Insured Liabilities definition

Insured Liabilities shall have the meaning ascribed to such term Section 5.06.
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Insured Liabilities all liabilities of the Council to the extent they are indemnified under any insurance policy of the Council;
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Insured Liabilities means any liabilities or obligations arising out of or relating to occurrences prior to the Closing Date subject to coverage and to the extent covered under the Insurance (other than the Assumed Insurance) or under any other insurance
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Examples of Insured Liabilities in a sentence

  • The Buyer and the Seller shall mutually agree on an acceptable arrangement for the submission of claims for such Insured Liabilities to the appropriate insurer.

  • Buyer and Seller shall mutually agree on an acceptable arrangement for the submission of claims for such Insured Liabilities to the appropriate insurer.

  • The bureau’s January 2016 Standards for American Spaces requires that Public Affairs Sections prepare an annual plan for resource development and programming in collaboration with each American Space partnerorganization.

  • Without limiting the above, Buyer shall do or cause to be done, on commercially reasonable terms, all things reasonably requested by Seller to enable Seller to fulfill its continuing obligations with respect to Warranties and Retained Insured Liabilities.

  • Notwithstanding the foregoing, from and after the Closing, the Seller shall use its reasonable best efforts to assist the Purchaser in recovering any Pre-Closing Insured Liabilities, to the extent (a) the period for making a valid claim with respect 42 thereto under the applicable Seller Insurance Policies has not expired and (b) permissible under the terms of such policy.

  • Notwithstanding the foregoing, from and after the Closing, the Seller shall use its reasonable best efforts to assist the Purchaser in recovering any Pre-Closing Insured Liabilities, to the extent (a) the period for making a valid claim with respect thereto under the applicable Seller Insurance Policies has not expired and (b) permissible under the terms of such policy.

  • Without limiting the above, Buyer shall do or cause to be done, on commercially reasonable terms, all things reasonably requested by any Seller to enable Seller to fulfill its continuing obligations with respect to Warranties and Retained Insured Liabilities.

  • In consideration of Zenith's assumption of the Insurance Liabilities hereunder, the Company shall transfer to Zenith the Transferred Assets pursuant to Section 2.01 of the Purchase Agreement related to the Company's Insured Liabilities.

  • Pertinent provisions of the SEA include: Section 7.07 – Insured Liabilities After the Closing Date, LOF will cooperate with LOF Glass in pursuing diligently any claim LOF or LOF Glass may have against any insurer with respect to any liability associated with the LOF Glass Business or LOF Glass, incurred or arising out of events prior to the Closing Date.


More Definitions of Insured Liabilities

Insured Liabilities mean all Liabilities in the nature of general and automobile liability, including any Liability for Claims made for injury to persons and/or property (excluding Products Liability).
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Insured Liabilities of an exiting employer means the following outstanding liabilities of the exiting employer:
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Insured Liabilities means all liabilities of the Council to the extent they are indemnified under any insurance policy of the Council; “Intellectual Property Rights”
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Insured Liabilities means the Xxxxxxx, Xxxxxxx and potential employment related personal injury claims referred to at paragraph 4.3 of the Disclosure Letter together with legal defence costs incurred in connection with such claims, provided that any portion of such claim or costs in respect of which the Vendors' Group is not actually covered by insurance (and for the avoidance of doubt the amount of any deductible is not to be treated as being covered by insurance) shall not be an "Insured Liability" and shall be a "Business Liability";
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Insured Liabilities is defined in Section 7.18(a).
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Related to Insured Liabilities

  • Reinsured Liabilities means the General Account Liabilities and the Separate Account Liabilities.

  • Covered Liabilities as defined in Subsection 11.21.

  • Secured Liabilities means all liabilities which the Borrower, the Security Parties or any of them have, at the date of this Agreement or at any later time or times, under or by virtue of the Finance Documents or any judgment relating to the Finance Documents; and for this purpose, there shall be disregarded any total or partial discharge of these liabilities, or variation of their terms, which is effected by, or in connection with, any bankruptcy, liquidation, arrangement or other procedure under the insolvency laws of any country;

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Stated Liabilities means the recorded liabilities (including contingent liabilities that would be recorded in accordance with GAAP) of the Borrower and its Subsidiaries taken as a whole, as of the date hereof after giving effect to the consummation of the Transactions, determined in accordance with GAAP consistently applied.

  • Liabilities means any and all debts, liabilities and obligations, whether accrued or fixed, absolute or contingent, matured or unmatured or determined or determinable, including those arising under any Law, Action or Governmental Order and those arising under any contract, agreement, arrangement, commitment or undertaking.

  • Borrower's Liabilities means Borrower’s obligations under this Agreement and any other Transaction Documents.

