Pre-Closing Environmental Matter definition

Pre-Closing Environmental Matter means any Environmental Claim, Environmental Condition or any noncompliance with any Environmental Law on the part of the Acquired Companies, their Affiliates or any of their predecessors in interest occurring or in existence on, or arising from actions occurring prior to, the Closing Date.
Pre-Closing Environmental Matter means (a) the production, use, generation, emission, storage, treatment, transportation, recycling, disposal, discharge, release or other handling or disposition at any time on or prior to the Closing Date of any Hazardous Substances on, from or under any real property included in the Transferred Assets by Micron or any affiliate of Micron or (b) the failure prior to the Closing Date by Micron or any affiliate of Micron to operate the business on any real property included in the Transferred Assets in compliance with any Environmental Law.
Pre-Closing Environmental Matter means (a) any noncompliance with or violation of any applicable Environmental Law by any Company or any Company Subsidiary to the extent it exists or occurs prior to the Closing Date, (b) any release of any Hazardous Material on or prior to the Closing Date that requires any cleanup, removal, remediation, or remedial or corrective action (“Remedial Action”) pursuant to Environmental Law (i) at any Owned Real Property or Leased Real Property, (ii) at any real property formerly owned or leased by any Company or any Company Subsidiary, (iii) at any third-party disposal site to which any Company or any Company Subsidiary sent such Hazardous Material for treatment, storage or disposal prior to the Closing Date, or (iv) by the Company or any Company Subsidiary, including, in the case of (i), (ii), (iii) and (iv), any post-Closing migration of such Hazardous Material, (c) any exposure to any Hazardous Material on or prior to the Closing Date at any Owned Real Property, Leased Real Property or at any real property formerly owned or leased by any Company or any Company Subsidiary, or (d) any exposure to any Hazardous Material included in any product sold by any Company or any Company Subsidiary on or prior to the Closing Date.

Examples of Pre-Closing Environmental Matter in a sentence

  • A claims investigation under sub- part B of this part will not be con- ducted except when the claim’s esti- mated value may exceed the insurance policy limits.

  • In the event that Buyer becomes aware of any action, proceeding, investigation or claim relating to any Pre-Closing Environmental Matter (a "Pre-Closing Environmental Proceeding"), notice thereof shall be given to Sellers as promptly as practicable.

  • Neither Parent nor any Other Parent Affiliate shall have any obligation to undertake any Remedial Action in response to a Pre-Closing Environmental Matter.


More Definitions of Pre-Closing Environmental Matter

Pre-Closing Environmental Matter means (i) the presence as of or prior to the Closing Date of Hazardous Materials in, on or under any real property or other facility currently or formerly used, owned or operated by the Company or any of its current or former Subsidiaries (a “Business Facility”), (ii) the production, use, generation, storage, treatment, recycling, disposal, arrangement for disposal, discharge, Release or other handling or disposition on or prior to the Closing Date of, or exposure by any Person on or prior to the Closing Date to, any Hazardous Materials at any Business Facility or arising out of or resulting from the conduct of any business or activity by the Company or any of its current or former Subsidiaries, (iii) any failure on or prior to the Closing Date of the Company or any of its current or former Subsidiaries or any Business Facility to be in compliance with any Environmental Law or (iv) any Environmental Claim relating to or arising out of any act, omission or occurrence taken or occurring on or prior to the Closing Date.

Related to Pre-Closing Environmental Matter

  • 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.

  • 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

  • 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.

  • Adverse Environmental Condition means (i) the existence or the continuation of the existence, of an Environmental Contamination (including, without limitation, a sudden or non-sudden accidental or non-accidental Environmental Contamination), of, or exposure to, any substance, chemical, material, pollutant, Hazardous Substance, odor or audible noise or other release or emission in, into or onto the environment (including without limitation, the air, ground, water or any surface) at, in, by, from or related to any Equipment, (ii) the environmental aspect of the transportation, storage, treatment or disposal of materials in connection with the operation of any Equipment, or (iii) the violation, or alleged violation, of any Environmental Law, permits or licenses of, by or from any governmental authority, agency or court relating to environmental matters connected with any of the Equipment.

