Liquidated Claims definition

Liquidated Claims. For purposes of this Agreement, "Liquidated Claims" mean debts, obligations or liabilities of any nature that are fixed and ascertainable in amount, of the type that would be required to be disclosed on a balance sheet prepared in accordance with GAAP, but regardless of whether such debt, obligation or liability is immediately due and payable. Any unknown, undisclosed, unasserted, contingent, conditional, vicarious or derivative claims shall not be considered "Liquidated Claims."
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Liquidated Claims means claims of Buyers or Sellers, as the case may be, which are timely made and which are based upon an agreement of the parties that such claims are valid claims or are liquidated as a result of arbitration or court award under this Agreement or the SPA, as the case may be. For this purpose, Liquidated Sellers' Claims shall not include any amounts for the same subject matter as contained in Liquidated Buyers' Claims.
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Examples of Liquidated Claims in a sentence

  • The Lump Sum Payment Date shall be the date that the Company shall have fully paid or caused to be paid or otherwise provided for (in a manner satisfactory to NVIDIA) all Liquidated Claims.

  • Holders of Pre-Petition Liquidated Claims that are secured by letters of credit, appeal bonds, or other security or sureties shall first exhaust their rights against any applicable security or surety before making a claim against the Asbestos Trust.

  • Escrow Agent will deposit into the Escrow Fund out of the Year 2001 Earnout Consideration the amount necessary to cause the balance of the Escrow Fund to equal the aggregate amount of all Disputed Liquidated Claims and all Unliquidated Claims existing on such date.

  • Pre-Petition Liquidated Claims shall be processed and paid in accordance with their order in a separate FIFO queue to be established by the Asbestos Trust based on the date the Asbestos Trust received all required documentation for the particular claim.

  • The total of all Liquidated Claims (as defined below) actually paid by ▇▇▇▇▇▇▇▇ and/or ▇▇▇▇▇▇▇▇ (but not MGA) under this Section 6, other than Claims or Third Party Claims based upon fraud or willful misconduct by ▇▇▇▇▇▇▇▇ or ▇▇▇▇▇▇▇▇, shall be limited to an aggregate of $4.5 million, including any payments contemplated under Section 6.8 of this Agreement withheld or set off by Pharsight.

  • Pre-Petition Liquidated Claims, as defined in Section 5.2 below, shall be subject to the Maximum Annual Payment and Payment Percentage limitations, but not to the Maximum Available Payment and Claims Payment Ratio provisions set forth above.

  • The Pledgor hereby grants and confirms to Pledgee a first pledge and security interest in the Collateral, as collateral security for any and all liability of Pledgor and the other Contributors to or in favor of Pledgee in respect of Liquidated Claims arising out of the indemnification provisions of the Contribution Agreement.

  • At such time as any Unliquidated Claim becomes fully liquidated and known, it will be settled in accordance with the procedures for the settlement of Liquidated Claims set forth in this Section 9.

  • If any Pre-Petition Liquidated Claims were both filed and liquidated on the same dates, the position of the claimants in the FIFO queue shall be determined by the dates of the claimants’ birth, with older claimants given priority over younger claimants.

  • Liquidated Claims (as defined below) actually paid by Seller under this Section 6 shall be limited to an aggregate of $5 million.

Related to Liquidated Claims

  • Disputed Claim means any Claim that is not Allowed.

  • Related Claims means all Claims for Wrongful Acts based upon, arising out of, resulting from, or in any way involving the same or related facts, circumstances, situations, transactions or events or the same or related series of facts, circumstances situations, transactions or events, whether related logically, causally or in any other way.

  • Subordinated Claims shall have the meaning set forth in Section 3.6(c)(i) hereof.

  • Disputed Claims Reserve means a reserve of Cash that may be funded on or after the Effective Date pursuant to Article VII.E hereof.

  • Subordinated Claim means a Claim of the kind described in sections 726(a)(3) or 726(a)(4) of the Bankruptcy Code and/or Claims subordinated under sections 510(b) or 510(c) of the Bankruptcy Code.