Assigned Claim definition
Examples of Assigned Claim in a sentence
The Assignor is not entitled to share in the proceeds of any recovery by the Receiver on any Claim or Litigation that is not an Assigned Claim, including any direct Claim of the Receiver arising out of the failure of the Failed Bank.
Neither party shall be liable to the other for actions or omissions on account of, or related to, the Assigned Claim except on account of gross negligence or willful misconduct.
Seller hereby agrees to make, execute, deliver, accept, acknowledge, verify, certify, record, file and/ or publish any and all documents, to take any and all other acts and to provide any and all further assurances which are necessary and appropriate to vest, confirm and perfect in Purchaser the Assigned Claim.
Seller agrees to cooperate with all of Purchaser’s reasonable requests, and at Purchaser’s expense, in all Proceedings initiated or defended by Purchaser with respect the Assigned Claim, including by joining as a nominal party and executing such documents as Purchaser reasonably request, all at Purchaser’s expense, with respect to such Proceedings.
Employee shall defend and indemnify the Releasees and hold the Releasees harmless from and against any Assigned Claim (including attorneys’ fees and costs).
Executive shall defend and indemnify the Releasees and hold the Releasees harmless from and against any Assigned Claim (including attorneys’ fees and costs).
All issues which are likely to have a material impact on the Assigned Claim, its enforceability, or its collection, and any issue which is likely to have a material impact on costs to be incurred related to the Assigned Claim, shall be determined by vote requiring approval of the Majority Participants.
Executive shall defend and indemnify the Releasees and hold the Releasees harmless from and against any Filed or Assigned Claim (including attorneys’ fees and costs).
For the avoidance of doubt, if any judgment, award or settlement results from any Proceeding involving the Assigned Claim, Purchaser shall be entitled to retain one hundred percent (100%) of any judgment, award or settlement without any payment obligations to Seller, other than the Purchaser Shares and Additional Payments provided for in Sections 2.1 and 2.3.
The “Net Proceeds” of any Assigned Claim is defined as the gross amount recovered or received by Assignee with respect to such Assigned Claim, minus any reasonable costs directly traceable to such Assigned Claim(s) for which recovery was made.