Seller Indemnifiable Damages definition

Seller Indemnifiable Damages has the meaning set forth in Section 11.2.
Seller Indemnifiable Damages is defined in Section 12.3.
Seller Indemnifiable Damages shall have the meaning ascribed thereto in Section 4.1 hereof.

Examples of Seller Indemnifiable Damages in a sentence

  • Nothing contained herein shall prohibit or restrict Purchaser from, or obligate Purchaser to, look to the Escrow Fund with respect to any Seller Indemnifiable Damages that does not arise from a breach or inaccuracy in any representation or warranty of Seller.

  • Nothing contained in this Agreement is intended to limit Purchaser’s right to recover Seller Indemnifiable Damages with respect to all Pre-Closing Expense Payments, without regard to the existence of the Basket Amount.

  • Without limiting the generality of the foregoing, with respect to the measurement of Seller Indemnifiable Damages, the applicable Seller Indemnitee(s) shall have the right to be put in the same post-tax consolidated financial position as it would have been in had each of the representations and warranties of Buyer hereunder been true and correct and had the covenants and agreements of Buyer hereunder been performed in full.

  • Seller shall not be entitled to any indemnity hereunder until the cumulative amount of Seller Indemnifiable Damages for which Seller may be entitled to indemnity hereunder exceeds $165,000 in the aggregate, whereupon the entire amount of such Seller Indemnifiable Damages shall be recoverable under this Article XII.

  • The right of the Seller Indemnified Parties to make a claim for Seller Indemnifiable Damages for breach of representations and warranties set forth in Article 3 shall survive indefinitely.

  • Notwithstanding the foregoing, neither Company nor Purchaser shall be obligated to indemnify Seller for Seller Indemnifiable Damages that exceed the Indemnification Cap.

  • Seller shall not be entitled to indemnity for any Seller Indemnifiable Damages (individually or in the aggregate) in excess of $1,650,000.

  • Revenues from telecommunication equipment accounted for a substantial portion of this - US$ 12 billion in 2008 (ABINEE, 2009).

  • The right of the Seller Indemnified Parties to make a claim for Seller Indemnifiable Damages for breach of representations and warranties set forth in Article 3 shall survive the closing of the Transactions contemplated herein indefinitely.

  • The right of the Seller Indemnified Parties to make a claim for Seller Indemnifiable Damages for breach of representations and warranties set forth in Article 3 shall survive for a period of eighteen (18) months after the Closing.


More Definitions of Seller Indemnifiable Damages

Seller Indemnifiable Damages has the meaning as set forth in Section 5.1(b).
Seller Indemnifiable Damages means, without duplication, the aggregate of all losses incurred or suffered by Seller, on a pre-tax consolidated basis, to the extent (i) resulting from any breach of a representation or warranty made by Purchaser in or pursuant to this Agreement, (ii) resulting from any breach of the covenants or agreements made by Purchaser in or pursuant to this Agreement, or (iii) resulting from any inaccuracy in any certificate delivered by Purchaser pursuant to this Agreement.
Seller Indemnifiable Damages means, without duplication, the aggregate of all expenses, losses, costs, claims, deficiencies, liabilities, and damages (including, without limitation, related counsel and paralegal fees and expenses) incurred or suffered SVPC or the Shareholders to the extent:
Seller Indemnifiable Damages shall have the meaning set forth in Section 13.3.
Seller Indemnifiable Damages means, without duplication, the aggregate of all losses incurred or suffered by Seller, on a pre-tax consolidated
Seller Indemnifiable Damages means, without duplication, the aggregate of all expenses, losses, costs, claims, deficiencies, liabilities and damages (including, without limitation, related counsel and paralegal fees and expenses) incurred or suffered by any one or more of the Companies or the Shareholder to the extent: (i) resulting from any breach of a representation or warranty made by MTLM or AMI in or pursuant to this Agreement; (ii) resulting from any breach of the covenants or agreements made by MTLM or AMI pursuant to this Agreement; (iii) resulting from any inaccuracy in any certificate or report prepared by or on behalf of MTLM or AMI delivered by MTLM or AMI pursuant to this Agreement; or (iv) resulting from any default or failure to pay or perform any of the Assumed Liabilities.

Related to Seller Indemnifiable Damages