Company Liability Cap definition

Company Liability Cap means an amount equal to NIS 26,000,000.
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Company Liability Cap means an amount equal to NIS 26,000,000. “Company Owned Securities” means as defined in Section 3.1(c)(ii). “Company Purchase Price” means as defined in the Recitals.
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Company Liability Cap shall have the meaning set forth in Section 9.12(a).
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Examples of Company Liability Cap in a sentence

  • The Company Liability Cap shall be inclusive of the Expense Amount, the Termination Fee and any other monetary damages that Parent may seek to obtain from the Company under this Agreement.

  • The Company Liability Cap is the total limit of the Company Parties’ aggregate liability for any and all claims or demands by anyone pursuant to this Agreement, including liability to APS, to any other parties hereto, and to any others making claims relating this Agreement.

  • Notwithstanding any other provision of this Agreement, if the payment to Parent of the Expense Amount, the Termination Fee or any judgment for monetary damages would cause the Company Liability Cap to be exceeded, such Expense Amount, Termination Fee or judgment shall be paid only in such portion as would not cause the Company Liability Cap to be exceeded.

  • The Company Liability Cap shall be inclusive of the Transaction Expenses, the Termination Fee and any other monetary damages that Parent may seek be paid by the Company under this Agreement.

  • If Parent terminates this Agreement pursuant to Section 7.1(d) in the case of a willful breach by the Company, then Parent may seek Parent Damages against the Company; provided, that the maximum aggregate liability (inclusive of the Company Termination Fee) of the Company shall not exceed the Company Liability Cap.

  • Any such claimants shall allocate any amounts payable by the Company Parties among themselves as appropriate, but if they cannot agree on the allocation it will not affect the enforceability of the Company Liability Cap.

  • The Company Liability Cap shall be inclusive of the Termination Fee, Parent Expenses and any other monetary damages that Parent or Merger Sub may seek to obtain from the Company under this Agreement.

  • Subject to Section 9.5(b), the aggregate liability of Atlas, B&R, FT Ventures and AE Holdings for Damages under Section 9.2 shall be limited to $9,250,000 (the “Company Liability Cap”), and in no event, shall Atlas, B&R, FT Ventures and AE Holdings be liable under Section 9.2, to the extent that the aggregate indemnification payments for Damages hereunder would exceed the Company Liability Cap.

  • Notwithstanding any other provision of this Agreement, if the payment to Parent of the Termination Fee, the Parent Expenses or any judgment for monetary damages would cause the Company Liability Cap to be exceeded, such Termination Fee, Parent Expenses or judgment shall be paid only in such portion as would not cause the Company Liability Cap to be exceeded.

  • Notwithstanding any other provision of this Agreement, if the payment to Parent of the Transaction Expenses, the Termination Fee or any judgment for monetary damages would cause the Company Liability Cap to be exceeded, such Transaction Expenses, Termination Fee or judgment shall be paid only in such portion as would not cause the Company Liability Cap to be exceeded.


More Definitions of Company Liability Cap

Company Liability Cap means an amount equal to the Purchase Price, as decreased from time to time by an amount equal to the Exhibit A-3 Payments (as defined in the Supply Agreement) made by the Company pursuant to Product Exhibit A-3 of the Supply Agreement."Company Restricted Stock Units" means restricted stock units granted to any Transferred Employee pursuant to any equity plan maintained by the Company and that are held and remain outstanding by any such Transferred Employee as of immediately prior to the Closing."Confidentiality Agreement" means that certain confidentiality agreement, dated as of September 11, 2019, by and between the Company and the Buyer."Contract" means any oral or written agreement, contract, License, lease, indenture, bond, note, loan, purchase order, sales order, franchise, obligation, undertaking or other commitment or arrangement that is binding upon a Person or any of its property under applicable Law, including all amendments and supplements thereto."control" means, as to any Person, the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by Contract or otherwise (and the terms "controlled by" and "under common control with" shall have correlative meanings).3
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Company Liability Cap shall have the meaning given such term in Section 9.5(a).
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Related to Company Liability Cap

  • Liability Cap has the meaning ascribed to it in paragraph 1 of Schedule 9;

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

  • BRRD Liability means a liability in respect of which the relevant Write Down and Conversion Powers in the applicable Bail-in Legislation may be exercised;

  • Maximum Potential Additional Dividend Liability, as of any Valuation Date, means the aggregate amount of Additional Dividends that would be due if the Corporation were to make Retroactive Taxable Allocations, with respect to any fiscal year, estimated based upon dividends paid and the amount of undistributed realized net capital gains and other taxable income earned by the Corporation, as of the end of the calendar month immediately preceding such Valuation Date and assuming such Additional Dividends are fully taxable.

  • Related Liability Amount with respect to any Related Liability on the books of the Assuming Institution, means the amount of such Related Liability as stated on the Accounting Records of the Assuming Institution (as maintained in accordance with generally accepted accounting principles) as of the date as of which the Related Liability Amount is being determined. With respect to a liability that relates to more than one asset, the amount of such Related Liability shall be allocated among such assets for the purpose of determining the Related Liability Amount with respect to any one of such assets. Such allocation shall be made by specific allocation, where determinable, and otherwise shall be pro rata based upon the dollar amount of such assets stated on the Accounting Records of the entity that owns such asset.

  • MREL Eligible Liabilities means “eligible liabilities” (or any equivalent or successor term) which are available to meet any MREL Requirement (however called or defined by then Applicable MREL Regulations) of the Issuer under Applicable MREL Regulations;

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.

  • Gross Liability Value means, with respect to any Liability of the Partnership described in Treasury Regulation Section 1.752-7(b)(3)(i), the amount of cash that a willing assignor would pay to a willing assignee to assume such Liability in an arm’s-length transaction.

  • Eligible Liabilities and “Special Deposits” have the meanings given to them from time to time under or pursuant to the Bank of England Act 1998 or (as may be appropriate) by the Bank of England;

  • Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Retained limit means the greater of:

  • Indemnification Cap shall have the meaning set forth in Section 8.4(b).

  • Indemnity Threshold has the meaning set forth in Section 9.3.

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Excluded Liabilities has the meaning set forth in Section 2.4.

  • Parent Indemnitees has the meaning set forth in Section 8.02.

  • Aggregate Amounts Due as defined in Section 2.17.

  • AND LIABILITY LIMITS State Street shall assume no responsibility for lost interest with respect to the refundable amount of any unauthorized payment order, unless State Street is notified of the unauthorized payment order within thirty (30) days of notification by State Street of the acceptance of such payment order. In no event shall State Street be liable for special, indirect or consequential damages, even if advised of the possibility of such damages and even for failure to execute a payment order.

  • Third Party Liability means both of the following:

  • Common expense liability means the liability for common

  • Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • Indemnification Threshold has the meaning set forth in Section 11.5.

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

  • Controlled Group Liability means any and all liabilities (i) under Title IV of ERISA, (ii) under Section 302 of ERISA, (iii) under Sections 412 and 4971 of the Code, (iv) as a result of a failure to comply with the continuation coverage requirements of Section 601 et seq. of ERISA and Section 4980B of the Code, and (v) under corresponding or similar provisions of foreign laws or regulations.

  • Buyer Losses has the meaning set forth in Section 10.1(a).