Entitlement to Indemnity. The indemnification provided by this section 6.2.3 shall not be deemed exclusive of any other rights to indemnification to which those seeking indemnification may be entitled under any agreement or otherwise. The provisions of this section 6.2.3 shall continue to afford protection to each Covered Person regardless whether such Covered Person remains in the position or capacity pursuant to which such Covered Person became entitled to indemnification under this section 6.2.3 and shall inure to the benefit of the executors, administrators, and legal representative of such Covered Person.
Entitlement to Indemnity. The indemnification provided by this § 13.2 shall not be deemed exclusive of any other rights to indemnification to which those seeking indemnification may be entitled under any agreement or otherwise. The provisions of this § 13.2 shall continue to afford protection to each Indemnified Person regardless of whether such Indemnified Person remains in the position or capacity pursuant to which such Indemnified Person became entitled to indemnification under this § 13.2 and shall inure to the benefit of the executors, administrators, legatees and distributees of such Indemnified Person.
Entitlement to Indemnity. Subject to the limitations set forth in Section 6.4, the Claimant shall be entitled to receive payment for all amounts that the Respondent (i) has agreed in writing to pay, (ii) is obligated to pay pursuant to a written memorandum between Seller and Buyer pursuant to Section 6.5(b) or (iii) has been found liable to pay pursuant to a final, non-appealable order of a court of competent jurisdiction.
Entitlement to Indemnity. The Indemnified Party shall be entitled to receive payment for all amounts that the Indemnifying Party (i) has agreed in writing to pay pursuant to Section 10.6(b) or (ii) has been found liable to pay pursuant to a final order of a court of competent jurisdiction.
Entitlement to Indemnity. The indemnification provided by Section 17.04 does not exclude any other indemnification rights under any separate agreement or otherwise.
Entitlement to Indemnity. The indemnification provided by this ARTICLE IX shall not be deemed exclusive of any other rights to indemnification to which those seeking indemnification may be entitled under any agreement or otherwise. The provisions of this ARTICLE IX shall continue to afford protection to each Covered Person regardless of whether such Covered Person remains in the position or capacity pursuant to which such Covered Person became entitled to indemnification under this ARTICLE IX and shall inure to the benefit of the executors, administrators, legatees, and distributees of such Covered Person.
Entitlement to Indemnity. The indemnification provided by this Section 8.02 shall not be deemed exclusive of any other rights to indemnification to which those seeking indemnification may be entitled under any other agreement or otherwise. The p...
Entitlement to Indemnity. (i) The indemnification provided by this Section 14.03 shall not be deemed exclusive of any other rights to indemnification to which those seeking indemnification may be entitled under any agreement or otherwise. The provisions of this Section 14.03 shall continue to afford protection to each Covered Person regardless of whether such Covered Person remains in the position or capacity pursuant to which such Covered Person became entitled to indemnification under this Section 14.03 and shall inure to the benefit of the executors, administrators, legatees and Distributees of such Covered Person.
(ii) The Company hereby acknowledges that the F3C Managers and F3C Observer (the “F3C Covered Persons”) may have rights to indemnification, advancement of expenses and/or insurance provided by F3C or Affiliates of F3C (collectively, the “F3C Indemnitors”). The Company hereby agrees (A) that it is the indemnitor of first resort with respect to the F3C Covered Persons (i.e., its obligations to the F3C Covered Persons are primary and any obligation of the F3C Indemnitors to advance expenses or to provide indemnification for the same expenses or liabilities incurred by any F3C Covered Person are secondary), (B) that it shall be required to advance the full amount of expenses incurred by a an F3C Covered Person and shall be liable for the full amount of all expenses, judgments, penalties, fines and amounts paid in settlement to the extent legally permitted and as required by the terms of this Agreement and the Certificate of Formation (or any other agreement between the Company and the F3C Covered Person), without regard to any rights any F3C Covered Person may have against the F3C Indemnitors, and (C) that it irrevocably waives, relinquishes and releases the F3C Indemnitors from any and all claims against the F3C Indemnitors for contribution, subrogation or any other recovery of any kind in respect thereof. The Company further agrees that no advancement or payment by the F3C Indemnitors on behalf of an F3C Covered Person with respect to any claim for an F3C Covered Person has sought indemnification from the Company shall affect the foregoing and the F3C Indemnitors shall have a right of contribution and/or be subrogated to the extent of such advancement or payment to all of the rights of recovery of such F3C Covered Person against the Company. The Company and F3C Covered Persons agree that the F3C Indemnitors are express third party beneficiaries of the terms of this Sect...
Entitlement to Indemnity. The Indemnified Party shall be entitled to receive payment for all amounts that the Indemnifying Party (i) has agreed in writing to pay or reimburse, or (ii) has been found liable to pay pursuant to a final, non-appealable Order of a court of competent jurisdiction (each such amount, an “Indemnity Payment Obligation”), in each case, no later than five (5) Business Days after the date of the event described under (i) through (ii), above (such date, the “Determination Date”).
Entitlement to Indemnity. The Indemnified Party shall be entitled to receive payment for all amounts that the Indemnifying Party (i) has agreed in writing to reimburse, (ii) has been deemed to have agreed to reimburse pursuant to Section 9.5(b) (subject in all events to the limitations set forth in this ARTICLE 9), (iii) has been found responsible to pay pursuant to a written memorandum of agreement between the Parties pursuant to Section 9.5(c) or (iv) has been found liable to pay pursuant to a final, non-appealable arbitration award or Order of a court of competent jurisdiction issued or entered pursuant to a binding arbitration (each such amount, an “Indemnity Payment Obligation”).
