Contribution and Indemnity Agreement definition

Contribution and Indemnity Agreement means the Contribution and Indemnity Agreement made among the Parent, the US Borrower and the other Guarantors under the Agreement, substantially in the form of Exhibit J.
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Contribution and Indemnity Agreement has the meaning set forth in Section 10.4(g).
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Contribution and Indemnity Agreement has the meaning specified in Section 8.5.
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Examples of Contribution and Indemnity Agreement in a sentence

  • All covenants and agreements set forth in this Contribution and Indemnity Agreement and made by or on behalf of any of the parties hereto shall bind and inure to the benefit of the successors and assigns of such party.

  • The obligations of Indemnitor provided under this Contribution and Indemnity Agreement shall constitute the sole and exclusive remedy of Hancxxx xxxinst the Indemnitor for the recovery of any Loss, except for any act involving fraud by the Indemnitor, arising under the Contribution Agreement or out of the transactions contemplated thereby.

  • Vinithra Varadharajan Vinithra Varadharajan, a Masters student at the Robotics Institute of Carnegie Mellon Uni- versity in Pittsburgh, is a 2006 Google Anita Borg scholar.

  • The failure of any of the parties to this Contribution and Indemnity Agreement to require the performance of a term or obligation under this Contribution and Indemnity Agreement or the waiver by any of the parties to this Contribution and Indemnity Agreement of any breach hereunder shall not prevent subsequent enforcement of such term or obligation or be deemed a waiver of any subsequent breach hereunder.

  • At NRCKI-PNPI (National Research Center “Kurchatov Institute” – Petersburg Nuclear Physics Institute), a high current cyclotron C-80 has been started [1].

  • Oakley, Xxxxx and Xxxxxxx Xxxxxx shall have been released from all guaranties and personal obligations with respect to the ServisFirst Debt, including without limitation each Commercial Guaranty executed by such Persons in connection with the ServisFirst Debt, and the Company and Sellers shall terminate that certain Contribution and Indemnity Agreement, dated March 1, 2017, by and among the Company and Sellers related thereto.

  • Employee may terminate this Agreement at any time by giving 30 days prior written Notice of Termination to the Company in accordance with this Agreement.

  • For example, Ordower sent Mizrachi the Contribution and Indemnity Agreement on August 26, 2016, (Tr. 798:18-799:8, Exhibit 41), and the draft SJLSJL Operating Agreement that included the two-thirds majority voting provision on September 1, 2016, (Tr. 801:14-802:18, Exhibit 43).

  • The headings of the sections and paragraphs of this Contribution and Indemnity Agreement have been inserted for convenience of reference only and shall not be deemed to be part of this Indemnity Agreement.

  • This Contribution and Indemnity Agreement is the complete understanding of the parties with reference to the subject matter hereof.

Related to Contribution and Indemnity Agreement

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Tax Indemnity Agreement means the Tax Indemnity Agreement, dated as of even date with the Participation Agreement, between Lessee and Owner Participant.

  • Indemnity Agreement means that certain Indemnity Agreement dated as of the Closing Date by Borrower and Indemnitor in favor of Lender.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Indemnification Agreements has the meaning set forth in Section 2.5.

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

  • Environmental Indemnity Agreement means the Environmental Indemnity Agreement dated as of the Closing Date, from Borrower and the Guarantor, collectively, as indemnitor, to Lender, as indemnitee, as the same may be amended, modified or supplemented from time to time.

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Data Sharing Agreement A formal agreement that documents what data is being shared and how the data can be used between the Parties. ‘‘Data Sharing Code of Practice” the code of practice issued by the Information Commissioner in respect to the sharing of personal data.

  • Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.

  • Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.

  • Sale and Contribution Agreement means the Sale and Contribution Agreement, dated as of the Closing Date, among the Servicer, the Transferor and the Borrower, as such agreement may be amended, amended and restated, supplemented or otherwise modified from time to time.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Indemnification Agreement shall have the meaning set forth in Article XVII.

  • protection and indemnity risks means the usual risks covered by a protection and indemnity association managed in London, including pollution risks and the proportion (if any) of any sums payable to any other person or persons in case of collision which are not recoverable under the hull and machinery policies by reason of the incorporation in them of clause 6 of the International Hull Clauses (1/11/02 or 1/11/03), clause 8 of the Institute Time Clauses (Hulls) (1/11/95) or clause 8 of the Institute Time Clauses (Hulls) (1/10/83) or the Institute Amended Running Down Clause (1/10/71) or any equivalent provision;

  • Funding Indemnity Letter means a funding indemnity letter, substantially in the form of Exhibit N.

  • Indemnification Provisions means each of the Debtors’ indemnification provisions currently in place whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents of the Debtors and such current and former directors’, officers’, and managers’ respective Affiliates.

  • Separation and Distribution Agreement has the meaning set forth in the Recitals.

  • Distribution Agreements means the Amended and Restated Distribution and License Agreements dated as of November 30, 1992 between Bollore and North Atlantic Operating Corporation, Inc., a Delaware corporation and subsidiary of Turning Point, relating to (i) the United States and (ii) Canada, each as amended by a Restated Amendment dated June 25, 1997 and Amendments dated respectively October 22, 1997, October 7, 1999, October 20, 1999, June 19, 2002, February 28, 2005 and April 20, 2006, and the License and Distribution Agreement, dated March 19, 2013, between Bollore and North Atlantic Operating Corporation, Inc., in each case as so amended and as may hereafter be amended, modified or superseded, and any other related agreements between or among such parties.

  • Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Tax Agreement means the Tax Exemption Certificate and Agreement with respect to the Bonds, dated the date of delivery of the Bonds, among the Company, the Issuer and the Trustee, as from time to time amended and supplemented.

  • Tax Protection Agreement means that certain Tax Protection Agreement dated as of the date hereof, by and among the REIT, the OP and the parties identified as a signatory on Schedule A thereto.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.