Purchaser Damages definition

Purchaser Damages shall have the meaning given to such term in Section 14.2.

Purchaser Damages shall have the meaning specified in Section 7.2.

Purchaser Damages means any material loss, expense, liability, or other damages, including the reasonable costs of investigation, interest, penalties and attorney's and accountant's fees.

Examples of Purchaser Damages in a sentence

• If any Purchaser Indemnitee or Seller Indemnitee (an "Indemnified Party") believes that it has suffered or incurred or will suffer or incur any Purchaser Damages or Seller Damages, as the case may be ("Damages") for which it is entitled to indemnification under this Article XIV, such Indemnified Party shall so notify the Party from whom indemnification is being claimed (the "Indemnifying Party") with reasonable promptness and reasonable particularity in light of the circumstances then existing.

• No indemnification shall be made under Section 14.2 until the aggregate amount of Purchaser Damages thereunder exceeds $25,000, but if the aggregate amount of Purchaser Damages thereunder exceeds $25,000 in the aggregate, then indemnification shall be made by Seller thereunder to the full extent of the Purchaser Damages.

• The limitations set forth in Sections 14.6.1 and 14.6.2 shall not apply to Purchaser Damages arising out of fraud, the breach of any representation or warranty contained herein or pursuant hereto if such representation or warranty was made with actual knowledge that it contained an untrue statement of a fact or omitted to state a fact necessary to make the statements of facts contained therein not misleading or misrepresented.

• Notwithstanding the foregoing, any Purchaser Indemnitee shall be required to notify Seller's Agent of any claim for Purchaser Damages as required herein even though the same may be included in the $25,000 threshold set forth in Section 14.6, and Seller shall have the right to dispute any such claim.

• If Seller makes the Purchaser Damages Election, then Seller shall be entitled to pursue monetary damages for only those Losses incurred or suffered by Seller that were the result of fraud or material breach by the Purchaser of its representations and warranties or covenants under this Agreement (other than Section 5.14, which shall be subject to claims for breach without regard to materiality) prior to termination.

More Definitions of Purchaser Damages

Purchaser Damages has the meaning set forth in Section 9.4.B.

Purchaser Damages for purposes of this Section 14 means any claims, actions, demands, lawsuits, costs, expenses, liabilities, penalties and damages (including counsel fees incidental thereto or incidental to the enforcement by Purchaser of this Agreement) resulting to Purchaser from: (a) any material inaccurate representation made to Purchaser in or pursuant to this Agreement; (b) material breach of any of the warranties made to Purchaser in or pursuant to this Agreement; (c) material breach or default in the performance by Seller of any of its covenants or obligations under this Agreement; (d) any debts, liabilities or obligations of Seller, which are not expressly assumed by Purchaser hereunder; (e) any claim by any third party arising from any alleged default, act or breach by Seller of any obligation, contract or commitment or resulting from any act or omission of Seller; (f) any claim by any third party, including creditors of Seller which are based upon Seller's execution and performance of this Agreement; (g) any reasonable protection of Seller's trade name rights from infringement, use or registration thereof which commenced prior to the closing date with respect to the names "Xxxxxx" or "The Xxxxxx Corporation"; (h) the ownership, possession, use or operation of any real property prior to the Closing Date (including, without limitation, any liability related to any environmental clean-up, compliance or corrective action); (i) any claims relating to any products sold prior to the Closing Date (including, without limitation, any products liability, negligence, tort, express or implied warranty, statutory or contract claims) and (j) any claims based on any applicable bulk sale law.

Purchaser Damages has the meaning given that term in Section 9.2. “Purchaser Indemnified Party” and “Purchaser Indemnified Parties” have the meanings given those terms in Section 9.2.

Purchaser Damages. As defined in Section 8.2(a).

Purchaser Damages shall have the same meaning as set forth in Section 16.02(b) of this Agreement.

Purchaser Damages. The term shall have the meaning set forth in Section 10.3.1. ”Purchaser Documents”. The term shall have the meaning set forth in Section 7.2. “Purchaser Indemnified Parties”. The term shall have the meaning set forth in‌‌ Section 10.3.1.

Purchaser Damages and “Seller Damages” are sometimes referred to collectively herein as “Damages”.