R&W Insurance Policy Costs means the premium, premium taxes, underwriting fees and other charges, fees or expenses of the underwriter(s) in respect of the R&W Insurance Policy (including attorneys’ fees and expenses of the broker’s counsel and the R&W Insurance Policy carrier’s counsel).
R&W Insurance Policy Costs means all costs and expenses associated with the R&W Insurance Policy (including all premiums, underwriting fees, surplus line taxes, premium taxes, brokerage fees and commissions), but excluding the costs of each party’s legal counsel in negotiating and advising with respect to such R&W Insurance Policy.
R&W Insurance Policy Costs means 50% the premium, fees, Taxes and other costs payable by Buyer under the R&W Insurance Policy (including any deposit related thereto paid prior to the Closing).
Examples of R&W Insurance Policy Costs in a sentence
In connection with the Closing, Buyers shall take all action reasonably necessary to cause the conditions to the issuance of the R&W Insurance Policy to be satisfied (and Seller shall cooperate with and assist Buyers in connection therewith as reasonably requested by Buyers) and Buyers shall pay to the provider of the R&W Insurance Policy, by wire transfer of immediately available funds, the R&W Insurance Policy Costs.
More Definitions of R&W Insurance Policy Costs
R&W Insurance Policy Costs has the meaning given to it in Section 2.06(a). “RCRA Permit” has the meaning given to it in Section 6.23(c).
R&W Insurance Policy Costs means the premium, underwriting fees, due diligence expenses and any other upfront fees paid out to the applicable underwriter, insurer or insurance broker with respect to the R&W Insurance Policy. “R&W Insurer” means the insurance carrier or carriers under the R&W Insurance Policy. “Xxxxxxxx-Xxxxx Act” means the Xxxxxxxx-Xxxxx Act of 2002, as amended. “SEC” means the United States Securities and Exchange Commission. “Security Rights” means, with respect to any Company Security or Subsidiary Security, any option, warrant, subscription right, preemptive right, other right, proxy, put, call, demand, plan, commitment, agreement, understanding or arrangement of any kind relating to such security, whether issued or unissued, or any other security convertible into or exchangeable for any such security, and includes any right relating to the issuance, sale, assignment, transfer, purchase, redemption, conversion, exchange, registration or voting and rights conferred by any Law, the Company’s or any of its Subsidiaries’ Organizational Documents or by agreement. “Senior Employees” means any of the following employees of the Company and its Subsidiaries: the CEO, any person directly reporting to the CEO (“Tier 1 Employees”), and any person directly reporting to Tier 1 Employees (“Tier 2 Employees”). “Services” is defined in Section 2.15(c). “Software” means any and all (i) computer programs, including any and all software implementations of algorithms, models and methodologies, whether in source code or object code, (ii) databases and compilations, including any and all data and collections of data, whether machine readable or otherwise, (iii) descriptions, flow-charts and other work product used to design, plan, organize and develop any of the foregoing, screens, application programming interfaces, user interfaces, report formats, firmware, operating systems, design/development tools, templates, menus, buttons and icons, applets, assemblers, compilers, compiled code, binaries, and (iv) all documentation including user manuals and other training documentation related to any of the foregoing. “Specified Indemnifications” is defined in Section 10.2(c).
R&W Insurance Policy Costs to the R&W Insurer, by federal funds wire transfer of immediately available funds to an account designated by the R&W Insurer in writing; and
R&W Insurance Policy Costs has the meaning provided in Section 3.4(b)(ii).
R&W Insurance Policy Costs means 50% the premium, fees, Taxes and other costs payable by Buyer under the R&W Insurance Policy (including any deposit related thereto paid prior to the Closing). “Representatives” means, with respect to any Person, such Person’s officers, directors, employees, consultants, agents, financial advisors, attorneys, accountants, other advisors, Affiliates and other representatives. “Restricted Period” means, with respect to each Seller, the period commencing from and after the Closing Date and ending on the five (5) year anniversary of the Closing Date. “Restricted Person” means any person or entity identified on the U.S. Department of Commerce’s Denied Persons List, Unverified List or Entity List or the U.S. Department of State’s Debarred List or Nonproliferation Sanctions. “Sanctions” means economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by any relevant Governmental Entity, including, but not limited to those administered by the U.S. government through the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) or the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury of the United Kingdom, or a Governmental Entity of any other relevant jurisdiction. “Sanctioned Person” means any Person that is the target of Sanctions, including, (a) any Person listed in any Sanctions-related list of sanctioned Persons maintained by OFAC or the U.S. Department of State, by the United Nations Security Council, the European Union, or Her Majesty’s Treasury of the United Kingdom, (b) any Person located, organized or resident in a Sanctioned Territory, or (c) any Person directly or indirectly owned or controlled by any such Person or Persons described in the foregoing clauses (a) and (b). “Sanctioned Territory” means, at any time, a country or territory which is itself the subject or target of any country-wide or territory-wide Sanctions (at the time of this Agreement, Crimea, Cuba, Iran, North Korea and Syria). “SEC” means the U.S. Securities and Exchange Commission. “Securities Act” means the Securities Act of 1933 and the rules and regulations promulgated thereunder. “Security Incident” means (a) the loss or misuse of Personal Data or third party confidential information, (b) the accidental, unauthorized and/or unlawful access to the IT Systems, Personal Data or third party confidential information, or (c) any other act or omission that com...