Indemnification Costs definition
Examples of Indemnification Costs in a sentence
If, after Notice by APS, the Contractor fails or refuses to fulfill its obligations contained in this section, the Contractor shall be liable for and reimburse APS for any and all Indemnification Costs and any settlements or payments made.
By its execution hereof, New Indemnitor confirms the representations and warranties and agrees to the covenants regarding New Indemnitor set forth in the Consent Agreement, including, but not limited to, the obligation to pay the Indemnification Costs under Section 1.8 of the Consent Agreement.
Original Indemnitor confirms (a) the representations and warranties and agrees to the covenants regarding Original Indemnitor set forth in the Agreement, including, but not limited to the obligations to pay the Indemnification Costs, and (b) the truth and accuracy of all representations and warranties set forth in the Guaranty and Environmental Indemnity, as applicable.
By his execution hereof, Current Indemnitor confirms the representations and warranties and agrees to the covenants regarding Current Indemnitor set forth in the Consent Agreement, including, but not limited to, the obligation to pay the Indemnification Costs under Sections 1.8 and 1.26 of the Consent Agreement.
If cumulative Opt-Out Costs and Indemnification Costs do not exceed Seven Million Dollars and No Cents ($7,000,000.00) as of the First Contingent Payment Determination Date, then the First Contingent Payment due, if any, shall be determined pursuant to the table immediately above.
Guarantor confirms the obligation to pay the Title Indemnification Costs under the Modification Agreement.
If this occurs, the Fourth Contingent Payment shall be reduced by one dollar for every one dollar of cumulative Opt-Out Costs and Indemnification Costs that exceed Twenty-Eight Million Dollars and No Cents ($28,000,000.00), up to the entire amount of Contingent Payment that otherwise would be due.
If cumulative Opt-Out Costs and Indemnification Costs do not exceed Thirty-Five Million Dollars and No Cents ($35,000,000.00) as of the Fifth Contingent Payment Determination Date, then the Fifth Contingent Payment due, if any, shall be determined pursuant to the table immediately above.
In no event shall the Buyer Indemnified Party be entitled to be paid out of the Holdback Amount in respect of claims against a Selling Common Stockholder for Capped Buyer Indemnification Costs in an amount in excess of such Selling Common Stockholder's Maximum Escrow Amount.
Notwithstanding anything herein to the contrary, neither Party shall be liable to the other for any Indemnification Costs (as calculated in the aggregate) in excess of the amount paid or payable by EarthLink to Seller hereunder.