Specified Losses definition

Specified Losses means the Restructuring Charges, the $13,500,000 of charges taken by Manor Care in the quarter ending May 31, 1998 and up to $25,000,000 of extraordinary losses of the Company and its Subsidiaries in each fiscal year commencing January 1, 1999.

Specified Losses means up to $25,000,000 of extraordinary losses of the Borrower and Subsidiaries in each Fiscal Year.

Specified Losses means, with respect to any Losses incurred by an Indemnified Person, all such Losses arising from, in respect of or in connection with any criminal conduct, intentional tortious conduct, willful misconduct, gross negligence, fraud, violation of public policy or any material breach of any of the terms of the Transaction Documents, in each case on the part of such Indemnified Person or its Affiliates or any of their respective employees, officers, directors, employers, agents or authorized representatives.

Examples of Specified Losses in a sentence

• Specified Losses Deductible• Jewelers Block Coverage Form• *Water Backup from Sewers, Drains, Septic Systems, or Sump Pumps Endorsement• Windstorm or Hail Percentage Deductible Form• Earthquake and Volcanic Eruption Endorsements (full limit or sublimit)• Flood Coverage Endorsement• Equipment Breakdown Coverage Endorsements (with or without Production Equipment)• *Temperature Change Coverage Form• Commercial Crime Coverage Form, Insuring Agreements, 1.

• Valley Fair shall also be entitled to conduct due diligence, which may include physical inspections and pricing checks at the HBA Departments, Non-VCD Stores, and the Widmxxx Xxxehouse Facility to ensure that each Specified Losses Statement accurately reflects the Specified Losses for the period.

• This will support significant employment and housing growth in the vicinity of the Airport - 500,000 sq m of office, logistics, hotel and advanced manufacturing space at “Airport City”, further development of areas around Wythenshawe Hospital as a health and bio-tech cluster, 60,000 sq m of office floorspace around the new HS2 station and 2400 homes.

• EUS\JHADFI\365215429.10 the Company beginning prior to Completion, provided that nothing in this clause 6, nor in clauses 4 or 5, shall oblige the Buyer to procure the surrender of the whole or part of any Buyer’s Relief or any Specified Losses, or do anything that could give rise to a Tax Liability which is not specifically provided for in the Locked Box Accounts.

• Notwithstanding the foregoing, nothing in this Section 4.24 or in Section 4.24 of the Disclosure Schedule shall have any effect of reducing or limiting any claim for Specified Losses hereunder.

More Definitions of Specified Losses

Specified Losses losses in an aggregate amount not to exceed $456,600,000 resulting from or arising in connection with the securities transactions consummated by the Borrower and its Affiliates on August 1, 2012.

Specified Losses means an amount equal to (A - B) x C, where A = $22 B = the greater of (i) the three day volume weighted average trading price of a trust unit of the Fund (or a common share of any successor to the Fund, as applicable) on the last Business Day prior to the date of such final order or ruling, and (ii) the net proceeds per trust unit of the Fund (or common share of any successor to the Fund, as applicable) realized by the Vendors in connection with any sale, equity monetization or other disposition of trust units of the Fund or common shares of any successor to the Fund, as applicable, made within 180 days following the termination of this Agreement in accordance with its terms, provided that if no such disposition has occurred during such 180-day period, then “B” will be the amount specified in item (i) above. C = 104,609,895 plus any out-of pocket expenses reasonably incurred by the Vendors in connection with securing the payment of the indemnification provided by Section 7.03(2).”

Specified Losses has the meaning set forth in Section 8.3(c).

Specified Losses means the trading losses totaling $7.1 million on a pre-tax basis incurred by Hoenig UK, described in the FSA Noxxxxx, plus (i) all fees and expenses incurred on or before the date of Amendment No. 1 in connection with the matters referred to in the FSA Notices, (ii) all Escrow Expenses (as defined in the Escrow Agreement), (iii) all penalties and fines levied by any Governmental Entity in connection with the matters referred to in the FSA Notices and (iv) all fees and expenses incurred after the date of Amendment No. 1 in connection with any inquiry, investigation or proceeding by any Governmental Entity relating to the matters referred to in the FSA Notices.

Specified Losses means (i) amounts that Indemnitee actually pays subsequent to November 30, 2009 under the Specified Reinsurance Agreements in fulfillment of Indemnitee’s excess of loss contractual obligations thereunder, with respect to the WC Policies (which have been historically coded in the Indemnitee’s loss system as set forth in Exhibit B), less (ii) the net amounts received or otherwise recovered by Indemnitee or Indemnitee’s Affiliates as a result of any subrogation, credits under side agreements or any other matters related to any payment made by Indemnitee pursuant to Section 1(b)(i) after deduction of Indemnitee’s costs and expenses incurred in obtaining such amounts (collectively, the “Recoverables”). Notwithstanding anything herein to the contrary, “Recoverables” shall not include amounts received or otherwise recovered under the Indemnitee’s outward retrocessional contracts in effect on the date of this Agreement. Notwithstanding anything herein to the contrary, “Specified Losses” shall not include, and Indemnitor shall have no obligations with respect to, (i) any amounts resulting, directly or indirectly or in whole or in part from, Indemnitee’s or its Affiliates’ (A) bad faith, willful misconduct or negligence occurring after the effective date of this Agreement, or (B) breach of the terms and conditions of this Agreement, (ii) any consequential, indirect, special, exemplary or punitive damages, (iii) any workers’ compensation losses arising from quota share, pro-rata, facultative, or finite reinsurance agreements or (iv) any claims or losses arising from the 2001 World Trade Center catastrophe (including any claims and losses falling within the catastrophe number 48).

Specified Losses means any Tax Losses expressed to be payable or threatened by the relevant Governmental Entity to be imposed on the Company or any of its Subsidiaries in a written notification from such Governmental Entity relating to the assessment or collection of Taxes asserted to be owed by the Company or any of its Subsidiaries (whether on their own account or on behalf of another Person) up to Five Million Dollars ($5,000,000) in the aggregate.

Specified Losses means any and all payments, costs, disbursements, Taxes, expenses, losses, Liabilities, deficiencies, penalties, judgments, awards or settlements (including reasonable and documented out-of-pocket legal, accounting and other professional fees and reasonable and documented expenses and costs arising from investigation, collection, prosecution, determination, settlement and defense) of Buyer, the Company or any of their respective Affiliates, arising out of a claim for Fraud. “Specified Losses” shall not include (i) consequential damages, lost profits or diminution of value, damages based on valuation metrics or other multipliers, or similar damages, unless such damages are the reasonably foreseeable result of the event or matter for which indemnification or damages are sought or (ii) punitive, exemplary, or similar damages, except, in each case, to the extent such damages are actually awarded to a Governmental Authority or other third party.