Seller Obligation definition

Seller Obligation means any representation, warranty or undertaking to indemnify given by the Seller to the Purchaser under this Agreement;
Seller Obligation means any covenant, requirement and/or obligation imposed on Seller pursuant to this Agreement.
Seller Obligation or “Seller Obligations” has the meaning set forth in Section 9.2(a).

Examples of Seller Obligation in a sentence

  • To the extent any such release is not obtained, then Buyer shall indemnify, defend and hold Seller harmless with respect to any claim based on a guarantee or accommodation by Seller of any Target obligation, and Seller shall indemnify, defend and hold Target and Buyer harmless with respect to any claim based on a guarantee or accommodation by Target of any Seller Obligation.


More Definitions of Seller Obligation

Seller Obligation means any warranty or undertaking to reimburse or indemnify (including any covenant to pay pursuant to the Tax Covenant) or any guarantee in respect thereof given by the Seller or the Seller’s Guarantor or IPGL (if applicable) under this Agreement;
Seller Obligation means any Warranty or undertaking to indemnify (including any covenant to pay pursuant to the Tax Covenant and any Sellers’ Obligations listed in Part A of Schedule 5) given by that Seller to the Purchaser under this Agreement;
Seller Obligation means any representation, covenant, warranty or undertaking to indemnify given by the Seller to the Purchaser under this Agreement and the undertaking in Clause 3 (No Leakage undertaking), and for the avoidance of doubt including the obligation to pay in Clause 19.4; Seller Parent Circular means the circular to be sent by the Seller Parent to its shareholders convening the Seller Parent Shareholder Meeting in connection with the satisfaction of the Seller Parent Shareholder Approval Condition;
Seller Obligation means an amount for any Calculation Period equal to the product of (i) the Present Value of Annual Rate Increases times (ii) the Applicable Percentage, subject to the limitation that the sum of the Seller Obligation for the applicable Calculation Period plus all Seller Obligations for prior Calculation Periods cannot exceed $123 million.
Seller Obligation means any representation, warranty or undertaking to pay given by the Sellers (or any of them) to the Purchaser under this Deed; Sellers’ Disclosed Transaction Costs means the Sellers’ Transaction Costs as set out in the Closing Statement;
Seller Obligation means any representation, warranty, undertaking or indemnity (including any covenant to pay, refund or reimburse pursuant to the Tax Covenant and any payment in respect of a Share Scheme Payment, a Pension Funding Payment or Transfer Tax (as such term is used in clause 35)) given by the Seller to the Purchaser under this Agreement; Seller Plan means each scheme, fund, arrangement, plan or agreement under which any member of the Seller Group provides, is (or could become) liable to provide or has agreed to provide (or to which any member of the Seller Group contributes, is liable to contribute or has agreed to contribute to the provision of) any Retirement Benefits for or in respect of any Employee or former Employee and references to any Seller Plan shall be construed as also referring to its trustees, fiduciaries, managers and administrators (as applicable).
Seller Obligation means any representation, warranty, covenant, undertaking or indemnity (including, without limitation, any covenant and/or undertaking to pay, refund or reimburse pursuant to Schedule 11) given by the Seller to the Purchaser under this Agreement; Seller Plan means each scheme, fund, arrangement, plan or agreement under which any member of the Seller Group provides, is (or could become) liable to provide or has agreed to provide (or to which any member of the Seller Group contributes, is liable to contribute or has agreed to contribute to the provision of) any Retirement Benefits for or in respect of any Employee or former Employee and references to any Seller Plan shall be construed as also referring to its trustees, fiduciaries, managers and administrators (as applicable).