Indemnified Persons definition
Examples of Indemnified Persons in a sentence
Notwithstanding the foregoing, (i) the Placement Agents are intended third-party beneficiaries of the representations and warranties of the Company, the Selling Stockholder and of each Investor set forth in Section 3, Section 4, Section 5, and Section 9.10 respectively, of this Agreement and (ii) the Indemnified Persons are intended third-party beneficiaries of Section 6.9.
It is understood and agreed that the Indemnifying Person shall not, in connection with any proceeding or related proceeding in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Persons, and that all such reasonable and documented fees and expenses shall be paid or reimbursed as they are incurred.
It is understood and agreed that the Indemnifying Person shall not, in connection with any proceeding or related proceeding in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Persons, and that all such fees and expenses shall be paid or reimbursed as they are incurred.
Each Party accepts the above indemnities in favour of its Representatives as agent and trustee for each such Indemnified Person which is not a Party hereto, and each Party agrees that each other Party may enforce such indemnity in favour and for the benefit of such other Party’s Indemnified Persons.
The rights of the Indemnified Persons under this Section 6.9 are in addition to any rights such Indemnified Persons may have under the Company Governing Documents or any Organizational Documents of the Company’s Subsidiaries, or under any applicable contracts or Law.