Breach Damages definition

Breach Damages means and includes, without limitation, all actual, incidental, and consequential damages, court costs, interest, and attorneys' fees arising from Tenant's breach or default of this Lease, including, without limitation, the cost to or incurred by Landlord of (a) recovering possession of the Premises,
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Breach Damages. Section 11.2(a) “California Corp. Code” Recitals “California Permit” Section 4.23(a) “Certificates” Section 2.6(a) “Claim Notice” Section 11.3(a) “Closing” Section 2.2
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Breach Damages as used in this Section 11.2 is not limited to matters asserted by third parties against the Covered Parties, but includes Breach Damages incurred or sustained by such persons in the absence of third-party claims, and payments by a Covered Party shall not be a condition precedent to recovery. Parent shall be entitled to offset pursuant to this subsection (a) only if the aggregate Breach Damages to which Covered Parties are entitled to offset pursuant to this Article 11 exceed $500,000 (the “Deductible Amount”), and if such aggregate Breach Damages exceed the Deductible Amount, Parent shall be entitled to offset against the Aggregate Second Payment Amount only the amount of Breach Damages in excess of the Deductible Amount.
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Examples of Breach Damages in a sentence

  • Audit and Calculation of SLA Breach Damages:- SLAs means all SLAs as defined in the MSA and RFP.

  • Each of the Company and Oaktree Partnership acknowledges and agrees that alternative arrangements for the payment of the Termination Fee, the Additional Termination Costs and Willful Breach Damages to Parent may be made, including the direct payment of such amounts by the Oaktree OpCos, so long as the economic effect of Sections 1 and 2 are preserved.

  • Except for the Break Fee, the Reverse Break Fee, the Pushpay Intentional Breach Damages and the Bidder Intentional Breach Damages (which are inclusive of GST, if any) all other stated amounts payable or consideration to be provided under or in connection with this Agreement do not include GST (“GST Exclusive Consideration”).

  • Editor's Note Former § 33 was entitled "Age of consent" and was derived from 1999 Act No. 3.

  • The Insurance Settlement was initially opposed by a number of parties representing holders of Dam Breach Damages Claims, but it is expected that all such objections will be resolved consensually in connection with Confirmation.

  • In the event that the Parent Expenses have been actually paid by the Company pursuant to this Section 9.4(a), upon subsequent payment of the Company Termination Fee pursuant to Section 9.3(a)(ii) or the Willful Breach Damages pursuant to Section 9.2, the amount of the Parent Expenses shall be credited towards the payment of the Company Termination Fee or the Willful Breach Damages, as applicable.

  • In the event that the Willful Breach Damages have been actually paid by the Company pursuant to this Section 9.2, no Company Termination Fee shall be payable at any time pursuant to Section 9.3(a)(ii).

  • Ibid.In addition to the Breach Damages, the trial court also properly awarded plaintiffs attorneys' fees and costs in connection with the Rule 1:10-3 motions.Rule 1:10-3 expressly authorizes the trial court to make a fee award.

  • In such case, the Holder Representative and Buyer shall, within five (5) days after the final determination of the resolution of the Disputed Positions, jointly instruct the Indemnification Escrow Agent to disburse from the Indemnification Escrow Fund by wire transfer of immediately available funds, the amount of the Financial Statement Breach Damages finally determined to Buyer, and the remainder of the amount of the escrowed Financial Statement Breach Damages as directed by the Holder Representative.

  • Those damages were defined in the Settlement Agreement as "Breach Damages" and "Berk Breach Damages."After finding that Goldberg and Berk both willfully violated the Injunction Order and Settlement Agreement, the trial court awarded plaintiffs the "Breach Damages" and the "Berk Breach Damages." We discern no error in that ruling.Defendants argue that the award is excessive since it is in the millions of dollars.


