Buyer Released Claims definition

Buyer Released Claims has the meaning set forth in Section 7.13(b).

Buyer Released Claims has the meaning set forth in Section 6.7(a).

Buyer Released Claims has the meaning set forth in Section 13.16(b).

Examples of Buyer Released Claims in a sentence

• The Buyer Released Claims include claims for contribution or other rights of recovery arising out of or relating to any Environmental Law (whether now or hereinafter in effect), including the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. § 9601, et seq., or to any Hazardous Substances, claims for breach of contract, breach of representation or warranty, negligent misrepresentation and all other claims for breach of duty.

• Security Deposit / Performance Bank Guarantee shall be forfeited and Bank guarantee shall be encashed.

• Each Buyer Releasing Party further agrees that it shall not, nor permit any Affiliate to, (i) institute any Legal Proceeding based upon, arising out of, or relating to any of the Buyer Released Claims, (ii) participate, assist or cooperate in any such Legal Proceeding or (iii) encourage, assist and/or solicit any third party to institute any such Legal Proceeding.

• Notwithstanding anything to the contrary set forth in this Agreement, nothing contained in this Agreement shall operate to release (i) any Buyer Released Claims that any Buyer Releasing Party may have against any Seller Released Party arising under, or related to, this Agreement, the Ancillary Agreements or the Subject Transactions or (ii) any person outside its capacity as a Seller Released Party.

• Buyer agrees not to, and to cause its Related Persons not to, assert any proceeding against Seller or any Seller Related Person with respect to the Buyer Released Claims.

More Definitions of Buyer Released Claims

Buyer Released Claims shall have the meaning given to such term in Section 11.09(a).

Buyer Released Claims shall have the meaning set forth in Section 5.16(a).

Buyer Released Claims means each and all past, present and future disputes, claims, controversies, demands, rights, obligations, Liabilities, Actions, and causes of action of every kind and nature, including any unknown, unsuspected, or undisclosed claim, that Buyer or any of Buyer’s Affiliates may have had in the past, may now have, or may have in the future against any of the Seller Releasees arising out of or related to events, facts, conditions or circumstances existing or arising on or prior to the Closing Date other than any claim arising under this Agreement or the Related Agreements.

Buyer Released Claims means any and all claims that the Buyer Indemnified Parties now have, have ever had or may hereafter have, against the Seller Indemnified Parties for Losses with respect to or arising out of (1) the Facility or any related assets with respect thereto, or (2) the terms of the PSA or otherwise in connection with the transactions contemplated by the PSA, including any claims for indemnity or breach of representations, warranties or covenants; provided, however, that the term “Buyer Released Claims” shall not include (i) any claims pursuant to (A) Article IX of the PSA in respect of the representations and warranties made by Sellers pursuant to Sections 3.1, 3.2, 3.6 and 4.3 of the PSA, (B) Article VII of the PSA and (C) Sections 6.3(c) and (e), 6.9, 6.11 and 6.16 of the PSA (or any claims pursuant to Article IX of the PSA in respect thereof) , or (ii) any claims pursuant to the Sponsor Guaranties.

Buyer Released Claims means each and all past, present, and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions, and causes of action of every kind and nature, including: (i) any unknown, unsuspected, or undisclosed claim; (ii) any claim or right that may be asserted or exercised by Buyer or Sangoma (and after the Closing, any Company Member); and (iii) any claim, right, or cause of action based upon any breach of any express, implied, oral, or written contract or agreement, in each case that Buyer, Sangoma or any of Buyer’s or Sangoma’s respective Related Parties (including after the Closing, any Company Member) may have had in the past, may now have, or may have in the future against any of the Buyer Releasees that has arisen or arises, directly or indirectly, out of, or relates, directly or indirectly, to, any circumstance, agreement, activity, action, omission, event, or matter occurring or existing at or prior to the Closing; provided, however, that “Buyer Released Claims” shall exclude any dispute, claim, controversy, demand, right, obligation, liability, action or cause of action that Buyer or Sangoma may have against any of the Buyer Releasees that arises under this Agreement or any Ancillary Agreement.

Buyer Released Claims is defined in Section 8.4.2.

Buyer Released Claims has the meaning set forth in Section 6.11(b). “Buyer Released Parties” has the meaning set forth in Section 6.11(b). “Buyer’s 401(k) Plan” has the meaning set forth in Section 5.3(h). “Buyer’s FSA” has the meaning set forth in Section 5.3(i).