Breach Damages definition

Breach Damages means and includes, without limitation, all actual, incidental, and consequential damages, court costs, interest, and attorneys' fees arising from Tenant's breach or default of this Lease, including, without limitation, the cost to or incurred by Landlord of (a) recovering possession of the Premises,
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Breach Damages. Section 11.2(a) “California Corp. Code” Recitals “California Permit” Section 4.23(a) “Certificates” Section 2.6(a) “Claim Notice” Section 11.3(a) “Closing” Section 2.2
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Breach Damages as used in this Section 11.2 is not limited to matters asserted by third parties against the Covered Parties, but includes Breach Damages incurred or sustained by such persons in the absence of third-party claims, and payments by a Covered Party shall not be a condition precedent to recovery. Parent shall be entitled to offset pursuant to this subsection (a) only if the aggregate Breach Damages to which Covered Parties are entitled to offset pursuant to this Article 11 exceed $500,000 (the “Deductible Amount”), and if such aggregate Breach Damages exceed the Deductible Amount, Parent shall be entitled to offset against the Aggregate Second Payment Amount only the amount of Breach Damages in excess of the Deductible Amount.
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Examples of Breach Damages in a sentence

  • In the event that the Willful Breach Damages have been actually paid by the Company pursuant to this Section 9.2, no Company Termination Fee shall be payable at any time pursuant to Section 9.3(a)(ii).

  • In the event that the Parent Expenses have been actually paid by the Company pursuant to this Section 9.4(a), upon subsequent payment of the Company Termination Fee pursuant to Section 9.3(a)(ii) or the Willful Breach Damages pursuant to Section 9.2, the amount of the Parent Expenses shall be credited towards the payment of the Company Termination Fee or the Willful Breach Damages, as applicable.

  • Notwithstanding anything to the contrary in this Agreement, upon payment of the Willful Breach Damages pursuant to this Section 9.2 (Effect of Termination), none of the Company, any of their respective former, current or future officers, directors, partners, stockholders, managers, members, Affiliates or agents shall have any further liability or obligation relating to or arising out of this Agreement or the Transactions.

  • This Section 10.2(d)(i) shall not apply to indemnification claims arising out of or resulting from (A) any breach of the Fundamental Representations or (B) any Fraudulent Breach (Damages arising from or related to the foregoing Section 10.2(d)(i)(A) and (B), the “Special Damages”).

  • Recover unpaid rent and any Breach Damages (as “Breach Damages” are defined in this Paragraph 24, below).

  • No rent collected from a substitute tenant for any month in excess of the Rent due under the Lease for that month will be credited or offset against unpaid Rent for any other month or any other Breach Damages.

  • Except for the Break Fee, the Reverse Break Fee, the Pushpay Intentional Breach Damages and the Bidder Intentional Breach Damages (which are inclusive of GST, if any) all other stated amounts payable or consideration to be provided under or in connection with this Agreement do not include GST (“GST Exclusive Consideration”).

  • Parent shall be entitled to offset pursuant to this subsection (a) only if the aggregate Breach Damages to which Covered Parties are entitled to offset pursuant to this Article 11 exceed $500,000 (the “Deductible Amount”), and if such aggregate Breach Damages exceed the Deductible Amount, Parent shall be entitled to offset against the Aggregate Second Payment Amount only the amount of Breach Damages in excess of the Deductible Amount.

  • If no Offset Dispute Notice is given, then the claim in the amount alleged by the Covered Party in the Claim Notice shall be deemed to be valid and may be offset against the Aggregate Second Payment Amount with respect to any Claim Notice relating to Breach Damages under Section 11.2(a) and the Aggregate Second Payment Amount, Second Payment Holdback or Fourth Payment Amount with respect to any Claim Notice relating to Damages under Section 11.2(b).

  • The term “Breach Damages” as used in this Section 11.2 is not limited to matters asserted by third parties against the Covered Parties, but includes Breach Damages incurred or sustained by such persons in the absence of third-party claims, and payments by a Covered Party shall not be a condition precedent to recovery.


More Definitions of Breach Damages

Breach Damages has the meaning set out in Clause 10.1. BSC the Balancing and Settlement Code and any other equivalent code in addition to it or substitution of it, required to be in place pursuant to a transmission licence granted under section 6(1)(b) of the Electricity ▇▇▇ ▇▇▇▇. Commission the commission payable by the Customer as part of the invoice amount payable to the Supplier pursuant to the relevant Customer Contract, the current levels of which are set out at, or calculated in accordance with, Annex 1.
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Breach Damages means all Losses imposed on or incurred by any of the Buyer Parties as a result of or arising from or in connection with any breach existing as of the Closing Date of (a) any representation or warranty made by the Company in Section 5 or (b) any covenant or agreement of the Company set forth in Section 7.4(a).
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Breach Damages means all Losses imposed on or incurred by any of the Buyer Parties as a result of or arising from or in connection with any breach existing as of the Closing
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Breach Damages as used in this Section 10.02 is not limited to matters asserted by third parties against Buyer, but includes Breach Damages incurred or sustained by such persons in the absence of third-party claims, and payments by Buyer to a third party shall not be a condition precedent to recovery from Seller by Buyer. Notwithstanding anything to the contrary contained in this Agreement, except with respect to claims based on fraud or the breach of the representations and warranties made by Seller or Sellers in Sections 3.02 (Corporate Authorization), 3.17(f) (Intellectual Property), 3.23 (Environmental Compliance) and Article 7 (Taxes) of this Agreement, the maximum aggregate amount Buyer shall be entitled to offset against the Contingent Consideration for subsection (E) above is [*] and the maximum aggregate amount Buyer shall be entitled to offset against the Contingent Consideration for all subsections (A)-(F) is $2,000,000 and, except with respect to claims under subsections (D) and (E) above, Buyer shall not offset the Contingent Consideration pursuant to this Section 10.02(a) unless and until the aggregate amount of Breach Damages equal or exceeds $50,000, after which Sellers shall be liable to Buyer only for those Breach Damages in excess of $50,000 (the “Deductible”). With respect to claims based on fraud or the breach of the representations and warranties made by Seller or Sellers in Sections 3.02 (Corporate Authorization), 3.17(f) (Intellectual Property), 3.23 (Environmental Compliance) and Article 7 (Taxes) of this Agreement, Buyer shall be entitled to offset against the Contingent Consideration (without regard to the Deductible) the entire amount of Contingent Consideration determined to be payable to Sellers under this Agreement. In addition to the foregoing, Buyer shall be entitled to offset against the Contingent Consideration up to [*] for any claims or damages resulting from the [*].
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Related to Breach Damages

  • Punitive Damages are those damages awarded as a penalty, the amount of which is neither governed nor fixed by statute.

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

  • Damages means any loss, claim, damage, liability, cost and expense (including, without limitation, reasonable attorneys’ fees and disbursements and costs and expenses of expert witnesses and investigation).

  • Consequential Damages means Losses claimed to have resulted from any indirect, incidental, reliance, special, consequential, punitive, exemplary, multiple or any other Loss, including damages claimed to have resulted from harm to business, loss of anticipated revenues, savings, or profits, or other economic Loss claimed to have been suffered not measured by the prevailing Party’s actual damages, and any other damages typically considered consequential damages under Applicable Law, regardless of whether the Parties knew or had been advised of the possibility that such damages could result in connection with or arising from anything said, omitted, or done hereunder or related hereto, including willful acts or omissions.

  • Actual Damages has the meaning set forth in Section 12.4(C).