Liability and Losses definition

Liability and Losses means as defined in Section 7.3 hereof.
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Liability and Losses has the meaning ascribed to it in Section 7.3 hereof. ​
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Examples of Liability and Losses in a sentence

  • The Indemnitee has determined, in good faith, that any course of conduct of such Indemnitee giving rise to the Liability and Losses was in the best interests of the Company.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is a Trustee (other than an Independent Trustee), officer, employee, Controlling Person or agent of the Company, or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Trustee.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is a Trustee (other than an Independent Trustee), officer, employee, Sponsor, Controlling Person or agent of the Company, or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Trustee.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is the Sponsor or a Trustee (other than an Independent Trustee), officer, employee, Controlling Person, or agent of the Company, or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Trustee.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is a Director (other than an Independent Director), or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Director.

  • Such Liability and Losses were not the result of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties of the Indemnitee to the Company in the case that the Indemnitee is a Trustee, officer, employee, or agent of the Company.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is a Sponsor or a Trustee (other than an Independent Trustee), officer, employee, Controlling Person or agent of the Company, or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Trustee.

  • Such Liability and Losses were not the result of (1) negligence or misconduct, in the case that the Indemnitee is a Trustee (other than an Independent Trustee), or (2) gross negligence or willful misconduct, in the case that the Indemnitee is an Independent Trustee.

  • Such Liability and Losses were not the result of gross negligence or willful misconduct, in the case that the Indemnitee is a Trustee (including an Independent Trustee).

  • Such Liability and Losses were not the result of the Indemnitee’s gross negligence or willful misconduct, in each case, as determined by a court of competent jurisdiction in a final, non-appealable order.

Related to Liability and Losses

  • Loss or Losses means all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys' fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers.

  • Seller Losses has the meaning set forth in Section 10.2(a).

  • Buyer Losses shall have the meaning set forth in Section 8.2.

  • Liability Cap has the meaning ascribed to it in paragraph 1 of Schedule 9;

  • Net Losses means, for each fiscal year or other period, an amount equal to the Partnership's taxable income or loss for such year or period determined in accordance with Code Section 703(a) (for this purpose, all items of income, gain, loss or deduction required to be stated separately pursuant to Code Section 703(a)(1) shall be included in taxable income or loss), with the following adjustments:

  • BRRD Liability means a liability in respect of which the relevant Write Down and Conversion Powers in the applicable Bail-in Legislation may be exercised.

  • Tax Losses has the meaning assigned to such term in Section 7.1(a).

  • Losses shall have the meaning set forth in Section 5(a).

  • Fraud Losses Realized Losses on Mortgage Loans as to which a loss is sustained by reason of a default arising from fraud, dishonesty or misrepresentation in connection with the related Mortgage Loan, including a loss by reason of the denial of coverage under any related Primary Insurance Policy because of such fraud, dishonesty or misrepresentation.

  • Profits and Losses means, for each Fiscal Year or other period, an amount equal to the Company's taxable income or loss for such year or period, determined in accordance with Code Section 703(a) (for this purpose, all items of income, gain, loss, or deduction required to be stated separately pursuant to Code Section 703(a)(l) shall be included in taxable income or loss), with the following adjustments:

  • Covered Losses means any and all losses, assessments, fines, penalties, administrative orders, obligations, judgments, amounts paid in settlement, costs, expenses, liabilities and damages (whether actual, consequential or punitive), including interest, penalties, reasonable court costs and attorney’s fees, disbursements and costs of investigations, deficiencies, levies, duties and imposts.

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

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

  • Adverse Consequences means all actions, suits, proceedings, hearings, investigations, charges, complaints, claims, demands, injunctions, judgments, orders, decrees, rulings, damages, dues, penalties, fines, costs, amounts paid in settlement, Liabilities, obligations, Taxes, liens, losses, expenses, and fees, including court costs and reasonable attorneys' fees and expenses.

  • Direct Losses means all damages, losses, liabilities, penalties, fines, assessments, claims, actions, costs, expenses (including the cost of legal or professional services, legal costs being on a substantial indemnity basis), proceedings, demands and charges whether arising under statute, contract or at common law, except Indirect Losses.

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

  • Special Damages shall have the meaning as set forth in Section 5.07.

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

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

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

  • Net Loss means, for each fiscal year or other applicable period, an amount equal to the Partnership’s taxable income or loss for such year or period as determined for federal income tax purposes by the General Partner, determined in accordance with Section 703(a) of the Code (for this purpose, all items of income, gain, loss or deduction required to be stated separately pursuant to Section 703(a) of the Code shall be included in taxable income or loss), adjusted as follows:

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

  • Indirect Losses means loss of profits, loss of production, loss of business, loss of business opportunity, or any claim for consequential loss or for indirect loss of any nature;

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

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