Basket Threshold definition

Basket Threshold means, at any time:
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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 shall have the meaning set forth in Section 9.9.2 and 9.10.2, as the case may be.
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Examples of Basket Threshold in a sentence

  • 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.

  • 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.

  • Once the aggregate amount of the indemnification obligation of Stockholders and Xxxxxx exceeds the Basket Threshold, Stockholders and Xxxxxx shall be required to provide indemnification for all Losses, including the $25,000 applied to the Basket Threshold.

  • 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.

  • 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).

  • 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.

  • Notwithstanding the foregoing, the Basket Threshold shall not apply to a breach of the representation and warranty set forth in the first sentence in Section 30.a.

  • No claim may be made by the Purchaser Indemnities for indemnification under Section 9.1 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 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.


More Definitions of Basket Threshold

Basket Threshold will have the meaning set forth in Section 4C of the Indemnification Agreement.
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Basket Threshold will have the meaning set forth in SECTION 4C of the Indemnification Agreement.
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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 given to it in Clause 12.2.1;
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Basket Threshold has the meaning specified in Section 8.02.
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Related to Basket Threshold

  • 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.

  • Threshold means with respect to Party B: infinity.

  • Micro-purchase threshold means the dollar amount at or below which a district may purchase property or services using micro-purchase procedures. Generally, the micro-purchase threshold for procurement activities administered under federal awards is not to exceed 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 cognizant agency for indirect costs.

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

  • 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 purchase methods. Districts adopt small purchase procedures in order to expedite the purchase of items at or below the simplified acquisition 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 responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. However, in no circumstances can this threshold exceed the dollar value established in the FAR (48 C.F.R. Part 2, Subpart 2.1) for the simplified acquisition threshold. Recipients should determine if local government laws on purchasing apply. 2 C.F.R. 200.1, .320(a)(2)(ii)

  • 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.

  • Threshold Percentage means 15%.

  • 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 8.4.3.

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

  • de minimis amount means no more than 5 percent of the total power flows in both directions, calculated in accordance with the “5 percent test” set forth in IRS Notice 88-129. This is not intended to be an exclusive list of the relevant conditions that must be met to conform to IRS requirements for non-taxable treatment. At Connecting Transmission Owner’s request, Developer shall provide Connecting Transmission Owner with a report from an independent engineer confirming its representation in clause (iii), above. Connecting Transmission Owner represents and covenants that the cost of the Connecting Transmission Owner’s Attachment Facilities paid for by Developer will have no net effect on the base upon which rates are determined.