D&O Indemnifiable Claim definition

D&O Indemnifiable Claim has the meaning set forth in Section 7.06(b).

D&O Indemnifiable Claim is defined in Section 8.8.2.

D&O Indemnifiable Claim means any threatened, pending or completed dispute or litigation that is directly or indirectly based on, arising out of, relating to or in connection with the fact that a D&O Indemnified Person is or was a director, officer, employee or other fiduciary of any ACFP Company or of any of their respective predecessors (including in respect of acts or omissions in connection with this Agreement or the transactions contemplated hereby).

Examples of D&O Indemnifiable Claim in a sentence

• Any D&O Indemnifiable Claims shall continue until such D&O Indemnifiable Claim is disposed of or all judgments, Orders, decrees or other rulings in connection with such D&O Indemnifiable Claim are fully and finally satisfied.

• Any D&O Indemnifiable Claims shall continue until such D&O Indemnifiable Claim is disposed of or all Orders in connection with such D&O Indemnifiable Claim are fully and finally satisfied.

• Any D&O Indemnifiable Claims shall continue until such D&O Indemnifiable Claim is disposed of or all judgments, orders, decrees or other rulings in connection with such D&O Indemnifiable Claim are fully satisfied.

• Any D&O Indemnifiable Claims shall continue until such D&O Indemnifiable Claim is disposed of or all judgments, orders, decrees or other rulings in connection with such D&O Indemnifiable Claim are fully and finally satisfied.

• For the purposes of this Section 5.6(b), “D&O Expenses” shall include attorneys’ fees and all other costs, charges and expenses paid or incurred in connection with investigating, defending, being a witness in or participating in (including on appeal), or preparing to defend, to be a witness in or participate in any D&O Indemnifiable Claim.

More Definitions of D&O Indemnifiable Claim

D&O Indemnifiable Claim has the meaning set forth in Section 4.5.

D&O Indemnifiable Claim means any threatened, pending or completed dispute or Litigation that is directly or indirectly based on, arising out of, relating to or in connection with matters existing or occurring at or prior to the Closing, solely to the extent they relate to the Business and to the fact that a D&O Indemnified Person is or was a director or officer of Seller or of any of its Subsidiaries prior to the Closing Date (including in respect of acts or omissions in connection with the Transaction Agreements or any of the Transactions).

D&O Indemnifiable Claim is defined in Section 7.7(c).

D&O Indemnifiable Claim has the meaning set forth in Section 6.08(b). “D&O Indemnifying Party” has the meaning set forth in Section 6.08(b). “D&O Indemnitee” has the meaning set forth in Section 6.08(b).

D&O Indemnifiable Claim has the meaning set forth in Section 7.03(b). “D&O Indemnified Person” has the meaning set forth in Section 7.03(a). “D&O Indemnifying Party” has the meaning set forth in Section 7.03(b). “Data Privacy and Security Requirements” means all of the following to the extent relating to any privacy, security or security breach notification requirements, any Company System, the collection, use, processing, storage, distribution, disclosure, security and/or disposal of Personal Data, or any other matters relating to data privacy, protection, or security: (i) the Business’s own rules, policies, and procedures; (ii) applicable Laws; (iii) the Payment Card Industry Data Security Standard (PCI-DSS), if applicable to the conduct of the Business; and (iv) Contracts to which Seller or any of its Subsidiaries other than the Target Companies (with respect to the Business) or any Target Company is a party. “Deductible” has the meaning set forth in Section 9.02(b)(i) 65 LEGAL02/39540989v11

D&O Indemnifiable Claim has the meaning set forth in Section 8.02(b). “D&O Indemnified Person” has the meaning set forth in Section 8.02(a). “D&O Indemnifying Party” has the meaning set forth in Section 8.02(b). “Data” means any information or data collected or received by, processed by or output from the Software (including reports, analytics, and alerts), and any other information or data related to the Business.

D&O Indemnifiable Claim means any claim related to any threatened, pending or completed claim or investigation, whether criminal, civil, administrative or investigative or otherwise, related to acts or omissions in their official capacities occurring on or prior to the Closing (including for acts or omissions in connection with this Agreement and the transactions contemplated thereby).