Unsatisfied Claims definition

Unsatisfied Claims shall have the meaning set forth in Section 10.2(c).
Sample 1
Unsatisfied Claims means, as of the date of determination, all claims for indemnification, payment or reimbursement by the Purchaser Indemnified Persons, or any of them, pursuant to this Agreement which either (i) were asserted in writing prior to, and are pending on, such date or (ii) have been Finally Determined in favor of the Purchaser Indemnified Persons, or any of them, to the extent such claims (as so Finally Determined) have not been paid by the Significant Shareholder as of such date (whether by reduction of the Holdback Amount or otherwise).
Sample 1
Unsatisfied Claims has the meaning ascribed to it in Section 7.6(c).
Sample 1

Examples of Unsatisfied Claims in a sentence

  • Promptly following the termination of the Escrow Period, the Escrow Agent shall distribute any amounts then remaining in the Escrow Fund (less any amount required to satisfy any Unsatisfied Claims) to the Paying Agent for distribution to each Indemnifying Party as set forth in Section 2.4(b).

  • The Buyer shall have the right to setoff, against each Post-Closing Payment, the amount of any Damages with respect to any Resolved But Unsatisfied Claims that the Buyer is entitled to recover under this ARTICLE VI (after giving effect to any applicable limitations provided for in Section 6.5).

  • Promptly following the termination of the Escrow Period, the Escrow Agent shall distribute the Escrow Fund, less any amount required to satisfy any Unsatisfied Claims.

  • In addition, on April 30, 2008 (the “First Release Date“), Seven Million Five Hundred Thousand Dollars ($7,500,000), less any amounts paid to Parent and the amount of any Unsatisfied Claims asserted by Parent in accordance with this Article VIII since the Closing Date for matters subject to indemnification in favor of a Buyer Indemnified Person under this Article VIII, shall be delivered to the Exchange Agent to be distributed to the holders of Company Common Stock and Company Options.

  • IDepartment of Motor Vehicles - extension of present lease on a monthly basis beginning June 1, 1962, wHh the Mayor and City Council of Baltimore City, as Lessor, covering space occupied by the Unsatisfied Claims and Judgment Fund on'the entire.fifth.

  • As soon as any such claims have been resolved, the Escrow Agent shall deliver to the Exchange Agent to be distributed to the holders of Company Common Stock and Company Options the remaining portion, if any, of the Escrow Fund not required to satisfy any Unsatisfied Claims then pending as additional Holdback Consideration.

  • Upon the satisfaction, settlement or withdrawal of any Unsatisfied Claims or, if failing such satisfaction, settlement or withdrawal, upon the resolution by the courts of all issues referred to them for resolution in respect of any Unsatisfied Claims following the payment to the Buyers (under the Sellers’ Bank Guarantee or otherwise) of amounts that the Parties shall have agreed upon or the courts have determined the Buyers is entitled, the Sellers’ Bank Guarantee shall be released.

  • Promptly following resolution of all Unsatisfied Claims, Parent and the Stockholders’ Representative will instruct the Escrow Agent to distribute the remainder of the Escrow Fund (if any) to the Escrow Participants, based on each Escrow Participant’s Pro Rata Portion.

  • Any amount of the Escrow Fund not subject to Unsatisfied Claims as contemplated by this Section 8.3 (the “Remaining Holdback Consideration“) shall be delivered to the Exchange Agent to be distributed to the holders of Company Common Stock and Company Options upon the termination of the Escrow Period.


More Definitions of Unsatisfied Claims

Unsatisfied Claims shall have the meaning set forth in Section 2.4(b).
Sample 1
Unsatisfied Claims has the meaning given to that expression in clause 11.6;
Sample 1
Unsatisfied Claims has the meaning set forth in Section 4.4(h).
Sample 1
Unsatisfied Claims shall have the meaning set forth in Section 1.6(h).
Sample 1
Unsatisfied Claims has the meaning set forth in Section 9.5(b).
Sample 1

Related to Unsatisfied Claims

  • Unresolved Claims has the meaning set forth in Section 7.6(c).

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Settled Claims means any and all claims, debts, demands, rights or causes of action, suits, matters, and issues or liabilities whatsoever (including, but not limited to, any claims for damages, interest, attorneys’ fees, expert or consulting fees, and any other costs, expenses or liability whatsoever), whether based on United States or Canadian federal, state, provincial, local, statutory or common law or any other law, rule or regulation, whether fixed or contingent, accrued or unaccrued, liquidated or unliquidated, at law or in equity, matured or unmatured, whether class or individual in nature, including both known claims and Unknown Claims (herein defined), (i) that have been asserted in any of the Nortel II Actions against any of the Released Parties, or (ii) that could have been asserted in any forum by the Class Members or any of them against any of the Released Parties which arise out of or are based upon the allegations, transactions, facts, matters or occurrences, representations or omissions involved, set forth, or referred to in the Nortel II Actions and which relate to the purchase of Nortel common stock or call options on Nortel common stock or the writing (sale) of put options on Nortel common stock during the Class Period, or (iii) any oppression or other claims under the Canada Business Corporations Act, R.S.C. 1985, c. C-44, as amended, that arise out of or are based upon the allegations, transactions, facts, matters or occurrences, representations or omissions, set forth or referred to in the Nortel II Actions. “Settled Claims” does not mean or include claims, if any, against the Released Parties arising under the (United States) Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C. § 1001, et seq. (“ERISA”) that are not common to

  • Claims Bar Date Order means that certain order entered by the Bankruptcy Court establishing the Claims Bar Date.

