Company Breaches definition

Company Breaches has the meaning set forth in Section 10.1(a).
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Company Breaches has the meaning set forth in Section 7.1(a).
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Examples of Company Breaches in a sentence

  • The Cap shall not apply to any claims by any Purchaser Indemnified Person based on Company Breaches of Fundamental Representations or willful breaches of covenants, provided that in no event shall Seller be obligated to indemnify the Purchaser Indemnified Persons with respect to Fundamental Representations for Damages in excess of the amount of the Purchase Price actually received by Seller.

  • The Basket and Pre-Basket Amount shall not apply to any claims by any Purchaser Indemnified Person based on Company Breaches of Fundamental Representations or breaches of covenants, and therefore any claims based on Fundamental Representations or breaches of covenants shall be ignored for purposes of determining if the Basket has been exceeded.

  • The aforementioned Terminating Company Breaches have caused undue delay and are not capable of being cured in a manner that would permit the Closing to occur by the End Date and, therefore, no cure period in respect of the Terminating Company Breaches applies.

  • Schedule 2.01(a) States in which the Company is Qualified Schedule 2.01(b) Securities of Other Entities Owned by the Company Schedule 2.03(a) Company Breaches, Defaults, Etc.

  • Three or more Company Breaches in any Contract Year that are not excused by a Borough Breach or Uncontrollable Circumstance, or two or more permit non-compliance events that constitute Significant Non-Compliance events under NJDEP regulations in any Contract Year.

  • No Purchaser Indemnified Party shall be entitled to recover any Losses for Company Breaches unless and until the aggregate Losses for which they would otherwise be entitled to indemnification exceed Two Hundred Fifty Thousand Dollars ($250,000) at which point the Purchaser Indemnified Party shall become entitled to be indemnified, compensated and reimbursed for all such Losses, subject to the terms and conditions set forth herein.

  • The aggregate amount of all Damages for which the Company shall be liable pursuant to Section 12.03 shall not exceed the Cap, except for Company Breaches relating to Sections 3.9 or 3.14.

  • In the event that the Losses resulting from the Company Breaches exceed the Seller Initial Indemnity Cap, following exhaustion of the Seller Initial Indemnity Cap, the Purchaser shall be entitled to recourse against the Company subject to Section 10.3(a) below.

  • For the avoidance of doubt, Damages indemnifiable hereunder shall include lost profits and consequential damages arising out of Company Breaches of Sections 2.1, 2.2, 2.3, 2.4, 2.5(a), 2.5(c), 2.11(j) and 2.12 in all instances and Section 2.5(b) and Section 2.11 (excluding Section 2.11(j)) in connection with claims for equitable relief.

  • Any notice allowed or required by this Lease shall be deemed to have been sufficiently served if the same shall be in writing and placed in the United States mail, via certified mail or registered mail, return receipt requested, with proper postage prepaid or delivered by a nationally recognized overnight courier and addressed to the appropriate party at the address set forth in Section 1(i) hereof.

Related to Company Breaches

  • Terminating Company Breach has the meaning specified in Section 10.01(b).

  • Privacy Breach means any unauthorised or accidental access to or use of, or disclosure, alteration, loss, or destruction of, any Personal Information

  • Serious Breach means any breach defined as a Serious Breach in the Agreement or any breach or breaches which adversely, materially or substantially affect the performance or delivery of the Services or compliance with the terms and conditions of the Agreement or the provision of a safe, healthy and supportive learning environment or a breach of security that adversely affects the Personal Data or privacy of an individual. Failure to comply with Law, or actions or omissions by the Provider that endanger the Health or Safety of Learners, Provider Personnel, and all other persons including members of the public would constitute a Serious Breach;

  • Data Breaches Party shall report to AHS, though its Chief Information Officer (CIO), any impermissible use or disclosure that compromises the security, confidentiality or privacy of any form of protected personal information identified above within 24 hours of the discovery of the breach. Party shall in addition comply with any other data breach notification requirements required under federal or state law.

  • Material Breach means a breach by either Party of any of its obligations under this Agreement which has or is likely to have a Material Adverse Effect on the Project and which such Party shall have failed to cure.