Resolved Amount definition

Resolved Amount has the meaning set forth in Section 11.4.
Resolved Amount means, with respect to any Outstanding Claim, an amount equal to the difference of (i) the amount claimed by Parent with respect to such Outstanding Claim, minus (ii) all amounts released from the Indemnification Escrow Account to Parent with respect to such Outstanding Claim.
Resolved Amount means, with respect to any Outstanding Claim, an amount equal to the difference of (A) the amount claimed by Purchaser with respect to such Outstanding Claim, minus (B) all amounts released from the Indemnification Escrow Fund to Purchaser with respect to such Outstanding Claim.

Examples of Resolved Amount in a sentence

  • Accordingly, the Resolved Amount on either Exhibit B or Exhibit C is in full satisfaction of both the claim to which it refers and the corresponding claim between the same parties reflected on the other Exhibit.

  • Notwithstanding anything herein contained to the contrary, (x) in no event shall the Resolved Amount (less any interest earned thereon) be greater than Purchaser’s Estimate and (y) Purchaser shall pay to Noble an amount equal to the Agreed Rate on the Overheld Amount from the Closing Date until the date of payment.

  • Where on or prior to the applicable Release Date, the Indemnifying Party is a Seller, within two Business Days of the resolution of such dispute, the Sellers and the Purchaser shall execute on behalf of the Purchaser Indemnified Party, and deliver to the Escrow Agent, a Joint Notice, instructing such Escrow Agent to pay the Resolved Amount to the Purchaser Indemnified Party pursuant to the Escrow Agreement.

  • To the extent required by the Escrow Agent, Seller Representative and Parent shall provide a joint written instruction to Escrow Agent, as required to effectuate such release of the Initial Release Amount and any Resolved Amount.

  • Where (x) the Indemnifying Party is the Purchaser or (y) following the applicable Release Date, the Indemnifying Party is a Seller, in each case, within two Business Days of the resolution of such dispute, the Indemnifying Party shall pay the Resolved Amount (in cash by wire transfer of immediately available funds) to the Indemnified Party.

  • A Resolved Amount is a payment owed to one of the Parties as a result of resolving a dispute.

  • Such arbitrator shall, upon completion of such arbitration proceedings, certify the results of the arbitration to the Escrow Agent, including his decision with respect to the existence of a Claim and the Resolved Amount thereof, if any, and the Escrow Agent shall be entitled to rely and act accordingly with respect to payments to Buyer hereunder, if any, on the basis of the decision of such arbitrator as so certified.

  • If, after reasonable attempt, Party A and Party B are unable to receive three calculations, the Resolved Amount shall be as mutually agreed in good faith by Party A and Party B in accordance with market practice by reference to calculations and/or determinations made by independent leading dealers in the relevant market.

  • The Operating Fee shall be increased or decreased to compensate the appropriate Party for the Resolved Amount.

  • However, if either the Indemnity Escrow Amount or the Special Indemnity Escrow Amount held in the Escrow Account is insufficient to satisfy in full any such Unobjected Amount or Resolved Amount owing to such Buyer Indemnified Party, such Buyer Indemnified Party will be entitled to recourse directly against Sellers for the balance thereof, subject to the other limitations of this ARTICLE VIII.


More Definitions of Resolved Amount

Resolved Amount means, with respect to any Outstanding Claim, the Losses estimated in good faith to result from such Outstanding Claims and retained by Buyer as of the First Release Date or the Final Release Date, as applicable, minus any amounts agreed or determined to be owed by Sellers in indemnification pursuant to this Article V. For the avoidance of doubt, if the Resolved Amount for any given Outstanding Claim is less than zero, the Resolved Amount for such Outstanding Claim shall be deemed to be zero.
Resolved Amount means the sum of the Title Resolved Amount and the Environmental Resolved Amount.
Resolved Amount means the amount to be paid to the Buyer in respect of a Resolved Warranty Claim; Resolved Warranty Claim means a Management Sellers Warranty Claim :
Resolved Amount shall have the meaning specified in Section 11.9(c).

Related to Resolved Amount