmental Law (other than contamination to the extent disclosed in any Existing Environmental Report), which contamination at such Branch (without aggregation of contamination at other Branches) has, or would be reasonably expected to have, individually or in the aggregate, a material adverse impact on the financial condition, operations or business of the Florida Franchise, taken as a whole. Either party shall have the right to delay the Closing for a reasonable period (but not in excess of 30 calendar days) if such party determines that such delay is required in order for Sellers to cure any Material Adverse Environmental Condition, to determine any potential Defect Reduction Amount or otherwise carry out the terms of this Section 2.10.

Material Adverse Environmental Condition means an environmental condition that is reasonably likely to cost more than $25,000 to remediate to a commercial use standard, as determined by such environmental consultant. If Purchaser objects to any Material Adverse Environmental Condition that impacts the Banking Center, then Seller shall have the right, but not the obligation, to cure any such Material Adverse Environmental Condition. If Seller is unable or unwilling to cure such problem prior to the Effective Time, then, as Purchaser's sole and exclusive remedy, Purchaser shall have the option either to terminate this Agreement (upon written notice to Seller) or to accept the Banking Center in the then existing condition and without the benefit of the indemnification provisions of Article IV hereof.