Buyer Damages definition

Buyer Damages has the meaning given that term in Section 7.2.

Buyer Damages shall have the meaning specified in Section 8.2.

Buyer Damages as defined in Section 7.2.

Examples of Buyer Damages in a sentence

• Buyer shall be entitled to offset or recoup from amounts due to Seller from Buyer hereunder or under any Other Agreement (including Seller Damages) against any obligations of Seller to Buyer hereunder or under any Other Agreement (including Buyer Damages).

• Any written notice delivered by a Buyer Indemnitee to Seller with respect to Buyer Damages shall set forth, with as much specificity as is reasonably practicable, the basis of the claim for Buyer Damages and, to the extent reasonably practicable, a reasonable estimate of the amount thereof.

• The amount of any Buyer Damages shall be reduced by any amount actually received by a Buyer Indemnitee with respect thereto under any insurance coverage or from any other responsible party.

• If a Buyer Indemnitee receives an amount under insurance coverage from such other Person other than a party to this Agreement with respect to Buyer Damages at any time prior to any indemnification provided by Seller or the Subsidiary pursuant to this Section 7.2, Buyer Indemnitees' out-of-pocket costs incurred in connection with the collection of such amount shall offset such reduction.

• Upon any party (the “Indemnified Party”) becoming aware of a fact, condition, or event that constitutes a basis for a claim for Issuer Damages or Buyer Damages, as the case may be, in respect thereof against the other party (the “Indemnifying Party”) under Section 7.2 or 7.3, if such a claim is to be made, the Indemnified Party will with reasonable promptness and specificity notify the Indemnifying Party or Parties in writing of such fact, condition or event.

More Definitions of Buyer Damages

Buyer Damages is defined in Section 10.2 hereof.

Buyer Damages is defined in Section 6.2.

Buyer Damages is defined in Section 5.2.

Buyer Damages shall have the meaning assigned to it in SECTION 9.1.

Buyer Damages shall have the meaning given that term in Section 7.2.

Buyer Damages shall have the meaning set forth in Section 8.2

Buyer Damages means all liability, demands, claims, actions or causes of actions, assessments, losses, damages, costs and expenses (including, without limitation, interest, penalties and reasonable attorneys' fees and expenses) asserted against or incurred by any Buyer Indemnitee as a result of or arising out of (i) a breach of any representation or warranty contained in Article III of this Agreement when made or at and as of the Closing as though such representations and warranties were made at and as of the Closing, (ii) the indemnification contemplated by Section 8.2 hereof, and (iii) except as otherwise expressly provided herein any liabilities and obligations not to be assumed by Buyer as provided in the Undertaking.