FivePrime Losses has the meaning set forth in Section 13.2.
FivePrime Losses is defined in Section 12.1.
Licensee Indemnitees has the meaning set forth in Section 11.2.
Buyer Indemnitees has the meaning set forth in Section 8.02.
Buyer Losses shall have the meaning set forth in Section 8.2.
Seller Indemnitees has the meaning set forth in Section 8.03.
Tax Losses has the meaning assigned to such term in Section 7.1(a).
Purchaser Indemnitees has the meaning set forth in Section 7.02.
Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.
Seller Losses shall have the meaning set forth in Section 9.1(b).
Loss or Losses means all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys' fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers.
Licensor Indemnitees has the meaning set forth in Section 9.1.
Sublicense Income means any payments that Company receives from a Sublicensee in consideration of the sublicense of the rights granted Company under Section 2.1., including without limitation license fees, royalties, milestone payments, and license maintenance fees, but excluding the following payments: (a) payments made in consideration for the issuance of equity or debt securities of Company at fair market value, and (b) payments specifically committed to the development of Licensed Products.
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Purchaser Losses shall have the meaning set forth in Section 9.1(a).
Buyer Indemnified Persons has the meaning set forth in Section 8.2.
Buyer Indemnified Parties has the meaning set forth in Section 8.2.
Seller Indemnified Party has the meaning set forth in Section 7.2.
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Direct Losses means all damages, losses, liabilities, penalties, fines, assessments, claims, actions, costs, expenses (including the cost of legal or professional services, legal costs being on a substantial indemnity basis), proceedings, demands and charges whether arising under statute, contract or at common law, except Indirect Losses.
Seller Indemnified Parties has the meaning set forth in Section 8.1.
Sublicense Fees shall have the meaning set forth in Section 7.3 below.
Indemnified Party’s Group means the Seller Group (with respect to a Seller Indemnified Party) or the Purchaser Group (with respect to a Purchaser Indemnified Party).
Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).
Buyer Indemnitee has the meaning set forth in Section 8.1(b).
Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).
Purchaser Indemnified Parties has the meaning set forth in Section 8.2.
Seller Indemnitee has the meaning set forth in Section 9.2(b).