More Definitions of Breach Damages

Breach Damages means all Losses imposed on or incurred by any of the Buyer Parties as a result of or arising from or in connection with any breach existing as of the Closing
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Breach Damages has the meaning set out in Clause 10.1. BSC the Balancing and Settlement Code and any other equivalent code in addition to it or substitution of it, required to be in place pursuant to a transmission licence granted under section 6(1)(b) of the Electricity Xxx 0000. Commission the commission payable by the Customer as part of the invoice amount payable to the Supplier pursuant to the relevant Customer Contract, the current levels of which are set out at, or calculated in accordance with, Annex 1.
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Breach Damages as used in this Section 10.02 is not limited to matters asserted by third parties against Buyer, but includes Breach Damages incurred or sustained by such persons in the absence of third-party claims, and payments by Buyer to a third party shall not be a condition precedent to recovery from Seller by Buyer. Notwithstanding anything to the contrary contained in this Agreement, except with respect to claims based on fraud or the breach of the representations and warranties made by Seller or Sellers in Sections 3.02 (Corporate Authorization), 3.17(f) (Intellectual Property), 3.23 (Environmental Compliance) and Article 7 (Taxes) of this Agreement, the maximum aggregate amount Buyer shall be entitled to offset against the Contingent Consideration for subsection (E) above is [*] and the maximum aggregate amount Buyer shall be entitled to offset against the Contingent Consideration for all subsections (A)-(F) is $2,000,000 and, except with respect to claims under subsections (D) and (E) above, [*] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Buyer shall not offset the Contingent Consideration pursuant to this Section 10.02(a) unless and until the aggregate amount of Breach Damages equal or exceeds $50,000, after which Sellers shall be liable to Buyer only for those Breach Damages in excess of $50,000 (the “Deductible”). With respect to claims based on fraud or the breach of the representations and warranties made by Seller or Sellers in Sections 3.02 (Corporate Authorization), 3.17(f) (Intellectual Property), 3.23 (Environmental Compliance) and Article 7 (Taxes) of this Agreement, Buyer shall be entitled to offset against the Contingent Consideration (without regard to the Deductible) the entire amount of Contingent Consideration determined to be payable to Sellers under this Agreement. In addition to the foregoing, Buyer shall be entitled to offset against the Contingent Consideration up to [*] for any claims or damages resulting from the [*].
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Breach Damages means all Losses imposed on or incurred by any of the Buyer Parties as a result of or arising from or in connection with any breach existing as of the Closing Date of (a) any representation or warranty made by the Company in Section 5 or (b) any covenant or agreement of the Company set forth in Section 7.4(a).
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Related to Breach Damages

  • Punitive Damages are those damages awarded as a penalty, the amount of which is neither governed nor fixed by statute.

  • Delay Damages means the damages assessed pursuant to Section 3.2(a) hereof.

  • Damages means any loss, claim, damage, liability, costs and expenses (including, without limitation, reasonable attorney's fees and disbursements and costs and expenses of expert witnesses and investigation).

  • Consequential Damages means Losses claimed to have resulted from any indirect, incidental, reliance, special, consequential, punitive, exemplary, multiple or any other Loss, including damages claimed to have resulted from harm to business, loss of anticipated revenues, savings, or profits, or other economic Loss claimed to have been suffered not measured by the prevailing Party’s actual damages, and any other damages typically considered consequential damages under Applicable Law, regardless of whether the Parties knew or had been advised of the possibility that such damages could result in connection with or arising from anything said, omitted, or done hereunder or related hereto, including willful acts or omissions.

  • Actual Damages has the meaning set forth in Section 12.4(C).

  • Economic damages means objectively verifiable monetary losses, including medical expenses, loss of earnings, burial costs, loss of use of property, cost of replacement or repair, cost of obtaining substitute domestic services, loss of employment, and loss of business or employment opportunities.

  • Special Damages shall have the meaning as set forth in Section 5.07.

  • Resale Damages means, with respect to any Rejected Purchase, an amount equal to (a) the positive net amount, if any, by which the applicable Price that would have been paid pursuant to Section 5.1 hereof for such Rejected Purchase, had it been accepted, exceeds the Resale Price multiplied by the quantity of that Rejected Purchase, plus (b) any applicable penalties assessed by ISO-NE or any other Person against Seller as a result of Buyer’s failure to accept such Products. Seller shall provide a written statement explaining in reasonable detail the calculation of any Resale Damages.

