Indemnity Maximum Amount definition

Indemnity Maximum Amount means, with respect to any Indemnified Party and all other Company Group Indemnified Members associated with such Indemnified Party, an amount equal to 20% of, without duplication, (i) all capital contributions made, deemed to be made or required to be made by the Investor associated with such Indemnified Party pursuant to the Master Holdco LLC Agreement and the Equity Funding Agreement, reduced by, (ii) if such Investor is Sponsor Investor, any distribution made to Sponsor Investor pursuant to Section 3.2(j) of the Master Holdco LLC Agreement (relating to True-Up Amounts as defined therein).
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Examples of Indemnity Maximum Amount in a sentence

  • No Indemnitor shall be subject to any indemnity claim under Section 6.1(i) above with respect to the inaccuracy of any representation or warranty to the extent that the amount of such claim, taken together with all other claims made in good faith against such Indemnitor by an Indemnified Party and all other Company Group Indemnified Members associated with such Indemnified Party, exceed an amount equal to the Indemnity Maximum Amount for such Indemnified Party.

  • Notwithstanding the foregoing, an Indemnified Party may make an indemnity claim solely with respect to the inaccuracy of any Fundamental Representation or any representation relating to Tax matters or the Cash Grant irrespective of whether the claim or claims are less than, equal to or greater than the respective Indemnity Maximum Amount.

Related to Indemnity Maximum Amount

  • Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.

  • Adjusted Maximum Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty or a Related Guaranty, in each case determined in accordance with the provisions hereof and thereof; provided that, solely for purposes of calculating the “Adjusted Maximum Amount” with respect to any Contributing Guarantor for purposes of this paragraph 2, the assets or liabilities arising by virtue of any rights to or obligations of contribution hereunder or under any similar provision contained in a Related Guaranty shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty and the Related Guaranties (including, without limitation, in respect of this paragraph 2 or any similar provision contained in a Related Guaranty). The amounts payable as contributions hereunder and under similar provisions in the Related Guaranties shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this paragraph 2 or any similar provision contained in a Related Guaranty shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder or under a Related Guaranty. Each Contributing Guarantor under a Related Guaranty is a third party beneficiary to the contribution agreement set forth in this paragraph 2.

  • Maximum Amount means the Maximum Amount as specified in § 1 of the Product and Underlying Data.

  • Indemnity Threshold has the meaning set forth in Section 9.3.

  • Maximum Facility Amount means the aggregate Commitments as then in effect, which amount shall not exceed $200,000,000; provided that at all times after the Reinvestment Period, the Maximum Facility Amount shall mean the aggregate Advances Outstanding at such time.

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

  • Aggregate Maximum Credit Amounts at any time shall equal the sum of the Maximum Credit Amounts, as the same may be reduced or terminated pursuant to Section 2.06.

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

  • Cap Amount shall have the meaning set forth in Section 2.3.10.

  • Indemnification Threshold has the meaning set forth in Section 11.5.

  • Letter of Credit Maximum Amount means $5,000,000; provided that, on and after the Maturity Date, the Letter of Credit Maximum Amount shall be zero.

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Maximum Loan Amount has the meaning set forth in Section 2.1(a).

  • Minimum Amount means the Minimum Amount as specified in § 1 of the Product and Underlying Data.

  • Maximum Advance Amount shall be Two Hundred Fifty Thousand Dollars ($250,000) per Advance Notice.

  • Maximum Swingline Amount means $5,000,000.

  • Advance Amount means with respect to Class A Advances, the Class A Advance Amount and, with respect to Class B Advances, the Class B Advance Amount.

  • Draw Down Amount means the actual amount of proceeds to be paid by the Purchaser in connection with a Draw Down.

  • Maximum Undrawn Amount means with respect to any outstanding Letter of Credit, the amount of such Letter of Credit that is or may become available to be drawn, including all automatic increases provided for in such Letter of Credit, whether or not any such automatic increase has become effective.

  • Premium Amount The amount of premium due to the Note Insurer in accordance with the terms of the Insurance Agreement.

  • Reduction Amount has the meaning set forth in Section 2.05(b)(viii).

  • Facility Amount means (a) prior to the end of the Revolving Period, $250,000,000, unless this amount is permanently reduced pursuant to Section 2.5 or increased pursuant to Section 2.8, in which event it means such lower or higher amount and (b) from and after the end of the Revolving Period, the Advances Outstanding.

  • Aggregate Cap has the meaning set forth in Section 20.1A.

  • Maximum Contribution Amount shall equal the excess of (i) the aggregate proceeds received by such Holder pursuant to the sale of such Registrable Notes or Exchange Notes over (ii) the aggregate amount of damages that such Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation. The Holders’ obligations to contribute pursuant to this Section 8(d) are several in proportion to the respective principal amount of the Registrable Securities held by each Holder hereunder and not joint. The Company’s and Subsidiary Guarantors’ obligations to contribute pursuant to this Section 8(d) are joint and several. The indemnity and contribution agreements contained in this Section 8 are in addition to any liability that the Indemnifying Parties may have to the Indemnified Parties.

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Claim Amount means the amount calculated in accordance with Section 6.2 of this Policy.