By Xxxxxxx. Xxxxxxx reserves the right to terminate his employment hereunder for any reason upon thirty (30) days' written notice to the Company. The Company's total liability to Xxxxxxx in the event of termination of Xxxxxxx'x employment under this Subsection 7.3 shall be limited to the payment of Xxxxxxx'x salary and benefits through the effective date of termination and the provisions of Subsection 7.2 shall not apply.
By Xxxxxxx. Xxxxxxx agrees to indemnify and hold harmless Stratus, its directors, officers, employees and agents and each Person, if any, who controls Stratus within the meaning of the Securities Act or of the Exchange Act, and its directors, officers, employees and agents, to the same extent as the foregoing indemnity from Stratus to Xxxxxxx, but only with respect to information regarding Xxxxxxx furnished in writing by or on behalf of Xxxxxxx expressly for inclusion in a Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus, prospectus supplement, free writing prospectus or final prospectus contained therein, or any amendment or supplement thereof; provided, however, that the liability of Xxxxxxx shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by Xxxxxxx from the sale of the Registrable Securities giving rise to such indemnification.
By Xxxxxxx. Xxxxxxx shall maintain comprehensive ---------- general liability insurance, including contractual liability insurance, against claims for bodily injury or property damage arising from its activities contemplated by the Agreement, with such insurance companies and in such amounts as Xxxxxxx customarily maintains for similar activities. Xxxxxxx shall maintain such insurance during the Development Period and thereafter for so long as Xxxxxxx maintains insurance for itself covering such activities.
By Xxxxxxx. 7.2.1.1 Frontier will provide an appropriate EMI record to Carrier; and
7.2.1.2 Frontier will xxxx Xxxxxxx Frontier's applicable Switched Exchange Access Tariff charges and Frontier’s applicable Tariff query charges.
By Xxxxxxx. BN shall not be liable for and Xxxxxxx shall indemnify and hold BN, its officers, directors, employees and agents (“BN Indemnitee”) [***].
By Xxxxxxx. Each Lender shall make each Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, Local Time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that Swingline Loans shall be made as provided in Section 2.04. The Administrative Agent will make such Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account of the applicable Borrower maintained with the Administrative Agent or by wire transfer, automated clearing house debit or interbank transfer to such other account, accounts or Persons designated by the applicable Borrower in the applicable Borrowing Request; provided that Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank.
By Xxxxxxx. Xxxxxxx may terminate his employment upon at least ninety (90) days' written notice.
By Xxxxxxx. Xxxxxxx shall indemnify and hold harmless Customer (and its officers, directors, employees, shareholders and agents) against all liability, loss, damage, claims, actions, and expenses (including attorneys’ fees) (collectively, “Losses”) based upon or arising out of: (a) property damage, including loss or destruction of data, or personal injury, including death, directly caused by or sustained in connection with Xxxxxxx’x negligence or willful misconduct; or (b) any material breach of any warranty or representation made by Xxxxxxx; provided, however, that Xxxxxxx shall not be required to indemnify Customer to the extent that such Losses are caused by Customer’s negligence or breach of this Agreement.
By Xxxxxxx. Xxxxxxx will indemnify and hold harmless FHP, its subsidiaries and Affiliates, and each officer, director, employee and agent thereof, from and against any and all Xxxxxxx Liabilities.
By Xxxxxxx. In consideration of the payments and arrangements set forth in this Consulting Agreement, XxXxxxx, for himself and on behalf of each of his heirs, executors, administrators, legal representatives and assigns, does hereby remise, release and forever discharge National Media and each and every of the predecessors, parents, subsidiaries, affiliates, assigns, directors, officers, shareholders, employees and agents of National Media, both current and former (hereinafter, the "National Media Released Parties") of and from every claim, demand, right of action and cause of action whatsoever, and from all debts, obligations, costs (including, without limitation, attorney's fees), expenses, damages, losses and liabilities whatsoever (collectively, "Claims"), whether known or unknown, that XxXxxxx ever had, now has, or hereafter may have against the National Media Released Parties (or any of them) arising out of or relating to (i) any matter, thing or event occurring up to and including the date of this Consulting Agreement, (ii) the Employment Agreement or XxXxxxx' employment by or service to National Media and its subsidiaries, or (iii) XxXxxxx' separation or his status as an officer or director of National Media, including, without limitation, claims arising under the Older Workers Benefit Protection Act and all other federal, state and local statutes, ordinances, rules, regulations and common law principles. Notwithstanding the preceding sentence, nothing in this Consulting Agreement is intended to diminish any right to indemnification that XxXxxxx may have as a director or former officer under National Media's Certificate of Incorporation and Bylaws. If, notwithstanding the foregoing, XxXxxxx makes any claim against National Media or any of its subsidiaries with respect to the matters covered by this section, National Media shall be entitled to forfeit XxXxxxx' right to any further payments hereunder.