Holder Damages definition

Holder Damages has the meaning specified in Section 10.3(a).
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Examples of Holder Damages in a sentence

  • In such instances, the Holder Damages shall be the Company’s sole and exclusive remedy.

  • The Company shall pay the Holder Damages for each failure to obtain Stockholder Approval and file the Charter Amendment by any Subsequent Stockholder Approval Deadline within seven (7) calendar days of such Subsequent Stockholder Approval Deadline.

  • Accordingly, in the event damages or the Parent Fee are payable pursuant to this Article IX, the Stockholder Representative shall, in its sole and absolute discretion, determine the extent, if any, to which such damages or Parent Fee constitute Holder Damages, and Parent shall pay such Holder Damages to the Termination Date Holders in such accounts designated in writing by the Stockholder Representative.

  • Accordingly, in the event that damages are payable pursuant to this Article X, the Holder Representative shall, in its sole and absolute discretion, determine the extent, if any, to which such damages constitute Holder Damages, and Buyer or the Merger Sub, as applicable, shall pay such Holder Damages to the Holder Representative, for the account of, and as agent to, the Termination Date Holders, to one or more accounts designated in writing by the Holder Representative.

  • Accordingly, in the event a Company Termination Fee is payable pursuant to this Section 8.3, Parent shall in its discretion determine the extent, if any, to which such fee constitutes Holder Damages, and the Company shall pay such Holder Damages for the account of such direct or indirect equity holders of Parent to one or more (but in no event more than five (5)) accounts specified in writing by Parent.

  • Accordingly, in the event damages are payable pursuant to this Article X, the Holder Representative shall, in its sole and absolute discretion, determine the extent, if any, to which such damages constitute Holder Damages, and Buyer or Merger Sub, as applicable, shall pay such Holder Damages to the Holder Representative for the account of, and as agent to, the Termination Date Holders, to one or more accounts designated in writing by the Holder Representative.

  • In such a case, the Holder Representative shall, in its sole and absolute discretion, determine the extent, if any, to which such damages or Termination Fee constitute Holder Damages, and Buyer or the Merger Sub, as applicable, shall pay such Holder Damages to the Holder Representative, for the account of, and as agent to, the Termination Date Holders, to one or more accounts designated in writing by the Holder Representative.

Related to Holder Damages

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Cover Damages means, with respect to any Delivery Failure, an amount equal to (a) the positive net amount, if, any, by which the Replacement Price exceeds the applicable Price that would have been paid pursuant to Section 5.1 hereof, multiplied by the quantity of that Delivery Failure, plus (b) any applicable penalties and other costs assessed by ISO-NE or any other Person against Buyer as a result of Seller’s failure to deliver such Products in accordance with the terms of this Agreement. Buyer shall provide a statement for the applicable period explaining in reasonable detail the calculation of any Cover Damages.

  • Resale Damages means, with respect to any Rejected Purchase, an amount equal to (a) the positive net amount, if any, by which the applicable Price that would have been paid pursuant to Section 5.1 hereof for such Rejected Purchase, had it been accepted, exceeds the Resale Price multiplied by the quantity of that Rejected Purchase, plus (b) any applicable penalties assessed by ISO-NE or any other Person against Seller as a result of Buyer’s failure to accept such Products. Seller shall provide a written statement explaining in reasonable detail the calculation of any Resale Damages.

  • Economic damages means objectively verifiable monetary losses, including medical expenses, loss of earnings, burial costs, loss of use of property, cost of replacement or repair, cost of obtaining substitute domestic services, loss of employment, and loss of business or employment opportunities.

  • Special Damages has the meaning specified in Section 11.21.

  • Indemnified Damages shall have the meaning assigned to such term in Section 6(a).

  • Environmental Damages means all liabilities (including strict liability), losses, damages (excluding consequential, special, exemplary or punitive damages except to the extent such damages were imposed upon an Indemnitee as a result of any claims made against such Indemnitee by a governmental entity or any other third party), judgments, penalties, fines, costs and expenses (including fees, costs and expenses of attorneys, consultants, contractors, experts and laboratories), of any and every kind or character, at law or in equity, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, made, incurred, suffered, brought, or imposed at any time and from time to time, whether before or after the Release Date and arising in whole or in part from:

  • Holder Indemnified Parties has the meaning set forth in Section 7(a).

  • Holder Indemnified Persons means, with respect to each Holder, such Holder and its Affiliates and directors, officers, partners, employees, agents, representatives and control persons, entitled to indemnification by the Fund under Section 7 of this Agreement.

  • Holder Indemnified Party is defined in Section 4.1.

  • Indemnifiable Damages shall have the meaning set forth in Section 9.1 herein.

  • Delay Damages means the damages assessed pursuant to Section 3.2(a) hereof.

  • Noneconomic damages ’ means damages for phys-

  • Compensatory Damages are those amounts awarded to compensate for the actual damages sustained, and are not awarded as a penalty, nor fixed in amount by statute.

  • Actual Damages has the meaning set forth in Section 12.4(C).

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

  • 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 or the repudiation of such contract.

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Buyer Indemnified Persons has the meaning set forth in Section 8.2.

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.

  • Investor Indemnified Party is defined in Section 4.1.

  • Selling Holder Indemnified Persons has the meaning specified therefor in Section 2.09(a) of this Agreement.

  • Loss or Damage means any loss or damage to the Vehicle, including that caused by theft of the Vehicle or by adverse weather events, that requires repair or replacement including the loss of use of the Vehicle (demurrage), legal expenses, assessment fees, towing and recovery costs, storage, service charges and any appraisal fees of the Vehicle;

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.