Company Indemnity definition
Examples of Company Indemnity in a sentence
In addition, if an Investor Indemnified Party receives a Company Indemnity Payment required by this Article IX in respect of any Damages and subsequently receives any such insurance proceeds, then the Investor Indemnified Party will pay to the Company an amount equal to the Company Indemnity Payment received less the amount of the Company Indemnity Payment that would have been due if the insurance proceeds had been received, realized or recovered before the Company Indemnity Payment was made.
The Company has made available to Parent true and complete copies of all Company Indemnity Agreements.
In addition, if an Investor Indemnified Party receives a Company Indemnity Payment required by this Article X in respect of any Damages and subsequently receives any such insurance proceeds, then the Investor Indemnified Party will pay to the Company an amount equal to the Company Indemnity Payment received less the amount of the Company Indemnity Payment that would have been due if the insurance proceeds had been received, realized or recovered before the Company Indemnity Payment was made.
Accordingly, the amount which the Company is required to pay to any Investor Indemnified Party hereunder (a "Company Indemnity Payment") will be reduced by any insurance proceeds actually recovered by or on behalf of any Investor Indemnified Party in reduction of the related Damages.
If the Title Company agrees during the Due Diligence Period to delete the standard printed exception for liens as part of extended coverage and thereafter the Title Company refuses to delete the exception for liens based on Seller’s offer to execute and deliver the Lien Affidavit and Title Company Indemnity, then such exception shall be deemed a Non-Seller Caused Exception (as hereinafter defined) to which Purchaser shall have the right to object pursuant to Section 4(b).
Notwithstanding the foregoing, no Stockholder shall be obligated in connection with any Approved Sale to agree to indemnify or hold harmless the transferees with respect to Company Indemnity Obligations in an amount in excess of the net proceeds paid to such Stockholder in connection with the Approved Sale.
The Arrangers shall have received a copy of the Merger Agreement (including a copy of the Acquired Company Indemnity Letter Agreement), together with all closing deliverables thereunder, certified by an Authorized Officer of the Borrower as complete and correct.
A Parent Company Indemnity in the form attached in this notice shall be required in the event that the successful Tenderer is a subsidiary company.
The amount retained by the Escrow Agent in connection with such Company Indemnity Claim(s), if any, shall be the "Retained Amount".
The foregoing are collectively referred to as the "Company Indemnity Claims.