Material Environmental Condition definition

Material Environmental Condition means any Environmental Condition(s) existing as of the Effective Date that (a) is or would be required to be remediated pursuant to Applicable Law, or would increase the cost of development (over that in the absence of such Environmental Condition) of either or both of the Undeveloped Tracts for Timeshare Development (as defined in the Declaration) or residential use, at an estimated cost in either case (including all costs, expenses, damages, losses, investigative costs, fines, penalties and potential liabilities) exceeding, in the aggregate, $500,000.00 as determined by Purchaser’s Environmental Consultant, (b) is or would be required to be remediated under Applicable Law (or would be required to be remediated under Applicable Law to permit Timeshare or residential development on either or both of the Undeveloped Tracts), and which remediation would not, in Purchaser’s Environmental Consultant’s estimation, be completed within one year of the date of Closing, or (c) constitutes or is reasonably likely to constitute a Development Impairment.

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Material Environmental Condition is defined in Section 14.3 of the Lease.

Material Environmental Condition means an environmental condition in the soil or groundwater that materially impacts a Station Property or exposes a Buyer to potential Liability arising from such condition, in each case from (a)(i) the existence or likelihood of migration of Contamination onto the Station Property from an offsite location in amounts or concentrations that exceed reportable or actionable levels for remediation established pursuant to Environmental Law, (ii) the existence or likelihood of migration of Contamination from a Station Property to an offsite location other than in trace or naturally occurring background amounts or concentrations, (iii) the existence of Contamination of an aquifer or drinking water system or (iv) the presence of MTBE or (b) potentially material business disruption at the Station Property in connection with Remediation Activities (it being understood that in no event shall any shutdown of a Station Property for less than fifteen (15) days to permit Remediation Activities, in and of itself, be considered a material business disruption at a Station Property); provided, however, that for the purposes of this paragraph, a “likelihood” refers to something that is “more likely than not.”

Examples of Material Environmental Condition in a sentence

Within ten (10) days after its receipt thereof, the ATMI Group shall deliver to ADCS Nevada a copy of the assessment, together with a written statement from ATMI stating whether or not (i) the assessment indicates an Environmental Condition which ATMI in good faith has determined could have an ADCS Material Adverse Effect (a "Material Environmental Condition"), and (ii) the ATMI Group intends to terminate this Agreement as a result of such Material Environmental Condition.
Such written notice shall contain a description of the matter constituting the alleged Potentially Material Environmental Condition, supporting documents available to Buyers reasonably necessary for Sellers to verify the existence of the alleged Potentially Material Environmental Condition, and a proposed Remedial Action to address the Potentially Material Environmental Condition (including an associated cost estimate).
If the ATMI Group states its intention to terminate this Agreement as a result of a Material Environmental Condition, this Agreement will terminate on the thirtieth (30th) day after ADCS Nevada's receipt of such notice unless within such 30-day period the ADCS Group successfully remediates such Material Environmental Condition or the parties agree otherwise.
The Environmental Notice shall also provide documentation and calculations reasonably substantiating the existence of the alleged Material Environmental Condition and supporting the estimate of the net present value of the most cost effective remedy.
The Environmental Notice shall describe the nature of the alleged Material Environmental Condition and the estimated net present value of remediating the alleged Material Environmental Condition using the most cost effective remedy available that satisfies the minimum applicable clean-up requirements under Environmental Law.

More Definitions of Material Environmental Condition

Material Environmental Condition as used herein, shall mean an environmental condition affecting a particular Property which (i) constitutes a violation of Environmental Law or a condition for which prompt remediation is required (or if known, would be required) under Environmental Law; (ii) will cost, together with all such other conditions affecting the same Asset, in excess of $50,000 (net to the applicable Seller's interest) to remediate, as determined by the estimated net present value of the most cost effective remedy reasonably available that satisfies the minimum applicable clean-up requirements under Environmental Law; and (iii) is not listed on Schedule 5.15 to this Agreement. Notwithstanding the preceding sentence, in the event Buyer reasonably requests and Sellers deny consent for Buyer to conduct any surface or subsurface invasive or intrusive sampling of the Assets, the applicable environmental condition shall be deemed to qualify as a Material Environmental Condition.

Material Environmental Condition means a condition, excluding any condition relating to Plugging and Abandonment, that existed prior to the Effective Time but only to the extent it remains in existence after the Effective Time, with respect to the air, land, soil, surface, subsurface strata, surface water or sediments which causes a Property to be subject to remediation under Environmental Laws in effect as of the Effective Time.

Material Environmental Condition means a matter identified in any environmental site assessment received by Buyer with respect to a Golf Course Property: (a) that was not disclosed by any of the environmental site assessments, due diligence reports or other materials made available to Buyer by Sellers as part of the document delivery referred to in Section 8.1, (b) that such environmental site assessment identifies as a “recognized environmental condition” for which the consultant recommends additional investigation or remediation and (c) that, in terms of remediation costs or any resulting inability to use the Golf Course Property as currently conducted, could reasonably be expected to have a Material Adverse Effect.

Material Environmental Condition shall exist if Metropolitan in good faith determines, based on its review of the Questionnaire, any supplement thereto, any Phase I ESA and/or any other report prepared in connection with the Property, that an environmental condition exists with respect to the Property that could materially adversely affect Metropolitan's investment in the Notes or the Property as collateral therefor or could materially adversely affect the Company's business, prospects or financial condition. Upon receipt of written notice from Metropolitan that a Material Environmental Condition exists, the Company will purchase and pay for the Notes in accordance with the terms of this Agreement.

Material Environmental Condition has the meaning set forth in Section 5.6(c).

Material Environmental Condition. Section 6.3(d)(ii)