Derivative Demand Investigation Costs definition

Derivative Demand Investigation Costs means the reasonable costs, charges, fees and expenses consented to by the Insurer and incurred by the Company or by its board of directors (or an equivalent managing body or equivalent foreign body) or any committee thereof in connection with the investigation or evaluation of a Shareholder Derivative Demand. “Derivative Demand Investigation Costs” shall not include any wages, salary, fees or other compensation of any employee of the Company or of any Insured Person.
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Derivative Demand Investigation Costs means reasonable and necessary costs, charges, fees and expenses (including but not limited to legal costs and expert's fees but not including any settlement, judgment or damages and not including any regular or overtime wages, salaries or fees of any Insured Person or Employee) incurred by the Company or its board of directors (or the equivalent management body) or any committee of the board of directors (or the equivalent management body), incurred solely in connection with a Derivative Demand Investigation.
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Derivative Demand Investigation Costs means reasonable and necessary costs, charges, fees (including but not limited to attorney’s fees and expert’s fees) and expenses (other than regular or overtime wages, salaries, bonuses, stock options, or fees or any other form of compensation of any Insured Person) incurred by the Insured Entity, or by the board of directors (or its equivalent) acting on behalf of the Insured Entity, in connection with any investigation conducted: (i) by the Insured Entity; or (ii) on behalf of the Insured Entity by its board of directors (or its equivalent) or any committee of the board of directors (or its equivalent); as to how the Insured Entity should respond to such Derivative Demand.Derivative Demand Investigation Costs are subject to the Sublimit of liability set forth in Item 6 of the Declarations.
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Examples of Derivative Demand Investigation Costs in a sentence

  • The Insurer will pay all covered Defence Costs, Investigation Costs, Regulatory Crisis Event Costs, Extradition Costs, Prosecution Costs, Assets and Liberty Defence Costs, Assets and Liberty Expenses, and Derivative Demand Investigation Costs, Tax Liability, within fifteen (15) days of the Insurer receiving sufficiently detailed invoices and supporting documents for those costs.

  • Coverage D: Derivative Demand Investigation Costs Coverage The Insurer shall pay Investigation Costs up to the amount of the Derivative Demand Investigation Sub-Limit of Liability set forth in Item 3(b) of the Directors and Officers Liability Coverage Section Declarations incurred by a Company solely in response to a Derivative Demand first made and reported to the Insurer during the Policy Period.

  • Coverage D: Derivative Demand Investigation Costs Coverage The Insurer shall pay Investigation Costs up to the amount of the Derivative Demand Investigation Sub-Limit of Liability set forth in Item 3(b) of the Directors & Officers and Corporate Securities Liability Coverage Section Declarations incurred by a Company solely in response to a Derivative Demand first made and reported to the Insurer during the Policy Period.

  • The Company will pay on behalf of the Insured Entity any Securityholder Derivative Demand Investigation Costs the Insured Entity becomes legally obligated to pay as a result of a Securi- tyholder Derivative Demand first received by the Insured Entity during the Policy Pe-riod or Discovery Period, if applicable, for a Wrongful Act, subject to a $250,000 aggregate sublimit of liability.

  • DERIVATIVE DEMAND INVESTIGATION COSTS COVERAGEThe Insurer shall pay on behalf of the Insured Entity all Derivative Demand Investigation Costs resulting from a Derivative Demand first received by the Company during the Policy Period or the Extended Reporting Period for a Wrongful Act taking place before or during the Policy Period, subject to the Sublimit of Liability for Derivative Demand Investigation Costs set forth in Item 6.D. of the Declarations.

  • Coverage D: Derivative Demand Investigation Costs Coverage The Insurer shall pay Investigation Costs up to the amount of the Derivative Demand Investigation Sub-Limit of Liability set forth in Item 3(b) of the Investment Fund Coverage Section Declarations incurred by a Fund Organization solely in response to a Derivative Demand first made and reported to the Insurer during the Policy Period.

