Shareholder Indemnifiable Losses has the meaning set forth in Section 9.5 hereof.

Examples of Shareholder Indemnifiable Losses in a sentence

Buyer’s obligation to indemnify the Shareholder Indemnified Parties in respect of the Shareholder Indemnifiable Losses shall be limited, in the aggregate, to an amount equal to Two Million Four Hundred Thousand Dollars ($2,400,000) (other than with respect to Losses described in or arising under Section 8.3(a)).
While shrub and herb compo- nents are included in the FLM and FCCS classifications, only cover and height were sampled at the FIA plots for these components so they were not included in this study.
With respect to indemnification arising under Section 6.2(b)(ii) and indemnification arising under Section 6.2(a)(i) for breaches or inaccuracies of the Buyer’s Fundamental Representations, the Buyer shall indemnify the Shareholder Indemnitees for all Shareholder Indemnifiable Losses without regard to any cap or similar limitation.
Buyer's obligation to indemnify the Shareholder Indemnified Parties in respect of the Shareholder Indemnifiable Losses described in or arising under Sections 8.3(b) and (c) (other than a breach of the covenants set forth in Sections 1.3(a)(ii), 1.4(c)(ii) and 5.5) shall be limited, in the aggregate, to an amount equal to Three Million Dollars ($3,000,000).
Notwithstanding anything herein to the contrary, Shareholder Indemnified Parties shall be entitled to dollar-for-dollar indemnification from the first dollar and shall not be subject to the Buyer Basket or any maximum amount of claims, whether pursuant to this Section 8.4 or otherwise, or any limitation as to time in seeking indemnification with respect to Shareholder Indemnifiable Losses described in or arising under Sections 8.3(a).
No indemnification shall be payable to a Shareholder Indemnified Party with respect to any claim asserted after the Expiration Date which relates to the Shareholder Indemnifiable Losses described in or arising under Sections 8.3(b) and (c) (other than a breach of the covenants set forth in Sections 1.3(a)(ii), 1.4(c)(ii) and 5.5); provided that any claim for indemnification as to which notice has been given prior to the Expiration Date shall survive such expiration until final resolution of such claim.
With respect to breaches or inaccuracies of representations and warranties of the Buyer other than breaches or inaccuracies of the Buyer’s Fundamental Representations, the Buyer shall not have any obligation to indemnify Shareholder Indemnitees with respect to any Shareholder Indemnifiable Losses arising under Section 6.2(b)(i) to the extent such Shareholder Indemnifiable Losses exceed, in the aggregate, $4,000,000.

Related to Shareholder Indemnifiable Losses

Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Purchaser Indemnitees has the meaning set forth in Section 7.02.
Buyer Indemnitee has the meaning set forth in Section 8.1(b).
Purchaser Indemnitee As defined in Section 6(a) hereof.
Seller Indemnified Party has the meaning set forth in Section 7.2.
Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Buyer Indemnitees has the meaning set forth in Section 8.02.
Seller Indemnitees has the meaning set forth in Section 8.03.
D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Indemnifiable Loss means, with respect to any Person, any action, claim, cost, damage, deficiency, diminution in value, disbursement, expense, liability, loss, obligation, penalty, settlement, suit, or tax of any kind or nature, together with all interest, penalties, legal, accounting and other professional fees and expenses reasonably incurred in the investigation, collection, prosecution and defense of claims and amounts paid in settlement, that may be imposed on or otherwise incurred or suffered by such Person, whether directly or indirectly.
Seller Indemnified Parties has the meaning set forth in Section 8.1.
Purchaser Indemnified Parties has the meaning set forth in Section 8.2.
Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).
Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.
Jointly Indemnifiable Claim means any Claim for which the Indemnitee may be entitled to indemnification from both an Indemnitee-Related Entity and the Company pursuant to applicable law, any indemnification agreement or the certificate of incorporation, by-laws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or comparable organizational documents of the Company and an Indemnitee-Related Entity.
Buyer Indemnified Parties has the meaning set forth in Section 8.2.
Buyer Indemnified Persons has the meaning set forth in Section 8.2.
D&O Indemnified Party has the meaning set forth in Section 5.8(a).
Investor Indemnified Party is defined in Section 4.1.
Company Indemnitees shall have the meaning set forth in Section 5.02.
Holder Indemnified Party is defined in Section 4.1.

Shareholder Indemnifiable Losses definition

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