Indemnity Cap Amount definition

Indemnity Cap Amount means $660,000,000.

Indemnity Cap Amount means $500,000.

Indemnity Cap Amount means (i) the sum of the Purchase Price and the Assumed Liabilities with respect to Section 13.1(f), the representations and warranties set forth in Sections 6.1, 6.4, 6.9(b), 6.1(A)(b) and 6.1(A)(e), and any other representations and warranties of Seller as to title to any of the Purchased Assets or as to any Liens or Permitted Liens relating thereto, and (ii) $1,500,000 with respect to all other representations and warranties of Seller or the Shareholders.

Examples of Indemnity Cap Amount in a sentence

• Subject to the exceptions set forth in subsection (c)(ii) of this Section 6.4, Buyer’s obligation to indemnify Seller Indemnified Parties in respect of Seller Indemnifiable Losses described in or arising under Section 6.3(b) shall be limited, in the aggregate, to an amount equal to the Representation and Warranty Indemnity Cap Amount.

• Buyer’s and Newco’s obligation to indemnify Seller Indemnified Parties in respect of Seller Indemnifiable Losses described in or arising under Section 8.03(b) shall be limited, in the aggregate, to an amount equal to the Indemnity Cap Amount.

• Os instrumentos apresentam níveis similares de concordância (84,5% a 98,3%) e associação significativa (p<0,05) nas atividades de vida diária avaliadas.

• Except as otherwise provided herein, the aggregate liability of Seller, CVF and Heptagon for indemnification with respect to Section 13.1(f) or any breach of a representation or warranty shall not exceed the Indemnity Cap Amount and the individual liability of each Shareholder for such indemnification shall not exceed an amount equal to the Indemnity Cap Amount multiplied by the Indemnity Percentage set forth in Annex I for each Shareholder.

• In addition, notwithstanding anything in this Section 6 to the contrary, the obligation of Seller and the Shareholders to indemnify Buyer Indemnified Parties in respect of any Buyer Indemnifiable Losses under this Section 6 that are not subject to the Representation and Warranty Indemnity Cap Amount shall be limited, in the aggregate, to an amount equal to Three Million Four Hundred and Forty Thousand dollars ($3,440,000.00) (the “Total Indemnity Cap Amount”).

More Definitions of Indemnity Cap Amount

Indemnity Cap Amount has the meaning set forth in Section 5.6(a)(ii).

Indemnity Cap Amount has the meaning set forth in Section 11.2(b) hereof.

Indemnity Cap Amount means $42,000,000.

Indemnity Cap Amount means $[***].

Indemnity Cap Amount means $[***]. “Indemnity Claim” is defined in Section 6.1(d). “Initial Release Date” is defined in Section 6.3.

Indemnity Cap Amount means, without duplication, with respect to any Alabama Partner, an aggregate amount equal to (a) the Alabama Partner Total Cash Amount with respect to such Alabama Partner, plus (b) the Alabama Partner Closing Common Unit Amount with respect to such Alabama Partner, plus (c) solely to the extent the Earnout Amount has been paid pursuant to Section 2.7(g), the aggregate amount actually received in respect of the Earnout Amount by such Alabama Partner (or, as applicable, the Applicable API Entity with respect to such Alabama Partner). For purposes of this definition, any Closing Units shall be valued at the Reference Price and any Common Units issued pursuant to Section 2.7 shall be valued at the Earnout Unit Price. For the avoidance of doubt, the Alabama Closing Common Unit Amount and/or the Earnout Amount, in each case with respect to any Alabama Partner shall be adjusted to reflect the pro rata accretion in respect of any Alabama Partner’s forfeiture of any interest in such Applicable API Entity prior to the date of determination.

Indemnity Cap Amount has the meaning set forth in Schedule I.