Exculpation Provisions definition

Exculpation Provisions is defined in Section 309(b).
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Examples of Exculpation Provisions in a sentence

  • The Exculpation Provisions of this Lease may not be interpreted or construed as an attempt by County to be relieved of liability arising out of a non-delegable duty on the part of County.

  • Section 7.04 Inclusion of Accepting Trusts and Trustees in Plan Release and Exculpation Provisions.

  • The provisions of this Section 12.3 shall survive the expiration or earlier termination of this Lease until all Claims within the scope of the Exculpation Provisions are fully, finally, and absolutely barred by the applicable statutes of limitations.

  • Xxxxxx acknowledges that the Exculpation Provisions of this Lease were negotiated with County, that the consideration for the Exculpation Provisions is fair and adequate, and that Xxxxxx had a fair opportunity to negotiate, accept, reject, modify, or alter the Exculpation Provisions of this Lease.

  • The Plan’s Exculpation Provisions are Permissible and Should be Confirmed At the outset, it is important to underscore the difference between the consensual third- party releases provided for under the Plan and the Plan’s exculpation provisions.

  • Moreover, the scope of the Exculpation Provisions are appropriately limited to actions taken or failed to be taken in connection with the Chapter 11 Cases and the negotiation of the Plan.

  • Thus, the Exculpation Provisions are narrowly tailored to meet the needs of the Estates: it is limited to those parties who served a valuable and necessary role in the chapter 11 cases, does not release prepetition Claims, and excludes acts of actual fraud, willful misconduct, and gross negligence.

  • The Exculpation Provisions are also more limited than a release because it only relates to acts or omissions taken in connection with the bankruptcy itself and it contains a carveout for acts of actual fraud, willful misconduct, and gross negligence.

  • Importantly, there are no objections to confirmation regarding the Exculpation Provisions.

  • The Plan’s Releases and Exculpation Provisions Are Appropriate and Are Approved 84.

Related to Exculpation Provisions

  • Indemnification Provisions means each of the Debtors’ indemnification provisions currently in place whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents of the Debtors and such current and former directors’, officers’, and managers’ respective Affiliates.

  • Exculpation means the exculpation provision set forth in Article X.D hereof.

  • Subordination Provisions has the meaning specified in Section 8.01(l).

  • Indemnification Agreements shall have the meaning set forth in Section 6.01(a).

  • Limitation of Liability PrimePay has negotiated preferred terms and conditions with FD as a service to PrimePay Clients. Client understands that FD, and not PrimePay, will be performing those services and that Client will enter its own service agreement(s) with FD for such services under terms and conditions specified by FD and agreed to by Client. Accordingly, Client acknowledges that FD shall be the provider of Payment Processing Services hereunder and that PrimePay shall have no liability whatsoever for or related to the performance of those services, including any and all damages, costs and related expenses (including attorney fees).

  • Arrangement Provisions means Part 9, Division 5 of the BCBCA;

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • statutory provision means a provision of an Act or of an instrument made under an Act.

  • Indemnification Agreement shall have the meaning set forth in Article XVII.

  • REIT Provisions of the Code means Sections 856 through 860 of the Code and any successor or other provisions of the Code relating to real estate investment trusts (including provisions as to the attribution of ownership of beneficial interests therein) and the regulations promulgated thereunder.

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, sponsors, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, letters, the Debtors’ respective memoranda, articles or certificates of incorporation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date.

  • former provisions means the provisions of the Petroleum Act 1936 which, by force of section 134 of the Petroleum Act are deemed to subsist and enure in their application to or in relation to the Xxxxxx Island Lease;

  • Exceptions and Limitations means fair use, fair dealing, and/or any other exception or limitation to Copyright and Similar Rights that applies to Your use of the Licensed Material.

  • Confidentiality Agreements shall have the meaning set forth in Section 6.7 hereof.

  • Standard Provisions mean these Standard Provisions that form a part of the Certificate of Designations relating to the Designated Preferred Stock.

  • Communications Provisions means the Communications Provisions in [Part 10, Chapter 4] of the General Regulations.

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Indemnification Event means any event, action, proceeding or claim for which a Person is entitled to indemnification under this Agreement.

  • General Provisions means those portions of the Subscription Agreement headed “General Provisions” and contained on pages 7 to 12;

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Indemnification Claim has the meaning set forth in Section 8.4(a).

  • Indemnity Agreement means that certain Indemnity Agreement dated as of the Closing Date by Borrower and Indemnitor in favor of Lender.

  • Surviving Provisions has the meaning specified in Section 10.02.

  • Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.

  • Exculpated Parties shall have the meaning set forth in Section 13.1 hereof.