  • The Insurer shall pay on behalf of the Company all Security Holder Derivative Demand Investigation Costs as a result of any Security Holder Derivative Demand first made during the Policy Period and reported to the Insurer as required by this Policy.

  • No Retention amount shall apply to (i) Non-Indemnifiable Loss; or (ii) Derivative Demand Investigation Costs.

  • No Retention applies to Non-Indemnifiable Loss, Crisis Costs, Derivative Demand Investigation Costs or Compliance Program Costs.

  • Regardless, the Court finds Company Coverage and Company Reimbursement Coverage are not implicated because no claim was made during the policy period, and the Adverse Mediate Event Coverage and Derivative Demand Investigation Costs Coverage are not applicable because the Enslein Lawsuit does not involve an adverse media event or derivative demand.


More Definitions of Derivative Demand Investigation Costs

Derivative Demand Investigation Costs means reasonable fees, costs and expenses consented to the by Insurer (which consent will not be unreasonably withheld) and incurred by the Insured Organization, including its board of Directors (or equivalent governing body) or any committee thereof, to investigate and evaluate a Derivative Demand, including legal and expert fees; provided, that Derivative Demand Investigation Costs will not include any overhead expenses, or any compensation or benefits of an Insured Person.
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Derivative Demand Investigation Costs means reasonable and necessary costs, fees and expenses (other than regular or overtime wages, salaries, fees, or benefits of the directors, officers or employees of the Company or the Company’s overhead expenses) incurred by the Company (including its Board of Directors or any committee of its Board of Directors) solely with respect to an evaluation required to determine whether it is in the best interest of the Company to prosecute the claims alleged in a Derivative Demand and prior to any Claim first made in connection with such Derivative Demand. In no event shall Derivative Demand Investigation Costs include any costs, fees or expenses incurred in a Claim.
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Derivative Demand Investigation Costs means reasonable fees, costs and expenses incurred solely by the Insured Entity (including its board of directors or any committee of its board of directors) in connection with its investigation or evaluation on behalf of the Insured Entity of:
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Derivative Demand Investigation Costs means the reasonable fees, costs and expenses incurred by the Organization, its board of directors, or any committee of its board of directors, solely in response to a Derivative Demand and do not include any:
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Related to Derivative Demand Investigation Costs

  • Litigation Costs means all reasonable costs, charges, expenses, including attorneys', accountants' and expert witnesses' fees, and obligations paid or incurred in connection with investigating, defending (including affirmative defenses and counterclaims), obtaining or attempting to obtain a settlement, being a witness in, or participating in or preparing to defend, be a witness in, or participate in, any Proceeding and any appeal therefrom and the cost of appeal, attachment and similar bonds.

  • Acquisition Costs means all fees, costs, expenses, stamp, registration or transfer Taxes incurred by the Group in connection with the Acquisition.

  • Litigation Expense means any expenses reasonably incurred in connection with investigating, defending or asserting any claim, action, suit or proceeding incident to any matter indemnified against under this Agreement, including, without limitation, court filing fees, court costs, arbitration fees or costs, witness fees, and fees and disbursements of legal counsel, investigators, expert witnesses, accountants and other professionals.

  • Background investigation means the investigation conducted by a licensee or applicant to support the determination of trustworthiness and reliability.

  • Acquisition Cost means the cost to acquire a tangible capital asset including the purchase price of the asset and costs necessary to prepare the asset for use. Costs necessary to prepare the asset for use include the cost of placing the asset in location and bringing the asset to a condition necessary for normal or expected use.

  • Litigation Expenses means costs and expenses incurred in connection with commencing, prosecuting and settling the Action (which may include the costs and expenses of Plaintiffs directly related to their representation of the Settlement Class), for which Lead Counsel intends to apply to the Court for reimbursement from the Settlement Fund.

  • Initial Costs means all costs incurred by the Authority relating to the establishment and initial operation of the Authority, such as the hiring of an Executive Director and any administrative staff, any required accounting, administrative, technical and legal services in support of the Authority’s initial activities or in support of the negotiation, preparation and approval of one or more Administrative Services Provider Agreements and Program Agreement 1. Administrative and operational costs incurred after the approval of Program Agreement 1 shall not be considered Initial Costs.

