Payable Claim means a claim for indemnification of Losses under this Article VIII, to the extent that such claim has not yet been satisfied by cash payment or by release to the Parent Indemnified Party of funds from the Escrow Fund, that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VIII specified in any Officer’s Certificate delivered pursuant to Section 8.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied by cash payment or release to the Parent Indemnified Party of funds or Surrendered Escrow Shares, as applicable, from the Escrow Fund.
Payable Claim means a claim for indemnification of Losses under this Article VIII, to the extent that such claim has not yet been satisfied, that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” means any claim for indemnification of Losses under this Article VIII specified in any Officer’s Certificate delivered pursuant to Section 8.4(b), to the extent that such claim is not a Payable Claim and has not been satisfied.
Payable Claim has the meaning set forth in Section 7.5(e).
Examples of Payable Claim in a sentence
After the resolution any Unresolved Claim that has been resolved as not a Payable Claim, if and to the extent the value of the Indemnification Escrow Fund exceeds the aggregate amount of the then remaining Unresolved Claims, then the amount of such excess shall be promptly paid to the Seller Entity.
An “Unresolved Claim” means any claim for indemnification of Losses under this Article VIII specified in any Claims Notice delivered pursuant to Section 8.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied (including by release to the Purchaser Indemnified Party of cash from the Indemnification Escrow Fund).
More Definitions of Payable Claim
Payable Claim has the meaning set forth in Section 10.4(d)(i).
Payable Claim means a Claim in respect of amounts held in the Escrow Fund (whether pursuant to Section 3.6(c)(ii), Article 7, Article 10, or any Support Agreement) to the extent that such Claim has been either (A) mutually agreed by the Stockholders’ Representative and Parent or (B) subject of a final non-appealable court order and has not yet been satisfied by cash payment or by release to the Indemnified Party of funds from the Escrow Fund. An “Unresolved Claim” means any Claim in respect of amounts held in the Escrow Fund (whether pursuant to Section 3.6(c)(ii), Article 7, Article 10, or any Support Agreement) to the extent that such Claim is not a Payable Claim and has not been satisfied by cash payment or release to the Indemnified Party of funds from the Escrow Fund or otherwise.
Payable Claim means a claim for indemnification of Losses under this Article IX, to the extent that such claim has not yet been satisfied (including by release to the Indemnified Party of cash from the Indemnification Escrow Fund), that is (i) a Resolved Claim, or (ii) a Settled Claim. An “Unresolved Claim” means any claim for indemnification of Losses under this Article IX delivered to the Stockholders’ Representative prior to the Escrow Release Time specified in any Officer’s Certificate delivered pursuant to Section 9.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied (including by release to the Indemnified Party of cash from the Indemnification Escrow Fund).
Payable Claim means a claim for indemnification of Damages under this ARTICLE 7 to the extent that such claim is (A) an Agreed Claim, (B) a Settled Claim, or (C) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Damages under this ARTICLE 7 specified in any Claim Notice, to the extent that such claim is not a Payable Claim. In the event that an Indemnified Party is entitled to recover the same Damages under more than one provision of this Agreement, the Indemnified Party shall only be permitted to recover such Damages under one provision, and without duplication.
Payable Claim means a Claim for indemnification under this Article VII, to the extent that such Claim has not yet been satisfied, that is (i) resolved by a final order, judgment or decree of any court of competent jurisdiction, (ii) covered by an agreement between the applicable Indemnified Party and the applicable Indemnifying Party to resolve such dispute as evidenced by a writing setting forth such agreement signed by such parties, or (iii) deemed to have been agreed by the applicable Indemnifying Party hereunder.
Payable Claim means a claim for indemnification of Losses under this Article VII, to the extent that such claim has not yet been satisfied by the Indemnifying Party that is (i) a Resolved Claim, (ii) a Settled Claim, or (iii) an Unobjected Claim. An “Unresolved Claim” shall mean any claim for indemnification of Losses under this Article VII specified in any Officer’s Certificate delivered pursuant to Section 7.4(a), to the extent that such claim is not a Payable Claim and has not been satisfied by the Indemnifying Party.
Payable Claim means an Indemnified Party’s claim for indemnification of Damages under this ARTICLE VI, to the extent that such claim has not yet been fully satisfied by payment to the Indemnified Party, that is (i) resolved by a final and non-appealable judgment (a “Resolved Claim”), (ii) covered by an agreement between the applicable Indemnified Party and Indemnifying Party to resolve such dispute as evidenced by a memorandum setting forth such agreement signed by all applicable parties (a “Settled Claim”) or (iii) a Waived Claim. An “Unresolved Claim” shall mean any Indemnified Party’s then-pending claim for indemnification of Damages under this ARTICLE VI to the extent that such claim is not a Payable Claim and has not been fully satisfied by payment to the Indemnified Party.