Derivative Claims definition

Derivative Claims include, but are not limited to, damages for care, emotional injury or mental anguish, wrongful death, or loss of: 1. Service; 2. Consortium; 3. Society; or 4. Companionship; resulting from the bodily injury of another or from witnessing the bodily injury of another.

Derivative Claims means the claims asserted in or encompassed by the Derivative Actions.

Derivative Claims means loss of society, loss of companionship, loss of services, and loss of consortium.

Examples of Derivative Claims in a sentence

• Moving beyond their standard of review argument, the plaintiffs say that the Merger price is materially suspect because of the Board’s failure to value the Derivative Claims.

• No rational inference emerges from the record that the Board or its advisors viewed the Derivative Claims as being valuable or something a rational acquiror would pay for, except in the sense of having some value in potentially reducing the Disaster Fall-Out that any acquiror of Massey would assume.

• Thus, although it would have been better for the Board to have received clearer advice from a more independent source, the Board’s ultimate decision about whether to sign the Merger Agreement does not seem to have been influenced in any material manner by a desire to limit the Board’s exposure to the Derivative Claims.

• In reaching my conclusions about the effect of the Derivative Claims on the board’s deliberative process, I have carefully considered the plaintiffs’ argument that a January 2011 draft of the Merger Agreement, written by Cravath, supports the inference that the Board sought to sell the company to avoid personal liability for the Derivative Claims.

• The parties further agree that, as a material part of and material inducement for the transactions contemplated by this Agreement, they will not assert any Derivative Claims in any dispute, claim or controversy relating to or arising out of this Agreement.

More Definitions of Derivative Claims

Derivative Claims means Claims that arise from, result from, in any way relate to or are in connection with the claimant’s relationship with a Settlement Class Member, including a deceased Settlement Class Member, including any Claims arising from, resulting from, in any way relating to or in connection with loss of support, services, consortium, companionship, society, or affection, or damage to familial relations (including disease, mental or physical pain or suffering, emotional or mental harm, or anguish or loss of enjoyment of life).

Derivative Claims means Claims against 3M or any other Released Party arising from or in connection with a Derivative Claimant’s personal relationship with me as it relates to the Released Claims, and/or otherwise by, through or under, or otherwise in relation to, me.

Derivative Claims means the claims asserted or encompassed in the Derivative Actions.

Derivative Claims means any and all claims of the Debtors against any of their respective officers, directors, representatives, agents or employees based upon a breach or alleged breach by such Person of any duties owed to the Debtors.

Derivative Claims shall have the meaning set forth in Section 3.1(b);

Derivative Claims means the claims asserted or encompassed within the Pending and Threatened Litigation.

Derivative Claims means and refers to any claim, action, or cause of action which is derivative, i.e., in the right of the corporation or limited liability company, and seeks to redress an alleged injury to the corporation or limited liability company, or to the whole body of its stock, member interests and/or property without any severance or distribution among individual holders, as may be pursued against QHL, its managers, officers and directors, or other third parties, for claims arising out of or related to the management and operation of QHL, the Funds or Cal TD including but not limited to claims for: (aa) for an injury to corporate or limited liability company property or funds, including diversion or dissipation of corporate or limited liability company assets, waste of corporate or limited liability company assets, or removal of corporate or limited liability company property from the corporation or limited liability company, to the extent such claims are not prosecuted by the Funds; (bb) for officer, manager and/or directorial mismanagement and/or breach of fiduciary duty and/or self- dealing; (cc) based on unlawful acts relating to the capital stock or member interests as an entirety or any particular class of stock or member interests; (dd) against a creditor for failure to fund a corporation or limited liability company as promised; and (ee) for misrepresentation based upon an agreement between two corporations or limited liability companies.‌