  • Cleanup costs means expenses (including but not limited to legal and professional fees) incurred in testing for, monitoring, cleaning up, removing, containing, treating, neutralizing, detoxifying or assessing the effects of Pollutants.

  • Excluded Expenses means an amount a claimant pays for insurance offered under a health benefit plan for a taxable year if:

  • Remediation Costs means the cost of any action taken to reduce the concentration of contaminants on, in or under the Eligible Property to permit a record of site condition to be filed in the Environmental Site Registry under section 168.4 of the Environmental Protection Act and the cost of complying with any certificate of property use issued under section 168.6 of the Environmental Protection Act, as further specified in the CIP.

  • Collection Costs means an amount that the Municipality can charge with regard to the enforcement of a consumer’s monetary obligations;

  • Transaction Costs means all fees, costs and expenses incurred or payable by Holdings, the Borrower or any other Subsidiary in connection with the Transactions.

  • Disposition Expenses means reasonable out-of-pocket expenses incurred by the Servicer in connection with the sale at auction or other disposition of a Leased Vehicle by the Servicer.

  • Environmental Costs any and all costs or expenses (including attorney’s and consultant’s fees, investigation and laboratory fees, response costs, court costs and litigation expenses, fines, penalties, damages, settlement payments, judgments and awards), of whatever kind or nature, known or unknown, contingent or otherwise, arising out of, or in any way relating to, any actual or alleged violation of, noncompliance with or liability under any Environmental Laws. Environmental Costs include any and all of the foregoing, without regard to whether they arise out of or are related to any past, pending or threatened proceeding of any kind.

  • Letter of Credit Indemnified Costs has the meaning specified therefor in Section 2.11(f) of the Agreement.

  • Acquisition Expenses means any and all expenses, exclusive of Acquisition Fees, incurred by the Company, the Operating Partnership, the Advisor or any of their Affiliates in connection with the selection, evaluation, acquisition, origination, making or development of any Investments, whether or not acquired, including, without limitation, legal fees and expenses, travel and communications expenses, brokerage fees, costs of appraisals, nonrefundable option payments on property not acquired, accounting fees and expenses, title insurance premiums and the costs of performing due diligence.

  • Cost of idle facilities or idle capacity means costs such as maintenance, repair, housing, rent, and other related costs, e.g., insurance, interest, property taxes and depreciation or use allowances.

  • Common Expenses means expenditures made by or financial liabilities of the association, together with any allocations to reserves.

  • Construction Costs means land costs, all costs paid to construct and complete the Improvements, as specified on Exhibit "B" attached hereto and made a part hereof.

  • Distribution Costs means all costs of:

  • Company Expenses has the meaning provided in Section 8.3.

  • Patent Expenses means the fees and expenses of outside counsel and payments to Third Parties incurred after the Effective Date in connection with the preparation, filing, prosecution and maintenance of the Licensed Patents, the Joint Collaboration Patents, and the Shire Patents covering Compound and Collaboration Products, including the costs of patent interference and opposition proceedings, net of any reimbursement of such expenses by Third Parties.

  • Independent expenditure means an expenditure by a person:

  • Common expense means costs incurred by the association to exercise any of the powers provided for in the association's governing documents.

  • Investigative information means information, records, and documents received or generated by a physical therapy licensing board pursuant to an investigation.

  • Claim Expenses means reasonable documented attorneys’ fees and all other reasonable documented out-of-pocket costs, expenses and obligations (including experts’ fees, travel expenses, court costs, retainers, transcript fees, duplicating, printing and binding costs, as well as telecommunications, postage and courier charges) paid or incurred in connection with investigating, defending, being a witness in or participating in (including on appeal), or preparing to investigate, defend, be a witness in or participate in, any Claim, including any Action relating to a claim for indemnification or advancement brought by an Indemnified Party as contemplated in Section 7.5.