Basket Threshold definition

Basket Threshold means, at any time:
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Basket Threshold has the meaning given to it in Clause 12.2.1;
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Basket Threshold will have the meaning set forth in Section 4C of the Indemnification Agreement.
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Examples of Basket Threshold in a sentence

  • This is outlined in the table below: £000College Group – Surplus before exceptional items1,413 The College also made a surplus of £3.027m on the sale of the land at New Bedford Road Campus.

  • Buyer shall give the Selling Parties quarterly notice of any Losses to be satisfied out of the Liability Reserves and of any Losses to be counted against the Basket Threshold, which notice, in each case, shall specify each Loss and the amount thereof.

  • The Basket Threshold under this Agreement and the Basket Thresholds under corresponding provisions of the Related APA (collectively the “Aggregate APA’s”) shall be treated as a single Basket Threshold, such that all claims made under any of the Aggregate APA’s shall be treated as reducing the Basket Threshold under each and every one of the Aggregate APA’s such that the total Basket Threshold under the Aggregate APA’s is Fifty Thousand ($50,000) Dollars.

  • For the avoidance of doubt, it is hereby clarified that, if the Losses of the Indemnified Persons exceed the Basket Threshold, then, the Indemnifying Parties shall by liable to indemnify for all the Losses incurred by the Indemnified Persons subject to such Losses in aggregate being more than the De Minimis Threshold.

  • The parties expressly agree that any obligation of Selling Parties to pay cash to Buyer under this SECTION 2.5A will not count against the Indemnification Cap or be subject to the Basket Threshold set forth in SECTION 4 of the Indemnification Agreement.

  • No claim may be made by the Purchaser Indemnities for indemnification under Section 7.1 hereof until such Purchaser Indemnities have incurred aggregate Losses in excess of the Basket Threshold Amount in the aggregate, at which time all amounts (including the Basket Threshold Amount) may be recovered as provided in this Agreement.

  • No single Loss shall be applied toward the Basket or be subject to indemnity unless such Loss exceeds $10,000 prior to claims exceeding the Basket or $5,000 after claims exceed the Basket ("Threshold Amounts"); PROVIDED, FURTHER, HOWEVER, Losses arising out of the same transaction or occurrence may be aggregated in determining any such Threshold Amounts.

  • No Buyer Party shall have the right to indemnification under this Agreement unless and until the aggregate amount of any and all such indemnification claims made by the Buyer Party shall exceed Fifty Thousand ($50,000) Dollars (the “Basket Threshold”), at which time the Buyer Party shall be entitled to the entire amount in excess of the Basket Threshold; provided, however, the Basket Threshold shall not apply to claims arising out of fraud.

  • The parties agree that the (i) Basket Threshold and the Cap shall not apply to any breach of the representations and warranties contained in Sections 3.7(a), 3.13, 3.24 and 3.27; and (ii) Basket Threshold shall not apply to Section 7.1(e).

  • Purchaser shall not be entitled to indemnification under Section 40.1(a) for breaches of representations and/or warranties unless the aggregate amount of all indemnification obligations of under Section 40.1(a) for breaches of the representations and/or warranties exceeds Twenty Thousand Dollars ($20,000.00) (the “Basket Threshold”), in which event the Sellers shall be responsible for all Losses, in excess of the Basket Threshold.


More Definitions of Basket Threshold

Basket Threshold shall have the meaning set forth in Section 9.9.2 and 9.10.2, as the case may be.
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Basket Threshold shall have the meaning ascribed to it in Section 9.1.1.3.
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Basket Threshold. Building and Fixtures" "Business" "Buyer Indemnified Party" "Buyer" "Cap" "Chrysler Lease" "Closing Date" "Closing" "Code" "Contract Requiring Consent" "Defense Counsel" "Defense Notice" "Employee Benefit Plans" "Employee Pension Benefit Plan" "Employee Welfare Benefit Plan" "Employees" "Environmental and Safety Requirements" "ERISA" "Estimated Net Book Value" "Excluded Assets" "Excluded Receivables" "Excluded Liabilities" "Final Net Book Value" "Final Purchase Price" "Final Purchase Price Adjustment Schedule" "Financial Statements" "GAAP" "Hazardous Materials" "Holcroft Division" "Holdback Amount" "Incurred But Not Reported" "Indemnified Party" "Indemnifying Party" "Landlord" "Lease" "Letters of Credit" "Liens" "Losses" "Material Contracts" "Multi-employer Plan" "Net Book Value" "Note" ivPAGE
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Basket Threshold has the meaning specified in Section 8.02.
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Basket Threshold will have the meaning set forth in SECTION 4C of the Indemnification Agreement.
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Related to Basket Threshold

  • Bid threshold means the dollar amount set in N.J.S.A. 18A:18A-3, above which a Board shall advertise for and receive sealed bids in accordance with procedures set forth in N.J.S.A. 18A:18A-1 et seq.

  • Minimum Threshold means the average daily yield on the 10 Year Treasury Note (as reported in the Bloomberg GT10 index) over the Award Period.

  • Indemnity Threshold has the meaning set forth in Section 9.3.

  • Basket Amount has the meaning set forth in Section 10.5(b).

  • Minimum Takedown Threshold shall have the meaning given in Section 2.1.4.