  • Approved Claims means Settlement Claims in an amount approved by the Claims Administrator or found to be valid through the Dispute Resolution process.

  • Claims Objection Bar Date means the deadline for objecting to a Claim, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be specifically fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Bankruptcy Court for objecting to Claims.

  • Covered Claims Claim" means any claim, dispute or controversy between you and us that in any way arises from or relates to this Agreement, the Account, the issuance of any Card, any rewards program, any prior agreement or account. "Claim" includes disputes arising from actions or omissions prior to the date any Card was issued to you, including the advertising related to, application for or approval of the Account. "Claim" has the broadest possible meaning, and includes initial claims, counterclaims, cross-claims and third-party claims. It includes disputes based upon contract, tort, consumer rights, fraud and other intentional torts, constitution, statute, regulation, ordinance, common law and equity (including any claim for injunctive or declaratory relief). "Claim" does not include disputes about the validity, enforceability, coverage or scope of this Arbitration Provision or any part thereof (including, without limitation, the prohibition against class proceedings, private attorney general proceedings and/or multiple party proceedings described in Paragraph C.7 (the "Class Action Waiver"), the last sentence of Paragraph C.13 and/or this sentence); all such disputes are for a court and not an arbitrator to decide. However, any dispute or argument that concerns the validity or enforceability of the Agreement as a whole is for the arbitrator, not a court, to decide.

  • Indemnified Claims shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non- conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard.

  • Claims Bar Date means the applicable bar date by which Proofs of Claim must be Filed, as established by: (a) the Bar Date Order; (b) a Final Order of the Bankruptcy Court; or (c) the Plan.

  • Disputed Claims Reserve means a reserve of Cash that may be funded on or after the Effective Date pursuant to Article VII.E hereof.

  • Insured Claims means those Liabilities that, individually or in the aggregate, are covered within the terms and conditions of any of the Shared Policies, whether or not subject to deductibles, co-insurance, self-insured retentions, or uncollectibility due to insurer insolvency.

  • Disputed Claim means any Claim that is not Allowed.

  • Related Claims means all Claims for Wrongful Acts based upon, arising out of, resulting from, or in any way involving the same or related facts, circumstances, situations, transactions or events or the same or related series of facts, circumstances situations, transactions or events, whether related logically, causally or in any other way.

  • Litigation Claims means the claims, rights of action, suits or proceedings, whether in law or in equity, whether known or unknown, that any Debtor or any Estate may hold against any Person or Entity, including, without limitation, the Causes of Action of the Debtors or their Estates, in each case solely to the extent of the Debtors’ or their Estates’ interest therein. A non-exclusive list of the Litigation Claims held by the Debtors as of the Effective Date will be Filed with the Plan Supplement, which will be deemed to include any derivative actions filed against any Debtor as of the Effective Date.

  • Approved Claim means a Claim Form submitted by a Settlement Class Member that: (a) is submitted timely and in accordance with the directions on the Claim Form and the provisions of the Settlement Agreement; (b) is fully and truthfully completed by a Settlement Class Member with all of the information requested in the Claim Form; (c) is signed by the Settlement Class Member, physically or electronically; and (d) is approved by the Settlement Administrator pursuant to the provisions of this Agreement.

  • Settled claim means the original tort claim resolved by a structured settlement.

  • Unimpaired Claim means a Claim that is not impaired within the meaning of section 1124 of the Bankruptcy Code.

  • Administrative Claims Bar Date means the deadline for Filing requests for payment of Administrative Claims, which: (a) with respect to Administrative Claims other than Professional Fee Claims, shall be 30 days after the Effective Date; and (b) with respect to Professional Fee Claims, shall be 45 days after the Effective Date.

  • Covered Claim means either a Provider Covered Claim or Customer Covered Claim.

  • Administrative Claim Bar Date means the deadline for filing requests for payment of Administrative Claims, which shall be 30 days after the Effective Date.

  • Indemnified Claim has the meaning set forth in Section 8.2.

  • Released Claims means all Released Defendants’ Claims and all Released Plaintiffs’ Claims.

  • Undisputed Amounts has the meaning set forth in Section 2.04(c)(iii).

  • Released Class Claims means the claims being released as described in Paragraph 5.2 below.

  • Claims Objection Deadline means the later of: (a) the date that is 180 days after the Effective Date; and (b) such other date as may be fixed by the Bankruptcy Court, after notice and hearing, upon a motion Filed before the expiration of the deadline to object to Claims or Interests.

  • Litigation Conditions has the meaning set forth in Section 11.3.