Buyer Indemnification Amount definition

Buyer Indemnification Amount means 10% of the Estimated Purchase Price. The Buyer Indemnification Amount is comprised of the Option Escrow Amount, the Seller Escrow Amount and the Warrant Escrow Amount.
Sample 1

Examples of Buyer Indemnification Amount in a sentence

  • Upon determination of the Buyer Indemnification Amount, the indemnifying party shall pay Indemnitee by check within ten (10) days of the date such amount is determined an amount equal to the Buyer Indemnification Amount; provided, however, that the amount to be paid by check shall be subject to the provisions of the last sentence of Section 10.1(a).

  • In computing the Losses to be indemnified hereunder (the "Buyer Indemnification Amount"), the indemnity shall be for the net amount of such Loss after giving effect to any tax benefit (but only to the extent of any benefit accruing for the tax period with respect to which the Loss shall have occurred) to the Indemnitee that the Indemnitee reasonably expects.

Related to Buyer Indemnification Amount

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

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

  • Buyer Indemnified Persons has the meaning set forth in Section 8.2.

  • Indemnification Cap has the meaning set forth in Section 9.3(a).

  • Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.

  • Purchaser Indemnified Parties has the meaning set forth in Section 8.2.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.

  • Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).

  • Buyer Indemnitees has the meaning set forth in Section 8.02.

  • Parent Indemnified Parties has the meaning set forth in Section 9.2(a).

  • Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.

  • Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.

  • Purchaser Indemnitees has the meaning set forth in Section 7.02.

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

  • Buyer Indemnitee has the meaning set forth in Section 8.1(b).

  • Indemnity Cap has the meaning set forth in Section 10.3(a).

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, the Debtors’ respective memoranda, articles or certificates of incorporation or formation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date, excluding any obligation to indemnify any of the foregoing parties with respect to any act or omission for or on behalf of the Debtors arising out of any act or omission determined by a Final Order to constitute actual fraud, willful misconduct, or gross negligence.

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Indemnification Event means any event, action, proceeding or claim for which a Person is entitled to indemnification under this Agreement.

  • Holder Indemnified Parties has the meaning set forth in Section 7(a).

  • Seller Indemnitees has the meaning set forth in Section 8.03.

  • Servicer Indemnified Party As defined in Section 8.05(c) of this Agreement.