  • Loss or Damage means any loss or damage to the Vehicle, including that caused by theft of the Vehicle or by adverse weather events, that requires repair or replacement including the loss of use of the Vehicle (demurrage), legal expenses, assessment fees, towing and recovery costs, storage, service charges and any appraisal fees of the Vehicle;

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Direct Damage has the meaning given to it in clause 26.2;

  • Noneconomic damages ’ means damages for phys-

  • Compensatory Damages are those amounts awarded to compensate for the actual damages sustained, and are not awarded as a penalty, nor fixed in amount by statute.

  • Environmental Damages means all claims, judgments, damages, losses, penalties, fines, liabilities, encumbrances, liens, costs and expenses of investigation and defense of any claim, including, without limitation, attorney’s fees, that are incurred at any time as a result of the existence of Environmental Conditions upon, about or beneath the Project Site or migrating or threatening to migrate to or from the Site, and including, without limitation:

  • Breach of Contract means the failure of a Party to perform any of its obligations in accordance with this Contract, in whole or in part or in a timely or satisfactory manner. The institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Contractor, or the appointment of a receiver or similar officer for Contractor or any of its property, which is not vacated or fully stayed within 30 days after the institution of such proceeding, shall also constitute a breach. If Contractor is debarred or suspended under §24-109-105, C.R.S. at any time during the term of this Contract, then such debarment or suspension shall constitute a breach.

  • Breach of system security means unauthorized acquisition of computerized data that compromises the security, confidentiality, or integrity of sensitive personal information maintained by a person, including data that is encrypted if the person accessing the data has the key required to decrypt the data. Good faith acquisition of sensitive personal information by an employee or agent of the person for the purposes of the person is not a breach of system security unless the person uses or discloses the sensitive personal information in an unauthorized manner. Business and Commerce Code 521.053(a)

  • Breach of Agreement provisions of Section 5(a)(ii) will apply to Party A and will not apply to Party B.

  • Breach of Duty means the Director or Officer breached or failed to perform his or her duties to the Corporation and his or her breach of or failure to perform those duties is determined, in accordance with Section 8.04, to constitute misconduct under Section 180.0851 (2) (a) 1, 2, 3 or 4 of the Statute.

  • Cover Damages means, with respect to any Delivery Shortfall, an amount equal to (a) the positive net amount, if, any, by which the Replacement Price exceeds the applicable Price that would have been paid pursuant to Section 5.1 and the Cover Sheet, multiplied by the quantity of that Delivery Shortfall, plus (b) any applicable penalties and other costs assessed by ISO-NE or any other Person against Buyer as a result of Seller’s failure to deliver such Products in accordance with the terms of this Agreement. Buyer shall provide a statement for the applicable period explaining in reasonable detail the calculation of any Cover Damages.

  • Daily Delay Damages means with respect to a Guaranteed Project Milestone, an amount equal to (a) the Project Development Security Amount posted as of the first date that Daily Delay Damages are payable under this Agreement with respect to such Guaranteed Project Milestone, divided by (b) 120.

  • Consequential Loss means loss of profits, anticipated loss of profit or revenue, loss of production, loss of business opportunity, loss of or damage to goodwill or reputation, loss of use or any other similar loss, but excludes:

  • Indemnifiable Damages shall have the meaning set forth in Section 9.1 herein.

  • Intentional Breach means, with respect to any representation, warranty, agreement or covenant, an action or omission taken or omitted to be taken that the breaching party intentionally takes (or intentionally fails to take) and knows (or reasonably should have known) would, or would reasonably be expected to, cause a material breach of such representation, warranty, agreement or covenant.

  • Attorneys’ Fees means the full and actual cost of any legal services actually performed in connection with the matter involved calculated on the basis of the usual fee charged by the attorney performing such services and shall not be limited to "reasonable attorneys' fees" as defined in any statute or rule of court.

  • Catastrophic Damage as used hereunder is major change or damage to In- cluded Timber on Sale Area, to Sale Area, to access to Sale Area, or a combination thereof:

  • Breach means the acquisition, Access, Use or Disclosure of Protected Health Information (PHI) which compromises the Security or privacy of the PHI, except as excluded in the definition of Breach in 45 CFR § 164.402.