Holdback Claim definition

Holdback Claim refers to any Dragon Ball Z Claim and any Financial Claim.
Holdback Claim has the meaning set forth in Section 10.4(a).
Holdback Claim has the meaning set forth in Section 8.08(a).

Examples of Holdback Claim in a sentence

  • The period during which claims for indemnification from the Indemnification Holdback Fund may be initiated shall commence on the Closing Date and terminate at 5:00 p.m., Pacific Time, on December 31, 2014 (the “Indemnification Holdback Claim Period”).

  • Within three business days after the date of expiration of the Indemnification Holdback Claim Period, the Indemnification Holdback Fund, less any amount determined pursuant to the previous sentence, shall be paid by the Purchaser to the Seller.

  • Allegheny may dispute the validity or amount of a Holdback Claim by delivering to Purchaser, within twenty (20) days after delivery to Allegheny of the Holdback Claim Notice, a written notice setting forth its basis for disputing the Holdback Claim, the portion of the Holdback Claim that it disputes, and (if applicable) the portion of the Holdback Claim that it does not dispute.

  • Purchaser shall give notice to Allegheny of any Holdback Claim by delivering a written notice (the “Holdback Claim Notice”) to Allegheny as soon as reasonably practicable after Purchaser has knowledge of the facts underlying the Holdback Claim.

  • JAKKS Pacific shall use good faith efforts to consult with the Agent with respect to the resolution of a Holdback Claim.

  • The Holdback Claim Notice shall set forth a description of the Holdback Claim and the amount due to Purchaser as a result of the Holdback Claim (which may be an estimate if the exact amount has not been determined).

  • No Holdback Claim Notice will be timely made if made greater than 45 days after the New ICPA Effective Date (the “Holdback Expiration Date”).

  • In the event that one or more Holdback Claims remains disputed on and after the Holdback Termination Date, the Purchaser shall retain the disputed amount of the Holdback Claim(s) until the Holdback Claim is either (i) resolved by the Purchaser and the Company, or (ii) there is an order of a court of competent jurisdiction that the amount of the Holdback Claim (and any other amount) shall be paid by the Purchaser to the Company.

  • The Purchaser shall deliver to the Company copies of all material documentation relating to the Holdback Claim, including (as applicable) any pleadings and amended pleadings filed in connection with any such Holdback Claim, and will provide the Company and its counsel with such further information concerning the Holdback Claim as the Company or such counsel may reasonably request.

  • If the Parties cannot resolve the underlying Holdback Claim as stated in the Holdback Claim Notice within three (3) months following the Holdback Period, the Purchaser shall be obliged to pay the Holdback Retainer to the relevant Seller, unless (i) the Purchaser has initiated arbitration proceedings with respect to such Holdback Claim in accordance with Section 18.11 below or (ii) such Holdback Retainer is required to cover any other Holdback Claim.


More Definitions of Holdback Claim

Holdback Claim means any claim by the Purchaser against any of the Vendors for any alleged breach of a representation, warranty, covenant or other obligation under this Agreement including, without limitation, a claim of indemnification as set forth in paragraph 11.2 below;
Holdback Claim. As defined in Section 2.04(a) hereof.
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Holdback Claim has the meaning set forth in Section 2.5(c) of this Agreement.

Related to Holdback Claim

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Indemnity Escrow Amount means $3,000,000.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Indemnity Claim has the meaning set forth in Section 8.3.

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

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.

  • Holdback Shares has the meaning set forth in Section 2.5(b)(v).

  • Claimed Amount means the amount of any Damages incurred or reasonably expected to be incurred by the Indemnified Party.

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • IPR Claim means any claim of infringement or alleged infringement (including the defence of such infringement or alleged infringement) of any IPR, used to provide the Services or as otherwise provided and/or licensed by the Supplier (or to which the Supplier has provided access) to the Authority in the fulfilment of its obligations under this Framework Agreement;

  • Rejection Damages Claim means any Claim on account of the rejection of an Executory Contract or Unexpired Lease pursuant to section 365 of the Bankruptcy Code.

  • Indemnification Claim has the meaning set forth in Section 10.3.

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C of the Plan.

  • Tax Claim has the meaning set forth in Section 6.05.

  • Disputed Claim means any Claim that is not Allowed.

  • Settled claim means the original tort claim resolved by a structured settlement.

  • Indemnified Claim has the meaning set forth in Section 8.2.

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

  • Contested Claim means any Tax, Indebtedness or other claim or liability (i) the validity or amount of which is being diligently contested in good faith, (ii) for which adequate reserve, or other appropriate provision, if any, as required in conformity with GAAP shall have been made, and (iii) with respect to which any right to execute upon or sell any assets of the Company or of any of its Subsidiaries has not matured or has been and continues to be effectively enjoined, superseded or stayed.

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

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.