Liability Basket definition

Liability Basket has the meaning set forth in Section 9.2(b).
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Liability Basket shall have the meaning set forth in Section 15.13 hereof.
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Liability Basket shall have the meaning assigned thereto on Schedule E.
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Examples of Liability Basket in a sentence

  • This is outlined in the table below: £000College Group – Surplus before exceptional items1,413 The College also made a surplus of £3.027m on the sale of the land at New Bedford Road Campus.

  • Such attorneys’ fees and costs shall not be subject to the Liability Basket.

  • The Buyer Liability Basket shall not apply to any indemnification claim made by any of the Buyer Indemnitees with respect to the Lucent Claims.

  • The Buyer Liability Basket and the Buyer Liability Cap set forth in this Section 13.03(a) shall not apply in the event of fraud, in which case the Buyer Indemnitees shall be entitled to indemnification on a dollar for dollar basis for the full amount of the Loss.

  • In case the aggregate amount of liability exceeds the Liability Basket, PBD shall be liable for the full amount (including the Liability Basket).

  • Apply the Basket Deductible factors from TCP Table 4.C. Deductible Factors for Auto Liability Basket BI and PD with Physical Damage.

  • The Liability Basket and the Liability Cap shall not apply to liability arising from incomplete or incorrect representations and warranties stated by PBD fraudulently, willfully or grossly negligently.

  • She underlines the need to expand lifelong learning opportunities with a special focus on enhancing the participation of older women.

  • Notwithstanding anything in this Article VII to the contrary, any claim on the Escrow Fund to which Parent shall become entitled as a result of a breach or inaccuracy of Sections 3.1, 3.2, 3.4, 3.10(f), 3.11 and 3.18 shall be available without regard to the Liability Basket.

  • Notwithstanding the foregoing, any Claims pursuant to Section 3.1, Section 3.2, Section 3.4, Section 3.5, Section 3.6, Section 3.7 and Section 3.12, shall have no Liability Basket threshold and shall give rise to a right of indemnity commencing with the "first Dollar" of Claims.


More Definitions of Liability Basket

Liability Basket has the meaning set forth in Section 6.5(a).
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Liability Basket shall have the meaning assigned thereto in Section 11.5(a).
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Liability Basket shall have the meaning assigned to such term in Section 7.4.
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Related to Liability Basket

  • Liability Cap has the meaning ascribed to it in paragraph 1 of Schedule 9;

  • Available Basket Amount means, at any date of determination, an amount (which shall not be less than $0) determined on a cumulative basis equal to the difference between: (a) the sum (without duplication) of: (i) $35,000,000, plus (ii) Cumulative Consolidated Net Income (which shall not be less than zero), plus (iii) the aggregate amount of dividends and distributions received by Borrower or its Restricted Subsidiaries in the form of Cash or Cash Equivalents on or prior to such date from Investments acquired or made utilizing the Available Basket Amount, plus (iv) in the case of the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary after the Second Amendment Effective Date, the fair market value of the Investment in such Unrestricted Subsidiary at the time of the redesignation of such Unrestricted Subsidiary as a Restricted Subsidiary (which shall not exceed the original amount of such Investment), plus (v) the Net Cash Proceeds received from any issuance or sale of its Equity Interests occurring after the Closing Date (other than issuances of Disqualified Stock and issuances or sales pursuant to an employee stock ownership plan or other employee benefit plan and excluding Net Cash Proceeds of any issuance or sale of Equity Interests for a specifically identified purpose that were expended for such specifically identified purpose without a corresponding reduction of the Available Basket Amount), plus (vi) the after-tax amount (after taking into account any available tax credit or deductions and any tax sharing arrangements) of all Distributions received in Cash by the Loan Parties after the Closing Date that are attributable to their Equity Interests in any Joint Venture or any Subsidiary that is not a Subsidiary Guarantor, plus (vii) all Net Cash Sales Proceeds received from Dispositions permitted by this Agreement, minus (b) the aggregate amount of all Investments, Capital Expenditures, Distributions and payments in respect of Subordinated Obligations, in each case to the extent made after the Closing Date with amounts available under the Available Basket Amount.

  • Liability Claim has the meaning set forth in Section 7.2(a).

  • Related Liability Amount with respect to any Related Liability on the books of the Assuming Institution, means the amount of such Related Liability as stated on the Accounting Records of the Assuming Institution (as maintained in accordance with generally accepted accounting principles) as of the date as of which the Related Liability Amount is being determined. With respect to a liability that relates to more than one asset, the amount of such Related Liability shall be allocated among such assets for the purpose of determining the Related Liability Amount with respect to any one of such assets. Such allocation shall be made by specific allocation, where determinable, and otherwise shall be pro rata based upon the dollar amount of such assets stated on the Accounting Records of the entity that owns such asset.

