Absolute Obligations definition
Examples of Absolute Obligations in a sentence
Notwithstanding the foregoing, neither the Deductible nor the Minimum Claim Amount shall apply to any indemnification obligations on account of Fraud Claims or any breach or nonperformance of any Absolute Obligations.
Notwithstanding the foregoing, the General Deductible Amount and the Minimum Claim Amount shall not apply to any indemnification obligations related to, based on or arising in connection with any fraud or Misconduct or any breach or non-performance of any of the Absolute Obligations.
In the event that RSG timely provides the RSG Pre-Closing Indemnification Notice pursuant to the immediately preceding sentence, the Liabilities described in this Section 6.9(b) shall be deemed to be Absolute Obligations of Sellers and the Equity Sellers.
In the event that RSG timely provides the RSG Pre-Closing Indemnification Notice pursuant to the immediately preceding sentence, the Liabilities described in this Section 6.9(b) shall be deemed to be Absolute Obligations of Sellers.
Third Party Waivers 13 6.1. Rights of Secured Party 13 6.2. Absolute Obligations 14 6.3. Pledgor's Waivers 15 6.4. Waiver of Subrogation and Other Rights 16 7.
The obligations of the Seller Parties to indemnify any Purchaser Indemnitee, and the obligations of Purchaser to indemnify the Seller Party Indemnitees, for any breach or nonperformance of any of the Absolute Obligations, any Fraud or any other covenant contained herein shall survive the Closing until ninety (90) days after the expiration of the applicable statute of limitations applicable to the Direct Claim or the Third Party Claim, as the case may be, and thereupon shall terminate.
Absent Fraud, with respect to Claims based on or arising in connection with the breach of any of the Absolute Obligations, the maximum amount that the Purchaser Indemnitees can recover as a result of any and all Purchaser Indemnity Events shall not in the aggregate exceed Forty Eight Million Dollars ($48,000,000) (the “Absolute Indemnity Cap”).
In no event may the Award or any portion thereof be exercised before the Company's stockholders approve the Award, notwithstanding the achievement of any Milestone associated with the Award prior to such stockholder approval.
The obligation of Lessee to pay Rent hereunder shall be absolute and unconditional as more fully set forth in Clause 14 (Absolute Obligations).
Notwithstanding anything to the contrary in this Agreement, the effectiveness of the provisions contained in Sections 3 and 9 of this Agreement are subject to the express conditions precedent that (a) this Agreement is fully executed and delivered by each of the Parties, (b) Lender timely receives payment of the Absolute Obligations as provided in Section 2 hereof, and (c) the Approval Order is entered by the ABC Court on or before May 31, 2010, and has not been stayed or appealed.