  • Environmental Conditions means any conditions of the environment, including, without limitation, the work place, the ocean, natural resources (including flora or fauna), soil, surface water, ground water, any actual or potential drinking water supply sources, substrata or the ambient air, relating to or arising out of, or caused by the use, handling, storage, treatment, recycling, generation, transportation, Release or threatened Release or other management or mismanagement of Regulated Substances resulting from the use of, or operations on, the Property.

  • Phase I Environmental Report means a report by an Independent Person who regularly conducts environmental site assessments in accordance with then current standards imposed by institutional commercial mortgage lenders and who has a reasonable amount of experience conducting such assessments.

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

  • Covered Environmental Losses means all environmental losses, damages, liabilities, claims, demands, causes of action, judgments, settlements, fines, penalties, costs and expenses (including, without limitation, costs and expenses of any Environmental Activity, court costs and reasonable attorney’s and experts’ fees) of any and every kind or character, by reason of or arising out of:

  • Assumed Environmental Liabilities has the meaning specified in Section 7.4.

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

  • Environmental Condition means any condition or circumstance, including the presence of Hazardous Substances which does or would (i) require assessment, investigation, abatement, correction, removal or remediation under any Environmental Law, (ii) give rise to any civil or criminal Liability under any Environmental Law, (iii) create or constitute a public or private nuisance or (iv) constitute a violation of or non-compliance with any Environmental Law.

  • Environmental Event shall have the meaning set forth in Section 12.2.1.

  • Environmental Clean-up Site means any location which is listed or proposed for listing on the National Priorities List, the Comprehensive Environmental Response, Compensation and Liability Information System, or on any similar state list of sites relating to investigation or cleanup, or which is the subject of any pending or threatened action, suit, proceeding, or investigation related to or arising from any location at which there has been a Release or threatened or suspected Release of a Hazardous Material.

  • Initial Environmental Examination or “IEE” means the initial environmental examination for the Project, including any update thereto, prepared and submitted by the Borrower and cleared by ADB;

  • Environmental Violation means any activity, occurrence or condition that violates or results in non-compliance with any Environmental Law in any Material respect.

  • Environmental Notices means notice from any Environmental Authority or by any other person or entity, of possible or alleged noncompliance with or liability under any Environmental Requirement, including without limitation any complaints, citations, demands or requests from any Environmental Authority or from any other person or entity for correction of any violation of any Environmental Requirement or any investigations concerning any violation of any Environmental Requirement.

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

  • Environmental Actions means any complaint, summons, citation, notice, directive, order, claim, litigation, investigation, judicial or administrative proceeding, judgment, letter, or other communication from any Governmental Authority, or any third party involving violations of Environmental Laws or releases of Hazardous Materials from (a) any assets, properties, or businesses of any Borrower or any predecessor in interest, (b) from adjoining properties or businesses, or (c) from or onto any facilities which received Hazardous Materials generated by any Borrower or any predecessor in interest.

  • Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.

  • Environmental Claims means any and all administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, notices of noncompliance or violation, investigations or proceedings relating in any way to any Environmental Law.

  • Environmental Loss means any loss, cost, damage, liability, deficiency, fine, penalty or expense (including, without limitation, reasonable attorneys' fees, engineering and other professional or expert fees), investigation, removal, cleanup and remedial costs (voluntarily or involuntarily incurred) and damages to, loss of the use of or decrease in value of the Equipment arising out of or related to any Adverse Environmental Condition.

  • Environmental Problem Property A Mortgaged Property or REO Property that is in violation of any environmental law, rule or regulation.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Environmental Release means any spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, disposing or migration into the environment.

  • Environmental Report The environmental audit report or reports with respect to each Mortgaged Property delivered to the related Mortgage Loan Seller in connection with the origination or acquisition of the related Mortgage Loan.

  • environmental impact means any effect caused by a given activity on the environment, including human health and safety, flora, fauna, soil, air, water, climate, landscape and historical monuments or other physical structures or the interactions among these factors; it also includes effects on cultural heritage or socio-economic conditions resulting from alterations to those factors;