  • Stated Threshold means total losses under the shared loss agreements in the amount of $41,000,000.00.

  • Ownership Threshold means, with respect to any Person, Beneficial Ownership of the greater of (A) 15% of the Common Shares at any time outstanding or (B) the percentage of the outstanding Common Shares Beneficially Owned by such Person on the date of this Rights Agreement, plus in the case of this clause (B) 1% of the Common Shares outstanding on such date.

  • Indemnification Threshold has the meaning set forth in Section 11.5.

  • Threshold means with respect to Party B: infinity.

  • Restoration Threshold means an amount equal to 5% of the outstanding principal amount of the Loan.

  • Micro-purchase threshold means the dollar amount at or below which a district may purchase property or services using micro-pur- chase procedures. Generally, the micro-purchase threshold for pro- curement activities administered under federal awards is not to ex- ceed the amount set by the Federal Acquisition Regulations (FAR) at 48 C.F.R. Part 2, Subpart 2.1 [see below], unless a higher threshold is requested by the district and approved by the cogni- zant agency for indirect costs.

  • VWAP Minimum Price Threshold means, with respect to any particular VWAP Purchase Notice, the Sale Price on the VWAP Purchase Date equal to the greater of (i) 80% of the Closing Sale Price on the Business Day immediately preceding the VWAP Purchase Date or (ii) such higher price as set forth by the Company in the VWAP Purchase Notice.

  • stipulated minimum threshold means that portion of local production and content as determined by the Department of Trade and Industry; and

  • Alteration Threshold means an amount equal to 5% of the outstanding principal amount of the Loan.

  • Materiality Threshold means limits for related party transactions beyond which the shareholders' approval will be required as specified in Companies Act, 2013 and rules thereof and amendments thereto.

  • Cap Amount shall have the meaning set forth in Section 2.3.10.

  • Available Basket Amount means, at any date of determination, an amount (which shall not be less than $0) determined on a cumulative basis equal to the difference between: (a) the sum (without duplication) of: (i) $35,000,000, plus (ii) Cumulative Consolidated Net Income (which shall not be less than zero), plus (iii) the aggregate amount of dividends and distributions received by Borrower or its Restricted Subsidiaries in the form of Cash or Cash Equivalents on or prior to such date from Investments acquired or made utilizing the Available Basket Amount, plus (iv) in the case of the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary after the Second Amendment Effective Date, the fair market value of the Investment in such Unrestricted Subsidiary at the time of the redesignation of such Unrestricted Subsidiary as a Restricted Subsidiary (which shall not exceed the original amount of such Investment), plus (v) the Net Cash Proceeds received from any issuance or sale of its Equity Interests occurring after the Closing Date (other than issuances of Disqualified Stock and issuances or sales pursuant to an employee stock ownership plan or other employee benefit plan and excluding Net Cash Proceeds of any issuance or sale of Equity Interests for a specifically identified purpose that were expended for such specifically identified purpose without a corresponding reduction of the Available Basket Amount), plus (vi) the after-tax amount (after taking into account any available tax credit or deductions and any tax sharing arrangements) of all Distributions received in Cash by the Loan Parties after the Closing Date that are attributable to their Equity Interests in any Joint Venture or any Subsidiary that is not a Subsidiary Guarantor, plus (vii) all Net Cash Sales Proceeds received from Dispositions permitted by this Agreement, minus (b) the aggregate amount of all Investments, Capital Expenditures, Distributions and payments in respect of Subordinated Obligations, in each case to the extent made after the Closing Date with amounts available under the Available Basket Amount.

  • Simplified acquisition threshold means the dollar amount below which a district may purchase property or services using small pur- chase methods. Districts adopt small purchase procedures in order to expedite the purchase of items at or below the simplified acquisi- tion threshold. The simplified acquisition threshold for procurement activities administered under federal awards is set by the FAR at 48 C.F.R. Part 2, Subpart 2.1 [see below]. The district is responsi- ble for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk, and its docu- mented procurement procedures. However, in no circumstances can this threshold exceed the dollar value established in the FAR

  • Initial Dividend Threshold shall have the meaning specified in Section 14.04(d).

  • Accelerated Purchase Minimum Price Threshold means, with respect to any Accelerated Purchase made pursuant to Section 2(b) hereof, any minimum per share price threshold set forth in the applicable Accelerated Purchase Notice.

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • Threshold Percentage means 15%.

  • Step-Down Amount means, with respect to any Distribution Date, the excess, if any, of (x) the Required Pro Forma Note Balance over (y) the Pro Forma Note Balance on such Distribution Date, calculated for this purpose only without deduction for any Step-Down Amount (i.e., assuming that the entire amount described in clause (x) of the definition of “Principal Distributable Amount” is distributed as principal on the Notes); provided, however, that the Step-Down Amount in no event may exceed the amount that would reduce the positive difference, if any, of (i) the Pool Balance minus (ii) the Pro Forma Note Balance, to an amount less than 0.50% of the initial aggregate principal balance of the Receivables.

  • Total risk-based capital ratio means the Total Risk-Based Capital Ratio determined in accordance with the rules and regulations of the appropriate Regulatory Authority as from time to time in effect, and any successor or other regulation or official interpretation of said Regulatory Authority relating thereto.

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

  • Basket has the meaning set forth in Section 8.04(a).