Retained Environmental Liabilities definition

Retained Environmental Liabilities means any (i) Liabilities, Losses and Cleanup costs arising under Environmental Laws, to the extent based on, or resulting from the disposal of any Hazardous Substances prior to Closing at a third party offsite location from any property owned or operated by DuPont, its Subsidiaries or the DPC Business; (ii) Liabilities, Losses and Cleanup costs arising under Environmental Laws in relation to any property or facility owned or operated by DPC Business prior to the Closing that is not within the definition of Real Property; (iii) Liabilities, Losses and Cleanup costs arising under Environmental Laws in relation to any property or facility owned or operated by, the Excluded Businesses (including any Release of Hazardous Substances by the Excluded Businesses at the Shared Facilities), except for any such costs arising from any Release of Hazardous Substances by the DPC Business at the Shared Facilities, whether before or after the Closing Date; and (iv) the Specified Environmental Liabilities.
Retained Environmental Liabilities has the meaning specified in Section 7.3.
Retained Environmental Liabilities has the meaning set forth in the definition of "Retained Liabilities."

Examples of Retained Environmental Liabilities in a sentence

  • Upon Closing, if and to the extent the aggregate of all Environmental Defects exceeds the Environmental Defect Deductible, and subject to subsection 5.3 C below, Seller shall retain and pay, perform, fulfill and discharge all claims, cost, expenses, liabilities and obligations accruing or relating to and release Buyer from all Losses attributable to and relating to Environmental Defects for which Seller receives a timely Environmental Defect Notice (the "Retained Environmental Liabilities").

  • This stage can be easy to detect because the proceeds of crime are most obvious.

  • Except for Seller’s Retained Environmental Liabilities, Buyer, in consideration of the negotiated amount of the Purchase Price, hereby unconditionally, completely and forever releases and discharges Seller, its Affiliates, and employees, officers, directors, agents and representatives and all successors and assigns of the foregoing, from all Environmental Liabilities.

  • COMPONET AND SYSTEMS MANUALSUpon final delivery of the completed unit, the successful proposer is required to submit at a minimum, an “as built” complete component and parts list, including part numbers, electrical schematics, mounting locations, component weights, operating manuals and pertinent information.

  • Notwithstanding any other representation or warranty contained in this Agreement, the representations and warranties contained in this Section 5.13 constitute the sole and exclusive representations and warranties of Seller relating to the Environment, Environmental Laws, Environmental Liability, Environmental Claims, Permits issued pursuant to Environmental Laws, Special Environmental Liabilities, Retained Environmental Liabilities, Releases or Hazardous Materials.


More Definitions of Retained Environmental Liabilities

Retained Environmental Liabilities has the meaning set forth in Section 2.5(b).
Retained Environmental Liabilities means all Environmental Liabilities of Seller or its Affiliates arising out of or relating to operations or activities that are not primarily related to the Business, whether arising or related to the period before or after Closing.
Retained Environmental Liabilities has the meaning specified in Section 1.01(h) of the Seller Disclosure Letter.
Retained Environmental Liabilities means ALL LIABILITIES ARISING OUT OF, RESULTING FROM, OR RELATING IN ANY WAY TO THE EXISTENCE OF AN ENVIRONMENTAL CONDITION ON OR RELATING TO ONE OR MORE ASSETS (INCLUDING, WITHOUT LIMITATION, LIABILITY FOR INJURY TO OR DEATH OF ANY PERSON, PERSONS, OR OTHER LIVING THINGS, OR LOSS OR DESTRUCTION OF OR DAMAGE TO PROPERTY OCCURRING AS THE RESULT THEREOF), REGARDLESS OF WHETHER SUCH ENVIRONMENTAL CONDITION IS KNOWN, ANTICIPATED, OR SUSPECTED AS OF THE POSSESSION TIME, TO THE EXTENT ONLY THAT SUCH ENVIRONMENTAL CONDITION, OR THE ACTS, OMISSIONS, EVENTS, OR CONDITIONS GIVING RISE THERETO, AROSE, EXISTED, OR OCCURRED, IN WHOLE OR IN PART, PRIOR TO THE POSSESSION TIME.
Retained Environmental Liabilities shall have the meaning set forth in Section 2.3(b)(iii).
Retained Environmental Liabilities means all Liabilities (including Cleanup costs) of Seller or its Affiliates arising under the Environmental Laws arising prior to, on or after the Closing: (i) to the extent not relating to the Business or to the Transferred Real Property; (ii) to the extent arising with respect to or relating to the Business (other than at any Transferred Real Property, which, for the avoidance of doubt, does not include any Former Facility), but only if and to the extent that losses for such Liabilities exceed $25 million in the aggregate; (iii) to the extent arising with respect to or relating to the Berlin Facility and/or (iv) to the extent not related to the Business.