Indemnified Purchaser Parties definition

Indemnified Purchaser Parties means Purchaser and its Affiliates, and the respective Entity Representatives of the foregoing.

Indemnified Purchaser Parties has the meaning ascribed to it in Section 15.01.

Indemnified Purchaser Parties shall have the meaning specified in Section 11.2(a).

Examples of Indemnified Purchaser Parties in a sentence

• Any claim for indemnity under this Section 16.2 or this Agreement by any current or former Indemnified Purchaser Parties or the Indemnified Seller Parties must be brought and administered by the applicable Party to this Agreement.

• The obligation of Seller to indemnify Indemnified Purchaser Parties for Losses pursuant to this Article XIV shall be secured by the funds held pursuant to the Purchase Escrow Agreement.

• The Indemnified Purchaser Parties shall cooperate with Seller in the defense and/or settlement of any labor claim or demand initiated by Julien Xxxxxx Xxxxx and agree to make available the time and assistance of the Company’s officers and employees and provide access to all pertinent documents, books and records that Seller reasonably deems necessary or appropriate.

• The indemnification obligations of the Sellers pursuant to Section 10.1 shall apply only to the extent that the aggregate Damages incurred in connection therewith exceed $50,000 (the "Threshold Amount) and no claim for indemnification shall be paid unless and until the aggregate Damages incurred by all of the Indemnified Purchaser Parties under Section 10.1 exceeds the Threshold Amount and then for all Damages incurred, including the Threshold Amount.

• Seller shall indemnify and hold harmless the Indemnified Purchaser Parties from and against any Losses arising out of any labor claim or demand initiated by Julien Xxxxxx Xxxxx in Brazil during the period of two (2) years following the Closing Date and relating to the period prior to the Closing Date.

• The Indemnified Purchaser Parties shall make available to Seller and its agents and representatives all records, documents, information, data and other materials which may be reasonably required in the defense of such third party claim, and shall otherwise cooperate with and assist Seller in its defense of the claim.

• Notwithstanding any other provision of this Agreement, the obligations of the Controlling Shareholders and the Purchaser to indemnify the Indemnified Purchaser Parties and Indemnified Seller Parties, respectively shall survive until the Termination Date.

• Such an approach avoids conflicting legal standards of both U.S. and home country regulators.

• For purposes of clarity, as between any Indemnified Purchaser Party, on the one hand, and the R&W Insurer, on the other hand, none of the terms, limitations, conditions and restrictions (including time for asserting claims or the procedures required by Article 15 hereof) on indemnification set forth in this Article 15 or elsewhere in this Agreement shall affect the rights of the Indemnified Purchaser Parties under the R&W Insurance Policy, which rights shall be governed solely thereby.

• All losses and claims of the Indemnified Purchaser Parties under Section 6.1 of this Agreement and also Section 6.1 under the Emtech Purchase Agreement shall accrue in the aggregate until they exceed the Seller's Basket, and thereupon Seller and Shareholders shall become obligated to indemnify the Indemnified Purchaser Party, but only to the extent of actual losses in excess of the Seller's Basket.

More Definitions of Indemnified Purchaser Parties

Indemnified Purchaser Parties is defined in Section 9.1(a) hereof.

Indemnified Purchaser Parties means Purchaser and its Affiliates, and the respective Entity Representatives of the foregoing. For the avoidance of doubt, the Companies and the CAC Subsidiaries shall be an Indemnified Purchaser Party with respect to periods beginning on or after the Closing Date.

Indemnified Purchaser Parties has the meaning set forth in Section -----------------------------

Indemnified Purchaser Parties has the meaning set forth in Section 10.03(a).