Examples of Administrator Indemnified Party in a sentence
Each Administrator Indemnified Party, as a condition of the indemnity agreement contained herein, shall use its commercially reasonable efforts to cooperate with the Administrator Indemnifying Party in the defense of any such action or claim.
To the extent that the Liquidating Debtor indemnifies and holds harmless a Plan Administrator Indemnified Party as provided above, the legal fees and related costs incurred by counsel to or other professionals for such Plan Administrator Indemnified Party shall be paid by the Plan Administrator from the Post Confirmation Fund as and when incurred.
The Trust’s indemnification agreement contained in this Section 7 and the Trust’s representations and warranties in this Agreement shall remain operative and in full force and effect regardless of any investigation made by or on behalf of Administrator and each Administrator Indemnified Party, and shall survive the delivery of any Shares and the termination of this Agreement.
Prior to obtaining an order closing the Chapter 11 Case and until such time as the Plan Administrator obtains the release and discharge provided in Paragraph 10.13 of this Plan, the Plan Administrator shall be entitled to retain sufficient Cash, in his sole discretion, to pay in full the estimated legal fees and related costs which may be incurred by counsel to or other professionals for any Plan Administrator Indemnified Party.
This agreement of indemnity will inure exclusively to Administrator’s benefit, to the benefit of each Administrator Indemnified Party and their estates and successors.
To the extent that an Administrator Indemnified Party or a Company Indemnified Party has received payment in respect of a Loss pursuant to the provisions of any other Transaction Agreement, such Administrator Indemnified Party or Company Indemnified Party shall not be entitled to indemnification for such Loss under this Agreement.
An Administrator Indemnified Party may, in its own discretion, participate in the defense of any claim, suit or action including using counsel of its own choosing; such participation shall not relieve Sub-Administrator of any of its obligations under this Agreement.
If the Trust does not elect to assume the defense of any such suit, or in case Administrator does not, in the exercise of reasonable judgment, approve of counsel chosen by the Trust, or in case there is a conflict of interest between the Trust and Administrator or any Administrator Indemnified Party, the Trust will reimburse the Indemnified Party or Parties named as defendant or defendants in such suit, for the fees and expenses of any counsel retained by Administrator and them.
To the extent that a Company Indemnified Party or an Administrator Indemnified Party has received payment in respect of a Loss pursuant to the provisions of the Purchase Agreement or any Ancillary Agreement, such Company Indemnified Party or Administrator Indemnified Party shall not be entitled to indemnification for such Loss under this Agreement to the extent of such payment.
If the Trust does not elect to assume the defense of any such suit, or in case Administrator does not, in the exercise of reasonable judgment, approve of counsel chosen by the Trust, or in case there is a conflict of interest between the Trust and Administrator or any Administrator Indemnified Party, the Trust will reimburse the Administrator Indemnified Party or Parties named as defendant or defendants in such suit, for the fees and expenses of any counsel retained by Administrator and them.