Common use of Payable and Unresolved Claims Clause in Contracts

Payable and Unresolved Claims. A “Payable Claim” shall mean a claim for indemnification of Losses under this Article VIII, to the extent that such claim has not yet been satisfied by cash payment or by release to the Parent Indemnified Party of funds from the Escrow Fund, that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VIII specified in any Officer’s Certificate delivered pursuant to Section 8.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, from the Escrow Fund.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Cornerstone OnDemand Inc)

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Payable and Unresolved Claims. A “Payable Claim” shall mean a claim for indemnification of Losses under this Article VIIIVII, to the extent that such claim has not yet been satisfied by cash payment or by release to the Parent Indemnified Party of funds from the Escrow Fund, that is (i) a Resolved Claim, (ii) a Settled Claim, Claim or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VIII VII specified in any Officer’s Certificate delivered pursuant to Section 8.4(a7.5(a), to the extent that such claim is not a Payable Claim and has not been satisfied by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, from the Escrow Fund.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cafepress Inc.)

Payable and Unresolved Claims. A “Payable Claim” shall mean means a claim for indemnification of Losses under this Article VIIIIX, to the extent that such claim has not yet been satisfied by cash payment or (including by release to the Parent Indemnified Party of funds cash and Parent Common Stock from the Escrow Fund), that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean means any claim for indemnification of Losses under this Article VIII IX specified in any Officer’s Certificate delivered pursuant to Section 8.4(a9.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied (including by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, cash and Parent Common Stock from the Escrow Fund).

Appears in 1 contract

Samples: Escrow Agreement (Repligen Corp)

Payable and Unresolved Claims. A “Payable Claim” shall mean a claim for indemnification of Losses under this Article VIII10, to the extent that such claim has not yet been satisfied by cash payment or by release to the Parent Indemnified Party of funds from the Escrow Fund, that is (i) a Resolved Claim, (ii) a Settled Claim, Claim or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VIII 10 specified in any Officer’s Certificate delivered pursuant to Section 8.4(a10.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, from the Escrow Fund.

Appears in 1 contract

Samples: Share Purchase Agreement (Palo Alto Networks Inc)

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Payable and Unresolved Claims. A “Payable Claim” shall mean means a claim for indemnification of Losses under this Article VIII, to the extent that such claim has not yet been satisfied by cash payment or (including by release to the Parent Purchaser Indemnified Party of funds cash from the Indemnification Escrow Fund), that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean means any claim for indemnification of Losses under this Article VIII specified in any Officer’s Certificate Claims Notice delivered pursuant to Section 8.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied (including by cash payment or release to the Parent Purchaser Indemnified Party of funds or Surrendered Escrow Shares, as applicable, cash from the Indemnification Escrow Fund).

Appears in 1 contract

Samples: Equity Purchase Agreement (908 Devices Inc.)

Payable and Unresolved Claims. A “Payable Claim” shall mean a claim for indemnification of Losses under this Article VIII10, to the extent that such claim has not yet been satisfied by cash payment or by release to the Parent Indemnified Party of funds from the Escrow Fund, that is (i) a Resolved Claim, (ii) a Settled Claim, Claim or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VIII 10 specified in any Officer’s Certificate Indemnification Claim Notice delivered pursuant to Section 8.4(a10.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, from the Escrow Fund.

Appears in 1 contract

Samples: Share Purchase Agreement (JFrog LTD)

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