Indemnity Holdback Amount definition

Indemnity Holdback Amount shall have the meaning set forth in the Representation, Warranty and Indemnity Agreement.
Indemnity Holdback Amount has the meaning set forth in Section 2.5(b).
Indemnity Holdback Amount means the number of shares (rounded down to the nearest whole share) of Buyer Common Stock equal to thirty percent (30%) of the Aggregate Stock Consideration Amount.

Examples of Indemnity Holdback Amount in a sentence

  • To the extent any Damages are satisfied from the Indemnity Holdback Amount or through the surrender of Acquisition Shares, the number of Acquisition Shares to be surrendered shall be determined based on the amount of Damages subject to indemnification, divided by the thirty-day trailing volume-weighted closing price of the Common Stock measured from the date of the Indemnified Party’s delivery of notice to the Indemnifying Party regarding the matter subject to indemnification.

  • Subject to the limitations set forth above, the Company Indemnified Parties may recover Damages either (A) from the Indemnity Holdback Amount or (B) after the Indemnity Holdback Amount is exhausted or fully reserved for disputed claims, for any Damages other than Damages arising from Section 9.2(a)(ii) or Section 9.2(a)(iv) (solely with respect to CCCI Indemnified Taxes), directly from the Contributors.

  • Except for Damages under Section 9.2(a)(i), Section 9.2(a)(iii) and Section 9.2(a)(iv) (solely with respect to a Converting Holder’s Converting Holder Indemnified Taxes) or resulting from Fraud or intentional misconduct by a Converting Holder, Damages payable from the Indemnity Holdback Amount or otherwise from the Total Interest Consideration will be satisfied on the basis of each Converting Holder’s pro rata portion of the Total Interest Consideration.

  • Except for Damages under Section 9.2(a)(i), Section 9.2(a)(iii) and Section 9.2(a)(iv) (solely with respect to a Contributor Indemnified Taxes) or resulting from Fraud or intentional misconduct by a Contributor, Damages payable from the Indemnity Holdback Amount or otherwise from the Final Adjusted Purchase Price will be satisfied on the basis of each Contributor’s Pro Rata Portion.

  • Except for Damages under Section 8.2(a)(i) or resulting from Fraud or intentional misconduct by a Converting Holder, Damages payable from the Indemnity Holdback Amount or otherwise from the Total Share Consideration will be satisfied on the basis of each Converting Holder’s pro rata portion of the Indemnity Holdback amount.


More Definitions of Indemnity Holdback Amount

Indemnity Holdback Amount means [***].
Indemnity Holdback Amount has the meaning assigned to it in Section 1.3(a)(i).
Indemnity Holdback Amount means the Initial Indemnity Holdback Amount, as the same may be reduced from time to time pursuant to this Agreement.
Indemnity Holdback Amount means Four Million Dollars ($4,000,000).
Indemnity Holdback Amount means Two Hundred Thousand Dollars ($200,000.00).
Indemnity Holdback Amount shall have the meaning indicated in Section 11(a).
Indemnity Holdback Amount means $33,500,000.