Examples of Buyer Indemnified Party in a sentence
Seller shall have no obligation to indemnify any Buyer Indemnified Party in connection with Taxes arising as a consequence of the application of section 212.3 of the Tax Act to any “investment” (within the meaning of section 212.3 of the Tax Act) that occurs on or after the date hereof and on or prior to the Closing Date.
In the event and to the extent that after the Expiration Date any outstanding claim made by any Buyer Indemnified Party pursuant to Section 8.2 for a Loss is resolved in favor of such Buyer Indemnified Party, such Buyer Indemnified Party shall be entitled to recover an amount equal to the amount of the outstanding claim resolved in favor of such Buyer Indemnified Party.
The Indemnifying Parties shall have the right, at their option and expense, to participate in the defense of such Proceeding or claim, but not to control the defense or settlement thereof, which control shall at all times rest with the Buyer Indemnified Party.
If any such assignment would afford the Potential Contributor any defense to the payment of the same, such assignment shall not take place and Buyer Indemnified Party will, at Seller’s direction and expense, use commercially reasonable efforts to seek to recover such claim from such Potential Contributor.