Dealer Indemnified Party definition

Dealer Indemnified Party means a Relevant Dealer and each person, if any, who controls any Relevant Dealer within the meaning of either Section 15 of the Securities Act of 1933, as amended or Section 20 of the Securities Exchange Act of 1934, as amended.

Dealer Indemnified Party means a Relevant Dealer and its directors, officers, employees, and controlling persons.

Examples of Dealer Indemnified Party in a sentence

• Each Dealer Indemnified Party’s right to indemnification hereunder shall be enforceable against each Issuer Party directly, without any obligation to first proceed against any third party for whom such Dealer Indemnified Party may act, and irrespective of any rights or recourse that such Issuer Party may have against any such third party.

• Such indemnity also shall include payment from the Sponsor of the reasonable costs and expenses incurred by such Precious Metals Dealer Indemnified Party in investigating or defending itself against any such loss, liability or expense or any claim therefor.

• Each Dealer Indemnified Party’s right to indemnification hereunder shall be enforceable against each Company Party directly, without any obligation to first proceed against any third party for whom such Dealer Indemnified Party may act, and irrespective of any rights or recourse that such Company Party may have against any such third party.

• Any amounts payable to a Precious Metals Dealer Indemnified Party under this section may be payable in advance or shall be secured by a lien on the assets of the Sponsor.

• Upon written demand from a Dealer Indemnified Party, each Issuer Party shall pay promptly amounts owed under this indemnity free and clear of any right of offset, counterclaim or other deduction.

• No Issuer Party shall be liable for any claim that is compromised or settled by a Dealer Indemnified Party without the prior written consent of the Sponsor, provided that Sponsor responded promptly and in such Dealer Indemnified Party’s judgment, adequately, to such Dealer Indemnified Party’s notice of such claim.

• Upon written demand from a Dealer Indemnified Party, each Issuer Party shall pay promptly amounts owed under this indemnity, free and clear of any right of offset, counterclaim or other deduction.

• The Issuer Party shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent, with respect to an action of which the Issuer Party was notified and had the opportunity to participate in (whether or not it chose to so participate), the Issuer Party agrees to indemnify any Dealer Indemnified Party from and against any loss or liability by reason of such settlement.

• No Issuer Party shall be liable for any claim that is compromised or settled by a Dealer Indemnified Party without prior written consent of the Sponsor, provided that the Sponsor responded promptly and in such Dealer Indemnified Party’s judgment, adequately, to such Dealer Indemnified Party’s notice of such claim.

• The Sponsor and each Trust shall reimburse each Dealer Indemnified Party for any legal or other expenses reasonably incurred by such Dealer Indemnified Party in connection with investigating or defending any Losses with respect to which such Dealer Indemnified Party is entitled to indemnification pursuant hereto.