Breach Amount definition

Breach Amount shall have the meaning set forth in Section 7.1.
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Breach Amount shall be an amount equal to the greater of $1 or the Net Equity of the Breaching Partner's interest on the day of such breach, computed in accordance with Section 11.4(b) hereof. The Partnership may, at its sole election, prepay all or any portion of the Breach Payments or interest accrued thereon at any time without penalty.
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Breach Amount has the meaning given to the term in Clause 20.1(c)(ii) (Events of Default).
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Examples of Breach Amount in a sentence

  • If Chiesi does not elect to file such claim then the Material Breach Amount shall represent Chiesi's sole and exclusive and final remedy and the sole and exclusive liability of Kamada under this Agreement.

  • For purposes hereof, Breach Payments shall be made in four installments, each equal to one-fourth (1/4) of the Breach Amount, payable on the next four (4) consecutive anniversaries of the breach by the Breaching Member, without interest.

  • For the sake of clarity, for any Liability satisfied under Section 1.2(e), the amount of the applicable satisfied Indemnity Breach Amount shall count toward the caps in the preceding sentence.

  • For the avoidance of doubt, in no event shall Parent or Acquisition be required to pay more than one of the Financing Failure Termination Fee, the Financing Breach Termination Fee or the Breach Amount (as such term is defined in the Limited Guaranty).

  • Notwithstanding the foregoing or anything to the contrary in this Limited Guaranty but subject to the last sentence of Section 3(e) of this Limited Guaranty, the Guarantor shall be fully released and discharged hereunder if the Financing Failure Termination Fee, the Financing Breach Termination Fee or the Breach Amount, as applicable, under the Merger Agreement is paid in full by Parent (or any other Person) in accordance with the Merger Agreement.

  • For the avoidance of doubt, in no event shall the Guarantor be required to pay more than one of the Termination Fee and the Breach Amount.

  • The Breach Amount shall be an amount equal to the Net Equity of the Breaching Member’s interest on the day of such breach, computed in accordance with Section 10.6 hereof.

  • For the avoidance of doubt, in no event shall the Purchaser or Merger Sub be required to pay more than one of the Financing Failure Termination Fee, the Financing Breach Termination Fee or the Breach Amount (as such term is defined in the Limited Guaranty).

  • Variation Margin ....................Breach Amount .....................Margin requirement calculated by the DCO’s margin methodology.

  • In determining whetherdisclosure of an informant’s identity is required, “the threshold issue is whether the informant is a material witness.” Carpenter v.


More Definitions of Breach Amount

Breach Amount has the meaning specified in Section 7.1(c)(ii) (Events of Default).
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Breach Amount has the meaning set forth in Section 10.4 hereof.
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Related to Breach Amount

  • Willful Breach means a material breach that is a consequence of an act undertaken or a failure to act by the breaching party with the knowledge that the taking of such act or such failure to act would, or would reasonably be expected to, constitute or result in a breach of this Agreement.

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Aggregate Amount means the aggregate amount by which the resolution authority has assessed that eligible liabilities are to be written down or converted, in accordance with Article 46(1);

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Indemnifiable Damages shall have the meaning set forth in Section 9.1 herein.

  • Damages means any loss, claim, damage, liability, costs and expenses (including, without limitation, reasonable attorney's fees and disbursements and costs and expenses of expert witnesses and investigation).

  • 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.

  • Purchaser Losses shall have the meaning set forth in Section 9.1(a).

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, sponsors, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, letters, the Debtors’ respective memoranda, articles or certificates of incorporation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date.

  • Buyer Losses shall have the meaning set forth in Section 11.1 hereof;

  • Defects Liability Expiry Certificate means the certificate to be issued by the Client to the Contractor, in accordance with the Contract.

  • Economic damages means objectively verifiable monetary losses, including medical expenses, loss of earnings, burial costs, loss of use of property, cost of replacement or repair, cost of obtaining substitute domestic services, loss of employment, and loss of business or employment opportunities.

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Intentional for purposes of this Agreement, no act or failure to act on the part of the Executive shall be deemed to have been intentional if it was due primarily to an error in judgment or negligence. An act or failure to act on the Executive’s part shall be considered intentional if it is not in good faith and if it is without a reasonable belief that the action or failure to act is in the best interests of the Bank.

  • Conversion Obligation shall have the meaning specified in Section 14.01(a).

  • Title Defect Amount means, with respect to a Title Defect Property, the amount by which such Title Defect Property is impaired as a result of the existence of one or more Title Defects, which amount shall be determined as follows:

  • Delay Damages means the damages assessed pursuant to Section 3.2(a) hereof.

  • Misrepresentation has the meaning ascribed thereto in the Securities Act;

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • Noneconomic damages ’ means damages for phys-

  • Product Liability Claim means a Claim of a Third Party (other than a Claim arising out of use of the Product in a clinical trial) that (i) arises as a result of the use of the Product during the Term that results in personal injury or death or (ii) is in anticipation of or intended to prevent or forestall personal injury or death as a result of the use of the Product during the Term.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Daily Delay Damages means with respect to a Guaranteed Project Milestone, an amount equal to (a) the Project Development Security Amount posted as of the first date that Daily Delay Damages are payable under this Agreement with respect to such Guaranteed Project Milestone, divided by (b) 120.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).