Individual Cap definition

Individual Cap means the maximum allowable total cost of the individual’s service plan;

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Individual Cap means, with respect to any Seller, an amount equal to the product of such Seller’s Ownership Percentage multiplied by the Indemnification Cap.

Individual Cap means, with respect to any Management Stockholder or Management Stockholder Group, (i) the “Individual Cap” as defined in the Company Award entered into by the Management Stockholder (or the Applicable Employee of such Management Stockholder or Management Stockholder Group), or (ii) in the event that “Individual Cap” is not defined in such Company Award, (A) $2,000,000 or (B) beginning in the immediately succeeding fiscal year after the time MD and his Permitted Transferees have become a 90% Owner, $3,000,000.

Examples of Individual Cap in a sentence

This Limited Guaranty may be enforced only for the payment of money in satisfaction of the Obligations of each Guarantor up to such Guarantor’s Individual Cap.
The parties agree that this Limited Guaranty may not be enforced against any Guarantor without giving effect to such Guarantor’s Per Claim Cap and Individual Cap (and to the provisions of Sections 8 and 9 hereof).
In the event that any payment to the Guaranteed Party in respect of the Obligations is rescinded or must otherwise be returned for any reason whatsoever, each Guarantor shall remain liable hereunder with respect to its Individual Guaranteed Percentage of the Aggregate Guaranteed Percentage of the Obligations (subject to the Aggregate Cap and the Individual Cap to the extent applicable) as if such payment had not been made by such Guarantor.
This Limited Guaranty may not be revoked or terminated and shall remain in full force and effect and shall be binding on each Guarantor, its successors and permitted assigns until the payment and satisfaction in full of the Obligations of such Guarantor (up to such Guarantor’s Per Claim Cap and Individual Cap).
Notwithstanding anything herein to the contrary, the liability of each Guarantor shall be several (and not joint or joint and several) based upon such Guarantor’s Maximum Guarantor Percentage, and no Guarantor shall be liable for any amounts hereunder in excess of such Guarantor’s Per Claim Cap or Individual Cap, as applicable.
The aggregate amount of all Losses for which each Contributor shall be liable pursuant to Section 7.2(b)(1) shall not exceed a maximum, aggregate amount of seven and a half percent (7.5%) of the aggregate value of such Contributor's pro rata portion of the Consideration (the "Individual Cap").
Such obligation to indemnify the Buyer shall be satisfied first from the Escrow Shares as provided in Section 15.4(c), with the remainder, if any, to be borne by the Stockholders on a pro-rata basis and allocated among the Stockholders based upon the ratio of (A) the number of Consideration Shares received by each such Stockholder at the Closing, to (B) the total number of Consideration Shares issued to all of the Stockholders at the Closing (the "Individual Cap").
Except with respect to indemnity claims against a Stockholder that are expressly made subject to the Individual Cap Amount, unless otherwise requested by Stockholders, indemnity claims, if any, against the Company or the Stockholders shall be solely satisfied against amounts held in the Escrow Account.
Such expenses shall not be considered in determining whether the Cap or any Individual Cap has been attained.
The indemnification under this Section 11.1 shall not be subject to the Basket, the Cap or any Individual Cap.

More Definitions of Individual Cap

Individual Cap means, with respect to each Effective Time Holder, the pre-Tax Merger Consideration received by each Effective Time Holder in connection with the Merger.

Individual Cap means, with respect to any Management Stockholder or Management Stockholder Group, either (i) the “Individual Cap” as defined in an award agreement for a Company Award (whether or not then-outstanding) that was entered into with such Management Stockholder (or the Applicable Employee of such Management Stockholder or Management Stockholder Group) prior to July 1, 2018, or (ii) in the event that no such Company Award exists or has existed or “Individual Cap” is not defined in such Company Award, (A) $2,000,000 or (B) beginning in the immediately succeeding fiscal year after the time MD and his Permitted Transferees have become a 90% Owner, $3,000,000. Thus and for the avoidance of doubt, for purposes of this Agreement, if the Individual Cap definition is specified in a Company Award granted to the Applicable Employee of the Management Stockholder prior to July 1, 2018, then the Individual Cap definition in clause (i) of the immediately preceding sentence shall apply and the Individual Cap definition in clause (ii) of the immediately preceding sentence shall not apply. No Company Award granted to the Applicable Employee of a Management Stockholder after July 1, 2018, shall be conditioned upon (nor implement in any way) the retroactive application of an Individual Cap to any Company Awards granted to the Applicable Employee prior to July 1, 2018 (or Shares issued or issuable thereunder, regardless of the date of issuance), or any other Shares issued to the Management Stockholder prior to July 1, 2018.

Individual Cap means the total cost of the individual’s service plan;

Individual Cap means, with respect to a Seller, an amount equal to the Cap multiplied by the Ownership Percentage of such Seller.

Individual Cap has the meaning specified in Section 7.6(3).

Individual Cap shall have the meaning set forth in Section 3.01(g).