Indemnity Claim has the meaning set forth in Section 8.3.
Indemnification Claim has the meaning set forth in Section 8.4(a).
Indemnification Claim Notice has the meaning set forth in Section 11.3.
Indemnified Claims shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non- conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard.
Indemnified Claim has the meaning set forth in Section 8.2.
Liability Claim has the meaning set forth in Section 7.2(a).
Seller Indemnified Party has the meaning set forth in Section 7.2.
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
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.
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Related Indemnified Person of an indemnified person means (a) any controlling person or controlled affiliate of such indemnified person, (b) the respective directors, officers, or employees of such indemnified person or any of its controlling persons or controlled affiliates and (c) the respective agents of such indemnified person or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such indemnified person, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this sentence pertains to a controlled affiliate or controlling person involved in the negotiation or syndication of this Agreement and the Term Loans.
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).
Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Servicer Indemnified Party As defined in Section 8.05(c) of this Agreement.
Company Indemnified Persons has the meaning set forth in Section 5(a).
Released Claim means the matters that are subject to release and discharge pursuant to ARTICLE 10 hereof;
Seller Indemnified Parties has the meaning set forth in Section 8.1.
Indemnified Matters has the meaning specified therefor in Section 12.15.
D&O Indemnified Party has the meaning set forth in Section 5.8(a).
Third Party Claim Notice shall have the meaning set forth in Section 6.5(a).
Indemnified Person has the meaning set forth in Section 11.3.
Exculpated Claim means any claim related to any act or omission in connection with, relating to or arising out of the Debtors’ in or out-of-court restructuring efforts (including any and all actions associated with exploration and solicitation of financing/refinancing opportunities, sales or similar transactions, restructurings, the Chapter 11 Cases, formulation, preparation, dissemination, negotiation or filing of the Disclosure Statement or the Plan or any contract, instrument, release or other agreement or document created or entered into in connection with the Disclosure Statement or the Plan, the filing of the Chapter 11 Cases, the pursuit of confirmation of the Plan, the administration and implementation of the Plan, the issuance of the Series 2020 Note and the execution of 2020 Bond Documents, or the distribution of property under the Plan or any other related agreement; provided, however, that Exculpated Claims shall not include any act or omission that is determined in a Final Order to have constituted gross negligence, willful misconduct or fraud to the extent imposed by applicable non-bankruptcy law. For the avoidance of doubt, no Cause of Action, obligation or liability expressly established or preserved by the Plan or the Plan Supplement constitutes an Exculpated Claim.
Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).