Examples of Company Stockholder Indemnified Party in a sentence
In accordance with Section 13.17, all claims brought by any Company Stockholder Indemnified Party pursuant to this Section 11.4, shall be brought, prosecuted, negotiated and settled only by and any indemnification payments shall be made only to, the Representative, for purposes of Section 11.5 below, and the Representative shall be deemed to be the Indemnified Party, with respect to any Company Stockholder Indemnified Party that is an Indemnified Party under Section 11.5.
Notwithstanding anything to the contrary herein, at and after the Effective Time it is understood that no Company Stockholder Indemnified Party shall have any rights of recourse, whether for contribution, by virtue of subrogation or otherwise, against any Acquired Company for any payments that any of Company Stockholder Indemnified Party makes, or is obligated to make, under this Article XI or any other section of this Agreement.
Any rights of the Company Stockholder Indemnified Parties shall be exercised only by the Stockholder Representative and not by any individual Company Stockholder Indemnified Party.
Any indemnity amounts payable to a Company Stockholder Indemnified Party in accordance with this Article VII shall be satisfied either in cash or Parent Common Stock, on a Pro Rata Share basis, in the sole discretion of Parent and subject to Section 2.3(c).
Any obligation by Parent or Parent Holdco LLC to make any payments to any Company Stockholder Indemnified Party under this Article VII shall be deemed to be satisfied by payment (or issuance) of such indemnifying payment to the Company Stockholder Indemnified Parties, based on their Pro Rata Shares implied by the Allocation Schedule.
In accordance with Section 11.16, all claims brought by any Company Stockholder Indemnified Party pursuant to this Section 10.05 shall be brought, prosecuted, negotiated and settled only by, and any indemnification payments shall be made only to, the Representative, and the Representative (on behalf of the Company Stockholders and Participating Optionholders) shall be deemed to be the Indemnified Party with respect to any Company Stockholder Party that is an Indemnified Party under this Article X.
Each Company Stockholder Indemnified Party shall use its commercially reasonable efforts to obtain all such proceeds, benefits and recoveries described in the preceding sentence from its insurers; provided, however, that no Company Stockholder Indemnified Party shall be required to initiate litigation or arbitration proceedings to seek remedies against an insurer, and payments otherwise due under this Article IX shall not be delayed pending any such attempts at recovery.
Any claim by any Parent Indemnified Party for Parent Losses, and claim made by any Company Stockholder Indemnified Party for any Company Stockholder Losses, shall be satisfied solely by a decrease or increase, respectively, on a dollar for dollar basis, in the aggregate amount of the “Liquidation Preference” of the Parent Series C Preferred Stock; provided that such Liquidation Preference shall at no time be less than $0 or greater than $38,000,000 as a result of such adjustment.
Should Landlord fail to deliver possession of the Building within 36 months of the Effective Date, this Lease will be null and void unless mutually extended and agreed in writing by both Landlord and Tenant.
The Company Stockholder shall promptly notify Parent of any Claim with respect to which any Company Stockholder Indemnified Party claims indemnification hereunder against the Parent pursuant to Section 9.1(b).