Cablevision Indemnitee definition

Cablevision Indemnitee means:
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Cablevision Indemnitee means: (i) Cablevision and each Affiliate thereof after giving effect to the AMC Distribution; and (ii) each of the respective Representatives of any of the entities described in the immediately preceding clause (i) and each of the heirs, executors, successors and assigns of any of such Representatives, except in the case of clauses (i) and (ii), the AMC Indemnitees; provided, however, that a Person who was a Representative of Cablevision or an Affiliate thereof may be a Cablevision Indemnitee in that capacity notwithstanding that such Person may also be a AMC Indemnitee. “Cablevision Liabilities” shall mean: (i) any and all Liabilities (other than taxes and any employee-related Liabilities that are specifically covered by the Tax Disaffiliation Agreement or the Employee Matters Agreement) that are expressly contemplated by this Agreement or any Ancillary Agreement (or the schedules hereto or thereto) as Liabilities to be assumed by Cablevision or any member of the Cablevision Group, and all Liabilities of any member of the Cablevision Group under this Agreement or any of the Ancillary Agreements; (ii) all Liabilities (other than taxes and any employee-related Liabilities that are specifically covered by the Tax Disaffiliation Agreement or the Employee Matters Agreement), if and to the extent relating to, arising out of or resulting from: (A) the ownership or operation of the Cablevision Business (including any discontinued business or any business which has been sold or transferred), as conducted at any time prior to, on or after the Distribution Date; or (B) the ownership or operation of any business conducted by Cablevision or any Cablevision Subsidiary at any time after the Distribution Date; and (iii) any Retained Claims Liabilities.
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Related to Cablevision Indemnitee

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • SpinCo Indemnitees shall have the meaning set forth in Section 4.3.

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Related Indemnitee Group has the meaning specified in Section 4.02(b) of the Participation Agreement.

  • Seller Indemnitee has the meaning set forth in Section 9.2(b).

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Buyer Indemnitee has the meaning set forth in Section 8.1(b).

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Related Indemnified Person of an Indemnitee means (a) any controlling person or controlled affiliate of such Indemnitee, (b) the respective directors, officers, or employees of such Indemnitee or any of its controlling persons or controlled affiliates and (c) the respective agents of such Indemnitee or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such Indemnitee, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this definition shall pertain to a controlled affiliate or controlling person involved in the negotiation or syndication of the Facility.

  • Indemnitee has the meaning assigned to such term in Section 9.03(b).

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Indemnified Party’s Group means the Seller Group (with respect to a Seller Indemnified Party) or the Purchaser Group (with respect to a Purchaser Indemnified Party).

  • Licensee Indemnitees has the meaning set forth in Section 11.2.

  • Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.

  • Purchaser Indemnitee As defined in Section 6(a) hereof.

  • Liquidity Indemnitee means the Liquidity Provider, its directors, officers, employees and agents, and its successors and permitted assigns.

  • Indemnitees has the meaning specified in Section 10.04(b).

  • Jointly Indemnifiable Claim means any Claim for which the Indemnitee may be entitled to indemnification from both an Indemnitee-Related Entity and the Company pursuant to applicable law, any indemnification agreement or the certificate of incorporation, by-laws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or comparable organizational documents of the Company and an Indemnitee-Related Entity.

  • Tax Indemnitee as defined in Section 3.01(5).

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Indemnitee Agent Party as defined in Section 9.6.

  • Seller Indemnitees has the meaning set forth in Section 8.03.

  • Investor Indemnitees shall have the meaning set forth in Section 5.01.

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.