Existing Indemnity definition

Existing Indemnity means any previous agreement between the Beneficiary and Prudential relating to the subject matter of this Deed, including any indemnity previously given by Prudential to any Beneficiary Family Member in respect of any of the matters covered by this Deed;
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Examples of Existing Indemnity in a sentence

  • For the avoidance of doubt, any Existing Indemnity shall remain in effect for the purposes of claims by the Beneficiary Family Member in respect of Claims or Losses made or incurred before 1 October 2007.

  • This Agreement amends and restates the Existing Indemnity Agreement.

  • The Collateral Trustee hereby assigns and transfers to the Collateral Agent, its successors and assigns, all of Collateral Trustee’s right, title, and interest, as Collateral Trustee, in and to the Existing Indemnity Agreements.

  • This Agreement amends and restates the Existing Indemnity Agreements.

  • Nothing in the Plan or this Confirmation Order shall be deemed to limit any Surety’s rights or interests in any collateral or the proceeds of such collateral securing the Existing Surety Bonds and the Existing Indemnity Agreements (the “ Surety Collateral”), including,without limitation, the right to draw or use any Surety Collateral to reimburse any claim of such Surety under or in respect of the Existing Surety Bonds and/or the Existing Indemnity Agreements.

  • Whenever any of the Existing Indemnity Agreements or any instrument or document entered into or made pursuant to any Existing Indemnity Agreement refers to the Collateral Trustee, such references shall hereafter be deemed to refer instead to the Collateral Agent.

  • The Existing Indemnity and all of the obligations of Indemnitor and all the rights, powers, remedies of the Bank therein and thereunder shall survive the consummation of the transactions contemplated by the Agreement and shall continue in full force and effect in accordance with its terms.

  • The Collateral Agent hereby assumes all of Collateral Trustee’s right, title and interest as the Collateral Trustee in, to and under the Existing Indemnity Agreements, including all authority of Collateral Trustee to act on behalf of the Secured Parties in (i) enforcing any and all rights and remedies under this Agreement, (ii) releasing and assigning this Agreement, and (iii) taking or omitting to take any and all other actions as the Collateral Agent hereunder.

  • Whenever the Existing Indemnity Agreement or any instrument or document entered into or made pursuant to the Existing Indemnity Agreement refers to the Existing Collateral Agent, such references shall hereafter be deemed to refer instead to the Collateral Agent.

  • This Agreement is not intended to constitute, and does not constitute, an interruption, suspension of continuity, discharge of prior duties, termination, novation or satisfaction of the obligations or liabilities represented by the Existing Indemnity Agreement.

Related to Existing Indemnity

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

  • 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.

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

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

  • Existing Indenture means the Indenture dated as of June 30, 1998 among General Partner, Prologis and U.S. Bank National Association (as successor in interest to State Street Bank and Trust Company of California, N.A.), as Trustee.

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

  • Environmental Indemnity means that certain Environmental Indemnity Agreement, dated as of the date hereof, executed by Borrower and Guarantor in connection with the Loan for the benefit of Lender, as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time.

  • Existing Indebtedness Agreements shall have the meaning provided in Section 5.05.

  • Existing Indebtedness means Indebtedness of the Company and its Subsidiaries (other than Indebtedness under the Credit Agreement) in existence on the date of this Indenture, until such amounts are repaid.

  • Indemnity means the payment of an amount to offset all or part of an insured loss.

  • Existing Indentures means (1) the Indenture dated as of April 20, 2009, among the Issuer, the guarantors named therein and The Bank of New York Mellon, as trustee, as amended and supplemented by the First Supplemental Indenture through the Fifteenth Supplemental Indenture, the resolutions dated as of April 20, 2009 authorizing the 8.910% Senior Notes due 2017 and the resolutions dated as of September 22, 2009 authorizing the 6.750% Senior Notes due 2019, and as may be further amended and supplemented, (2) the Indenture dated as of February 7, 2012, among the Issuer, the guarantors named therein and The Bank of New York Mellon, as trustee, as amended and supplemented by the First Supplemental Indenture through the Thirteenth Supplemental Indenture and the resolutions dated as of January 31, 2012 authorizing the 5.875% Senior Notes due 2022, the resolutions dated as of April 3, 2013 and May 8, 2013 authorizing the 4.375% Senior Notes due 2023, the resolutions dated as of November 21, 2013 authorizing the 4.000% Senior Notes due 2018, the resolutions dated as of November 21, 2013 authorizing the 5.625% Senior Notes due 2024, the resolutions dated as of October 30, 2015 authorizing the 4.875% Senior Notes due 2025 and as may be further amended and supplemented and (3) the Indenture dated as of September 11, 2012, among the Issuer, the guarantors named therein and The Bank of New York Mellon, as trustee, pursuant to which the 0.5% Exchangeable Senior Notes due 2032 were issued, as amended and supplemented by the First Supplemental Indenture through the Twelfth Supplemental Indenture, and as may be further amended and supplemented.

  • 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.

  • Tax Indemnity means the deed of covenant against taxation, in the Agreed Terms, to be entered into on the Closing Date between the Seller and the Purchaser;

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • 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.

  • Limit of Indemnity means the amount stated in the Schedule pursuant to Clause 5 of this Policy.

  • Seller Guaranty means a guaranty of payment and performance issued by a Seller Guarantor in the form attached to this Agreement as Exhibit V or in such other form as may be acceptable to Purchaser acting reasonably.

  • 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;

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, the Debtors’ respective memoranda, articles or certificates of incorporation or formation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date, excluding any obligation to indemnify any of the foregoing parties with respect to any act or omission for or on behalf of the Debtors arising out of any act or omission determined by a Final Order to constitute actual fraud, willful misconduct, or gross negligence.

  • Existing Agreements means the [*****].

  • Indemnification Cap has the meaning set forth in Section 9.3(a).

  • Guaranty Agreements means and includes the Guarantee of the Loan Parties provided for in Section 11 and any other guaranty agreement executed and delivered in order to guarantee the Secured Obligations or any part thereof in form and substance acceptable to the Administrative Agent.

  • Indemnity Obligations means all obligations of the Company to Indemnitee under this Agreement, including the Company’s obligations to provide indemnification to Indemnitee and advance Expenses to Indemnitee under this Agreement.

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Parent Indemnified Parties has the meaning set forth in Section 9.2(a).