Unpaid Indemnity Amount definition

Unpaid Indemnity Amount means any amount that the Company fails to indemnify or advance to an Indemnitee as required by Article VIII.
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Unpaid Indemnity Amount has the meaning set forth in Section 12.1(d).
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Unpaid Indemnity Amount means the amount of any indemnification obligation owed by Holdings to the Company under and pursuant to that certain Tax Resolution and Indemnity Agreement dated June 19, 2019 between Holdings and the Company that remains unpaid as of a Put/Call Closing Date, plus interest on such amount at a rate of eight percent (8%) per annum from the date such amount was required to be paid under such agreement to and including such Put/Call Closing Date.
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Examples of Unpaid Indemnity Amount in a sentence

  • Seller and the Shareholders agree that, at the Closing, (i) the Unpaid Indemnity Amount and the Personal Expenses Amount shall be paid by Sellers to Buyer (on behalf of the Company) and (ii) Sellers shall reimburse the Company for the [**] Bonus Amount, plus the applicable payroll taxes in the amount of $36,757.91.

  • The parties acknowledge that, as of the Closing Date, the Shareholders (who own the entire equity interest in each Seller and will ultimately receive the Purchase Price) owe to the Company the Unpaid Indemnity Amount and the Personal Expenses Amount.

  • The Board shall, in such event, give notice to the Electing Trust Holders specifying (x) the Unpaid Indemnity Amount and the number of Trust Units available for subscription in connection therewith and (y) the date by which Electing Trust Holders must respond (the "Indemnity Subscription Date").


More Definitions of Unpaid Indemnity Amount

Unpaid Indemnity Amount has the meaning given in Section 4.03(c)(ii) of this Agreement.
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Unpaid Indemnity Amount means Three Hundred Seventy Thousand Seven Hundred Seventy-Four and 82/100 Dollars ($370,774.82).
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Unpaid Indemnity Amount means any amount that the Company fails to indemnify or advance to an Indemnitee as required by Article 6.
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Related to Unpaid Indemnity Amount

  • Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

  • Indemnity Threshold has the meaning set forth in Section 9.3.

  • Related Liability Amount with respect to any Related Liability on the books of the Assuming Institution, means the amount of such Related Liability as stated on the Accounting Records of the Assuming Institution (as maintained in accordance with generally accepted accounting principles) as of the date as of which the Related Liability Amount is being determined. With respect to a liability that relates to more than one asset, the amount of such Related Liability shall be allocated among such assets for the purpose of determining the Related Liability Amount with respect to any one of such assets. Such allocation shall be made by specific allocation, where determinable, and otherwise shall be pro rata based upon the dollar amount of such assets stated on the Accounting Records of the entity that owns such asset.

  • Indemnity Payment shall have the meaning set forth in Section 4.4(a).

  • Indemnity Obligations means all obligations of the Company to Indemnitee under this Agreement, including the Company’s obligations to provide indemnification to Indemnitee and advance Expenses to Indemnitee under this Agreement.

  • Indemnification Threshold has the meaning set forth in Section 11.5.

  • Unpaid Realized Loss Amount With respect to any Class of Subordinated Certificates and as to any Distribution Date, is the excess of (i) the Applied Realized Loss Amounts with respect to such Class over (ii) the sum of (a) all distributions in reduction of such Applied Realized Loss Amounts on all previous Distribution Dates, and (b) the amount by which the Class Certificate Balance of such Class has been increased due to the distribution of any Subsequent Recoveries on all previous Distribution Dates. Any amounts distributed to a Class of Subordinated Certificates in respect of any Unpaid Realized Loss Amount will not be applied to reduce the Class Certificate Balance of such Class.

  • Aggregate Amounts Due as defined in Section 2.17.

  • Advance Reimbursement Amounts As defined in Section 3.29 hereof.

  • Aggregate Amount means the aggregate amount by which the resolution authority has assessed that eligible liabilities are to be written down or converted, in accordance with Article 46(1);

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Unpaid Amount has the meaning specified in Section 7.05.

  • Unpaid Amounts owing to any party means, with respect to an Early Termination Date, the aggregate of (a) in respect of all Terminated Transactions, the amounts that became payable (or that would have become payable but for Section 2(a)(iii)) to such party under Section 2(a)(i) on or prior to such Early Termination Date and which remain unpaid as at such Early Termination Date and (b) in respect of each Terminated Transaction, for each obligation under Section 2(a)(i) which was (or would have been but for Section 2(a)(iii)) required to be settled by delivery to such party on or prior to such Early Termination Date and which has not been so settled as at such Early Termination Date, an amount equal to the fair market value of that which was (or would have been) required to be delivered as of the originally scheduled date for delivery, in each case together with (to the extent permitted under applicable law) interest, in the currency of such amounts, from (and including) the date such amounts or obligations were or would have been required to have been paid or performed to (but excluding) such Early Termination Date, at the Applicable Rate. Such amounts of interest will be calculated on the basis of daily compounding and the actual number of days elapsed. The fair market value of any obligation referred to in clause (b) above shall be reasonably determined by the party obliged to make the determination under Section 6(e) or, if each party is so obliged, it shall be the average of the Termination Currency Equivalents of the fair market values reasonably determined by both parties.

  • Aggregate Current Bankruptcy Losses With respect to any Distribution Date, the sum of all Bankruptcy Losses incurred on any of the Mortgage Loans in the month preceding the month of such Distribution Date.

  • Aggregate Class A Unpaid Interest Shortfall As to any Distribution Date, an amount equal to the sum of the Class A Unpaid Interest Shortfalls for all the Classes of Class A Certificates.

  • Unpaid Basis Risk Shortfall With respect to any Distribution Date and any LIBOR Certificate, the aggregate of all Basis Risk Shortfalls with respect to such Certificate remaining unpaid from previous Distribution Dates, plus interest accrued thereon at the applicable Certificate Interest Rate (calculated without giving effect to the applicable Net Funds Cap) but limited to a rate no greater than the applicable Maximum Interest Rate.

  • Unpaid income tax means income tax due but not paid by the date the income tax is required to be paid under applicable law.

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Unpaid Interest Amount As of any Distribution Date and any Class of Certificates, the sum of (a) the portion of the Accrued Certificate Interest Distribution Amount from Distribution Dates prior to the current Distribution Date remaining unpaid immediately prior to the current Distribution Date and (b) interest on the amount in clause (a) above at the applicable Pass-Through Rate (to the extent permitted by applicable law).

  • Deductible Amount means, with respect to any Insuring Agreement, the amount set forth under the heading “Deductible Amount” in Item 3 of the Declarations or in any Rider for such Insuring Agreement, applicable to each Single Loss covered by such Insuring Agreement.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Class C Unpaid Realized Loss Amount As of any Distribution Date, the excess of (1) the Class C Applied Realized Loss Amount over (2) the sum of (x) all distributions in reduction of the Class C Unpaid Realized Loss Amounts on all previous Distribution Dates and (y) all increases in the Certificate Principal Balance of such Class C Certificates pursuant to the last sentence of the definition of "Certificate Principal Balance."

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Indemnity Escrow Amount means $3,000,000.

  • Advance Amount means with respect to Class A Advances, the Class A Advance Amount and, with respect to Class B Advances, the Class B Advance Amount.