  • Guaranteed Liabilities means: (a) each Borrower’s prompt payment in full, when due or declared due and at all such times, of all Obligations and all other amounts pursuant to the terms of the Credit Agreement, the Notes, and all other Loan Documents heretofore, now or at any time or times hereafter owing, arising, due or payable from any Borrower to any one or more of the Secured Parties, including principal, interest, and fees (including fees and expenses of counsel); (b) each Loan Party’s prompt, full and faithful performance, observance and discharge of each and every agreement, undertaking, covenant and provision to be performed, observed or discharged by such Loan Party under the Credit Agreement, the Notes and all other Loan Documents; and (c) the prompt payment in full by each Loan Party, when due or declared due and at all such times, of obligations and liabilities now or hereafter arising under Secured Cash Management Agreements and Secured Hedge Agreements; provided, however, that the Guaranteed Liabilities shall not include any Excluded Swap Obligations. The Guarantors’ obligations to the Secured Parties under this Guaranty Agreement are hereinafter collectively referred to as the “Guarantors’ Obligations” and, with respect to each Guarantor individually, the “Guarantor’s Obligations”. Notwithstanding the foregoing, the liability of each Guarantor individually with respect to its Guarantor’s Obligations shall be limited to an aggregate amount equal to the largest amount that would not render its obligations hereunder subject to avoidance under Section 548 of the United States Bankruptcy Code or any comparable provisions of any applicable state law. Each Guarantor agrees that it is jointly and severally, directly and primarily liable (subject to the limitation in the immediately preceding sentence) for the Guaranteed Liabilities. Certain of the Guarantors’ Obligations are secured by various Security Instruments referred to in the Credit Agreement, including without limitation the Security Agreement. For purposes of this Guaranty Agreement, the following terms have the following definitions:

  • Accrued Liabilities shall include a pro rata contribution to each Employee Benefit Plan or with respect to each such obligation or arrangement for that portion of a plan year or other applicable period which commences prior to, and ends after, the Closing Date, and Accrued Liabilities for any portion of a plan year or other applicable period shall be determined by multiplying the liability for the entire such year or period by a fraction, the numerator of which is the number of days preceding the Closing Date in such year or period and the denominator of which is the number of days in such year or period, as the case may be.

  • Insured Expenses Expenses covered by an Insurance Policy or any other insurance policy with respect to the Mortgage Loans.

  • Product Liabilities means all claims, Liabilities and Proceedings related to or arising from actual or alleged harm, injury, damage or death to persons, animals, property or business, irrespective of the legal theory asserted, and resulting from or alleged to result from the use, sale or manufacture of the Products.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Environmental Costs and Liabilities means any and all losses, liabilities, obligations, damages, fines, penalties, judgments, actions, claims, costs and expenses (including, without limitation, fees, disbursements and expenses of legal counsel, experts, engineers and consultants and the costs of investigation and feasibility studies and remedial activities) arising from or under any Environmental Law or order or contract with any Governmental Authority or any other Person.

  • General Liabilities shall have the meaning given it in Article III, Section 6(b) of this Declaration Trust;

  • related liabilities means (i) liabilities incurred or assumed for the purpose of financing the acquisition or ownership of financial assets, or (ii) liabilities that are secured by financial assets;

  • Consolidated Liabilities means, as at any date of determination, all liabilities of the Borrower and its Subsidiaries as of such date classified as liabilities in accordance with GAAP and determined on a Consolidated basis.

  • Excluded Liabilities has the meaning set forth in Section 2.4.

  • Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • Insured Risks means fire lightning explosion earthquake storm tempest flood subsidence landslip heave impact terrorism bursting or overflowing of water tanks and pipes earthquake damage by aircraft and other aerial devices or articles dropped there from riot and civil commotion labour disturbance and malicious damage and such other risks as the Academy Trust insures against from time to time subject in all cases to any exclusions or limitations as may from time to time be imposed by the insurers or underwriters;

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Contingent Liabilities means, respectively, each obligation and liability of the Credit Parties and all such obligations and liabilities of the Credit Parties incurred pursuant to any agreement, undertaking or arrangement by which any Credit Party either: (i) guarantees, endorses or otherwise becomes or is contingently liable upon (by direct or indirect agreement, contingent or otherwise, to provide funds for payment, to supply funds to, or otherwise to invest in, a debtor, or otherwise to assure a creditor against loss) the indebtedness, dividend, obligation or other liability of any other Person in any manner (other than by endorsement of instruments in the course of collection), including without limitation, any indebtedness, dividend or other obligation which may be issued or incurred at some future time; (ii) guarantees the payment of dividends or other distributions upon the shares or ownership interest of any other Person; (iii) undertakes or agrees (whether contingently or otherwise): (A) to purchase, repurchase, or otherwise acquire any indebtedness, obligation or liability of any other Person or any property or assets constituting security therefor; (B) to advance or provide funds for the payment or discharge of any indebtedness, obligation or liability of any other Person (whether in the form of loans, advances, stock purchases, capital contributions or otherwise), or to maintain solvency, assets, level of income, working capital or other financial condition of any other Person; or (C) to make payment to any other Person other than for value received; (iv) agrees to lease property or to purchase securities, property or services from such other Person with the purpose or intent of assuring the owner of such indebtedness or obligation of the ability of such other Person to make payment of the indebtedness or obligation; (v) to induce the issuance of, or in connection with the issuance of, any letter of credit for the benefit of such other Person; or (vi) undertakes or agrees otherwise to assure or insure a creditor against loss. The amount of any Contingent Liability shall (subject to any limitation set forth herein) be deemed to be the outstanding principal amount (or maximum permitted principal amount, if larger) of the indebtedness, obligation or other liability guaranteed or supported thereby.

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • Insurance Contracts means the insurance or annuity policies and contracts, together with all binders, slips, certificates, endorsements and riders thereto, issued or entered into by any Insurance Company prior to the Closing.

  • Insurance Costs means the sums described in paragraph 1.1 of Part 5 of the Schedule;

  • Subordinated Liabilities means liabilities subordinated to the Borrower’s obligations to the Bank in a manner acceptable to the Bank in its sole discretion.

  • Expenses and Liabilities has the meaning assigned to such term in ‎Section 5.4(a).