Most Cost-Effective Manner definition
Most Cost-Effective Manner means a Remedial Action based upon (a) the least stringent clean-up standards that, based on the use classification (industrial, commercial or residential) as of the Closing Date of the applicable real property subject to the Remedial Action, are established under Environmental Law and (b) the least-costly methods that are in accordance with Environmental Law, in each case of (a) and (b) that are approved by or otherwise acceptable to the applicable Governmental Authorities, including the use of engineering and institutional controls to eliminate or minimize exposure pathways, and may also include, in the reasonable discretion of the Party responsible for such Remedial Action, any other Remedial Action that is allowed under applicable Environmental Law and approved by or otherwise acceptable to the applicable Governmental Authorities.
Most Cost-Effective Manner shall have the meaning set forth in Section 8.7(c)(iii).
Most Cost-Effective Manner means conduct appropriate for the facility determined from the perspective of a reasonable business person acting (without regard to the availability of indemnification hereunder) to (A) achieve compliance with applicable Trigger Levels or other applicable Environmental Laws and Environmental Permits or respond to a requirement or order by a Governmental Authority, or (B) minimize liability to third parties, including to obtain liability protection pursuant to Mich. Comp. Laws §§ 324.20101 to 324.20142 and Act 2, and risk to human health, taking into account any interference with the Purchaser’s operations or use of the Manufacturing Facilities and Owned Real Property and incorporating (1) the least stringent clean-up standards that, based upon the use classification as of the Closing Date (industrial, commercial or residential) of the subject site, are allowed under applicable Environmental Law and that are approved or otherwise acceptable to applicable Governmental Authorities; and (2) the least-costly methods that are allowed under applicable Environmental Law and that are approved by or otherwise acceptable to applicable Governmental Authorities to achieve such standards, including the use of engineering and institutional controls to eliminate or minimize actual or potential exposure pathways. With respect to any Remedial Action that is required to satisfy the Seller’s indemnification obligations under Section 8.2 or this Section 8.7, the Purchaser shall be responsible for performing any operation and maintenance with respect to any such institutional or engineering controls subsequent to completion of their initial installation or recording and for payment of any associated costs directly related to the administration of the operation and maintenance of such institutional or engineering controls and such post-installation or recording costs shall not be subject to indemnification;
Examples of Most Cost-Effective Manner in a sentence
Seller shall undertake the Port Reading Decommissioning in the Most Cost-Effective Manner.
More Definitions of Most Cost-Effective Manner
Most Cost-Effective Manner means a Remedial Action based upon (a) the least stringent clean-up standards that, based on the use classification (industrial, commercial or residential) of a Terminal, as of the Closing Date, are allowed under applicable Environmental Law and (b) the least-costly methods that are allowed under applicable Environmental Law and that are approved by or otherwise acceptable to applicable Governmental Entities to achieve such standards, including the use of engineering and institutional controls to eliminate or minimize exposure pathways, and may also include, in Seller’s discretion, any other Remedial Action that is allowed under applicable Environmental Law; provided, that Most Cost-Effective Manner shall not (i) include any engineering or institutional controls that unreasonably interfere with the current use of a Terminal or (ii) preclude the construction of future improvements at a Terminal without Purchaser’s written approval, which shall not be unreasonably withheld.
Most Cost-Effective Manner. The Most Cost‑Effective Manner shall incorporate (A) the least stringent clean‑up standards that, based upon the use classification (industrial, commercial or residential) of a subject site, as of the Closing Date, are allowed under applicable Environmental Law; and (B) the least‑costly methods that are allowed under applicable Environmental Law and that are approved by or otherwise acceptable to applicable Governmental Authorities to achieve such standards, including the use of engineering and institutional controls to eliminate or minimize exposure pathways, provided that such methods do not unreasonably interfere with conduct of Purchaser’s operations. Upon request by the Seller, the Purchaser in its discretion may, and may cause another Purchaser Entity to, be responsible for any operation and maintenance with respect to any such institutional or engineering controls subsequent to completion of their initial installation, and Seller shall fully compensate Purchaser or Purchaser Entity for the cost of such post‑installation operation and maintenance; provided, however, that the Seller shall remain responsible for the operation and maintenance of any such control that entails removing and treating groundwater contaminated with Hazardous Materials until such removal and treatment is no longer required.
Most Cost-Effective Manner. 9.08(a)(vi) “Non U.S. Dow Plans” 3.10(b) “Notice of Acceptance” 2.08(c) “Notice of Disagreement” 2.08(c)
Most Cost-Effective Manner shall have the meaning set forth in Section 10.7(a)(ii). Net Working Capital. “Net Working Capital” means the amount that is the difference between (a) the current assets of the Business identified as line items on Section 2.9 of the Sellers Disclosure Schedule (excluding cash and cash equivalents) to the extent such current assets constitute Transferred Assets and (b) the current liabilities of the Business identified as line items on Section 2.9 of the Sellers Disclosure Schedule to the extent such current liabilities constitute Assumed Liabilities. The dollar figures set forth in Section 2.9 of the Sellers Disclosure Schedule are intended to provide an illustrative example only, but the line items set forth thereon shall be the line items used in any calculation of Net Working Capital. No Action Letter. “No Action Letter” means a letter from the Commissioner advising the Purchaser (directly or through its external counsel) that the Commissioner does not, at that time, intend to make application under section 92 of the Competition Act with respect to the transactions contemplated by this Agreement or the other Transaction Documents. Nominated Security Bonds. “Nominated Security Bonds” shall have the meaning set forth in Section 6.14(a). Non-Income Taxes. “Non-Income Taxes” means any Taxes arising out of or relating to the ownership or use of the Transferred Assets or the operation of the Business (that are not Taxes imposed on net income, gross income, sales or revenue, or similar Taxes or employment or wage-related Taxes) including any interest, penalty, or addition thereto, imposed by any Governmental Authority, excluding, for the avoidance of doubt, all Transfer Taxes and Sales Taxes.
Most Cost-Effective Manner. 8.07(b)(iii) “New Debt Commitment Letter” 5.12(a)(iii) “Permits” 3.08(b) “Plans” 3.13(a) “Pre-Closing Environmental Liabilities” 2.02(b)(ix) “Purchase Price” 2.03 “Purchase Price Allocations” 2.03(c) “Purchaser Flexible Account Plan” 6.03 “Purchaser Indemnified Party” 8.02 “Purchaser Indemnifying Parties” 8.03