  • Basket has the meaning set forth in Section 8.04(a).

  • Warranty Claim means a claim for breach of any of the Warranties.

  • Product Liability Claim means a Claim of a Third Party (other than a Claim arising out of use of the Product in a clinical trial) that (i) arises as a result of the use of the Product during the Term that results in personal injury or death or (ii) is in anticipation of or intended to prevent or forestall personal injury or death as a result of the use of the Product during the Term.

  • Maximum Liability has the meaning assigned to such term in Section 10.10.

  • BRRD Liability means a liability in respect of which the relevant Write Down and Conversion Powers in the applicable Bail-in Legislation may be exercised.

  • Lender’s Environmental Liability means any and all losses, liabilities, obligations, penalties, claims, litigation, demands, defenses, costs, judgments, suits, proceedings, damages (including consequential damages), disbursements or expenses of any kind or nature whatsoever (including reasonable attorneys’ fees at trial and appellate levels and experts’ fees and disbursements and expenses incurred in investigating, defending against or prosecuting any litigation, claim or proceeding) which may at any time be imposed upon, incurred by or asserted or awarded against the Administrative Agent, any Lender or any Issuer or any of such Person’s Affiliates, shareholders, directors, officers, employees, and agents in connection with or arising from:

  • Defects Liability Expiry Certificate means the certificate to be issued by the Client to the Contractor, in accordance with the Contract.

  • Defect Liability Period in relation to a work means the specified period from the date of COMPLETION CERTIFICATE upto the date of issue of FINAL CERTIFICATE during which the CONTRACTOR stands responsible for rectifying all defects that may appear in the works executed by the CONTRACTOR in pursuance of the CONTRACT and includes warranties against Manufacturing/Fabrication/ Erection/Construction defects covering all materials plants, equipment, components, and the like supplied by the CONTRACTOR, works executed against workmanship defects.

  • Liability means the obligation to pay a judgment, settlement, penalty, fine (including an excise tax assessed with respect to an employee benefit plan), or reasonable expenses incurred with respect to a proceeding.

  • Letter of Credit Indemnified Costs has the meaning specified therefor in Section 2.11(f) of the Agreement.

  • Gross Liability Value means, with respect to any Liability of the Partnership described in Treasury Regulation Section 1.752-7(b)(3)(i), the amount of cash that a willing assignor would pay to a willing assignee to assume such Liability in an arm’s-length transaction.

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

  • Legal Liability means responsibility which courts recognize and enforce between persons who sue one another.

  • Limit of Liability means, with respect to any Insuring Agreement, the limit of liability of the Underwriter for any Single Loss covered by such Insuring Agreement as set forth under the heading “Limit of Liability” in Item 3 of the Declarations or in any Rider for such Insuring Agreement.

  • Loss in Excess of Policy Limits shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

  • Products Liability means:Your legal liability in respect of Personal Injury and/or Property Damage caused by or arising out of any Products or the reliance upon a representation or warranty made at any time with respect to such products; but only where such Personal Injury and/or Property Damage occurs away from premises owned or leased by or rented to You and after physical possession of such products has been relinquished to others.

  • emission limit value means the mass, expressed in terms of certain specific parameters, concentration and/or level of an emission, which may not be exceeded during one or more periods of time;

  • Defects Liability Period means the warranty period following the taking over, during which the Contractor is responsible for making good, defects and damage in Goods and Services provided, under the Contract.

  • Defects Liability Period (Warranty Period) means the period stated in the Schedule A Special Stipulations, following the taking over, during which the Contractor is responsible for making good defects and damage in accordance with Clause 15.

  • Excluded Environmental Liabilities means any and all Environmental Liabilities whether arising before, at or after the Effective Time, to the extent relating to, resulting from, or arising out of the past, present or future operation, conduct or actions of Xxxxxxx Retained Business.

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Maximum Potential Additional Dividend Liability, as of any Valuation Date, means the aggregate amount of Additional Dividends that would be due if the Corporation were to make Retroactive Taxable Allocations, with respect to any fiscal year, estimated based upon dividends paid and the amount of undistributed realized net capital gains and other taxable income earned by the Corporation, as of the end of the calendar month immediately preceding such Valuation Date and assuming such Additional Dividends are fully taxable.