Common use of Survival; Contribution Clause in Contracts

Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.2, the Corporation and the Holders shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation and the Holders in connection with the event giving rise to liability.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pershing Square Capital Management, L.P.), Registration Rights Agreement (Canadian Pacific Railway LTD/Cn)

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Survival; Contribution. The indemnification provisions provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section Section 4.2, the Corporation Issuer and the Holders shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation Issuer and the Holders in connection with the event giving rise to liability.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Asset Management Inc.), Registration Rights Agreement (Transalta Corp)

Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.2, the Corporation and the Holders Holder shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation and the Holders Holder in connection with the event giving rise to liability.

Appears in 1 contract

Samples: Registration Rights Agreement (Teck Resources LTD)

Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.29(e), the Corporation Purchaser and the Holders Vendor shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation Purchaser and the Holders Vendor in connection with the event giving rise to liability.

Appears in 1 contract

Samples: Share Purchase Agreement (Aurizon Mines LTD)

Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.29(e), the Corporation Purchaser and the Holders such Vendor shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation Purchaser and the Holders such Vendor in connection with the event giving rise to liability.

Appears in 1 contract

Samples: Share Purchase Agreement (Aurizon Mines LTD)

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Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.2reason, the Corporation Purchaser and the Holders Vendor shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation Purchaser and the Holders Vendor in connection with the event giving rise to liability.

Appears in 1 contract

Samples: Share Purchase Agreement (Aurizon Mines LTD)

Survival; Contribution. The indemnification provided for under this Agreement will survive the expiry of this Agreement and will remain in full force and effect regardless of any investigation made by or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and will survive any transfer of securities pursuant thereto. In the event the indemnification is unavailable in whole or in part for any reason under this section 4.29, the Corporation Purchaser and the Holders Vendor shall contribute to the aggregate of all losses, claims, damages, liabilities and expenses in such proportion as is appropriate to reflect the relative fault of the Corporation Purchaser and the Holders Vendor in connection with the event giving rise to liability.

Appears in 1 contract

Samples: Share Purchase Agreement (Aurizon Mines LTD)

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