Released Matter means any released accident, occurrence, injury, illness, disease, loss, claim, demand, damages, or matter that is subject to this Agreement and the releases herein. Executive acknowledges and agrees that neither Western Digital nor any of the Released Parties has any obligation or responsibility to reimburse Medicare, Medicaid, the Centers for Medicare and Medicaid Services, or any other entity or person for any past or future injury related medical expenses that have arisen or may hereafter arise out or relate in any way to the Released Matters. Executive acknowledges and agrees that it is Executive’s responsibility alone to reimburse such entities for any payments made on their behalf for such past or future medical expenses, if any, and Executive agrees to indemnify and hold harmless Western Digital and the Released Parties from any and all claims, demands, liens, subrogated interests and/or causes of action of any nature or character that have been or may in the future be asserted by Medicare and/or Medicaid and/or persons acting on behalf of Medicare and/or Medicaid concerning medical, hospital, or other expenses arising of the Released Matters, or concerning any claim based on inaccurate or inadequate information provided by Executive concerning Executive’s status as a Medicare or Medicaid beneficiary.
Released Matter shall have the meaning set forth in Section 10P.
Released Matter and “Released Matters” mean any released accident, occurrence, injury, illness, disease, loss, claim, demand, or damages subject to this Agreement and the releases herein. “Releasee” means Calyxt, as fully defined in paragraph 2 of this Agreement, above. Xxxxx represents and warrants that he is not enrolled in the Medicare program, was not enrolled in the Medicare program at the time of the Released Matters or thereafter through the date of this Agreement, and has not received Medicare benefits for medical services or items arising from or in connection with the Released Matters. Xxxxx further represents and warrants that no Medicaid payments have been made to him or on her behalf and that no liens, claims, demands, subrogated interests, or causes of action of any nature or character exist or have been asserted arising from or related to any Released Matters. Xxxxx further agrees that he, and not the Releasee, is responsible for satisfying all such liens, claims, demands, subrogated interests, or causes of action that may exist or have been asserted or that may in the future exist or be asserted. Finally, Xxxxx agrees to indemnify and hold harmless the Releasee from any and all claims, demands, liens, subrogated interests, and causes of action of any nature or character that have been or may in the future be asserted by Medicare and/or persons or entities acting on behalf of Medicare, or any other person or entity, arising from or related to this Agreement, the payment of the Settlement Sum, any Conditional Payments made by Medicare, or any medical expenses or payments arising from or related to any Released Matters that are subject to this Agreement or the release set forth herein, including but not limited to: (i) all claims for reimbursement of Conditional Payments or for damages or double damages based upon failure to reimburse Medicare for Conditional Payments; (ii) all claims for penalties based upon any failure to report, late reporting, or other noncompliance with Section 111 of MMSEA that is based in whole or in part upon late, inaccurate, or inadequate information provided to Releasee by Xxxxx or upon any failure of Xxxxx to provide information; and (iii) all Medicaid liens. This indemnification obligation includes all damages, double damages, fines, penalties, attorneys’ fees, costs, interest, and judgments incurred by or on behalf of Releasee in connection with such claims, subrogated interests, and causes of action.
Examples of Released Matter in a sentence
Each Releasing Party represents and warrants that it has not purported to convey, transfer or assign any right, title or interest in any Released Matter to any other person or entity and that the foregoing constitutes a full and complete release of the Released Matters.
The two-segment specification summarized in the fourth column of Table IA-II indicates that most of the performance sensitivity is driven by below-median funds.
Each of the Company and the Subsidiary Guarantors represents and warrants to the Lenders that it has not purported to transfer, assign or otherwise convey any right, title or interest of the Company or the Subsidiary Guarantors in any Released Matter to any other person and that the foregoing constitutes a full and complete release of all Released Matters.
Borrower represents and warrants to Lender that it has not purported to transfer, assign or otherwise convey any right, title or interest of Borrower in any Released Matter to any other Person and that the foregoing constitutes a full and complete release of all Released Matters.
Each of the Company and each of its Subsidiaries represents and warrants to the Lenders that it has not purported to transfer, assign or otherwise convey any right, title or interest of the Company in any Released Matter to any other person and that the foregoing constitutes a full and complete release of all Released Matters.
More Definitions of Released Matter
Released Matter means all claims, demands, allegations, assertions, complaints, controversies, charges, duties, grievances, rights, causes of action, actions, suits, Liabilities, debts, obligations, promises, commitments, agreements, guarantees, endorsements, duties, breaches of duties, costs, losses, debts and expenses (including out-of-pocket attorneys’ fees and costs incurred) of any nature whatsoever (whether direct or indirect, known or unknown, disclosed or undisclosed, matured or unmatured, accrued or unaccrued, asserted or unasserted, absolute or contingent, determined or conditional, express or implied, fixed or variable and whether vicarious, derivative, joint, several or secondary) that such Releasing Party now has, or at any time previously had, or shall or may have in the future, (including as a stockholder, employees, officer, director, contractor or consultant of the Company), arising by virtue of or in any matter arising in connection with or related to any actions or inactions with respect to the Company (including any actions or inactions by the officers, directors, employees, consultants, advisors or other representatives of the Company), or any of their respective affairs on or before the Closing or arising in connection with or related to this Agreement, the Operating Agreement, or any of the Transactions (including any inaccuracies in the Closing Consideration Spreadsheet or the allocation of the Closing Consideration as set forth therein); provided, however, without limiting the other representation, warranties and covenants in this Agreement, the Released Matters shall not include (A) any rights to the receipt of any portion of the Aggregate Consideration in the manner and at the times owed pursuant to this Agreement with respect to Membership Interests owned by the Releasing Party as set forth on the Closing Consideration Spreadsheet as of immediately prior to the Closing, in each case on and subject to the terms and conditions of the this Agreement, (B) any other rights of the Member Party under this Agreement and the Related Agreements to which the Member Party is a party, (C) accrued and unpaid salary arising in the ordinary course of business consistent with past practices owing to a Member Party for the pay period that includes the Closing Date, in each case, to the extent included in the calculation of the Closing Net Working Capital Amount, and (D) rights of a Member Party to reimbursement of business expenses incurred in the ordinary cours...
Released Matter is defined in Section 8.13.1.
Released Matter has the meaning set forth in 6.11.
Released Matter means anything in connection with:
(i) any damage to person, property, personal injury or death;
(ii) your breach of this Agreement;
(iii) any matter for which we have purported to disclaim or exclude liability for under this Agreement;
(iv) your failure to provide us with timely, accurate and complete instructions and feedback, including but not limited to prompt notice of any changed instructions, a change of circumstance, or facts which may be relevant to your matter or the Services;
(v) your failure to follow our advice;
(vi) your breach or failure to observe any applicable law.
Released Matter means any and all debts, demands, Actions, causes of action, suits, accounts, covenants, Contracts, agreements, torts, damages and any and all claims, defenses, offsets, Judgments, demands and Liabilities (as defined in the Merger Agreement) whatsoever, of every name and nature, both at law and in equity, known or unknown, suspected or unsuspected, accrued or unaccrued, which have been or could have been asserted, relating to, based upon or arising from, or in connection with any relationship between the Company or any of its affiliates at or prior to the Release Time, on the one hand, and any Related Company or any of its affiliates, on the other hand, or any Related Company Agreement, in each case in existence at or prior to the Release Time.
Released Matter has the meaning specified in Section 8.8.
Released Matter means any released accident, occurrence, injury, illness, disease, loss, claim, demand, or damages that are subject to the Agreement and releases herein.