Indemnifying Company definition

Indemnifying Company means (i) Parent, in cases where it is obligated to indemnify Cal Dive for Losses under this Agreement, and (ii) Cal Dive, in cases where it is obligated to indemnify Parent for Losses under this Agreement.
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Indemnifying Company means (i) Distributing, in cases where it is obligated to indemnify Controlled for Losses under this Agreement, and (ii) Controlled and Holdco #2, in cases where they are obligated to indemnify Distributing for Losses under this Agreement.
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Indemnifying Company means an Original Indemnifying Company or an Additional Indemnifying Company.
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Examples of Indemnifying Company in a sentence

  • Within 15 days of the Indemnifying Company’s receipt of each Reimbursement Statement, the Indemnifying Company shall pay to the Controlling Company the total amount of the Indemnification Expenses shown on such Reimbursement Statement.

  • The Controlling Company shall provide the Indemnifying Company with a written statement (a “Reimbursement Statement”) periodically (but not more often than monthly) that sets forth the amount of the Controlling Company’s Indemnification Expenses since the most recent Reimbursement Statement and due hereunder.

  • If the Indemnifying Company is not the Controlling Company, the Indemnifying Company shall reimburse the Controlling Company for its costs (including accountant’s fees, investigatory fees and fees and disbursements of tax counsel) (“Indemnification Expenses”) incurred in any Tax Contest that are reasonably allocable to the portion of the contested Taxes that would be the responsibility of the Indemnifying Company hereunder upon a Final Determination that such contested Taxes are due.

  • Each of the Companies shall provide prompt notice to the other Companies of any pending or threatened Tax audit, assessment or proceeding or other Tax Contest of which it becomes aware that could affect any Tax liability for which any of the other Companies may be responsible under this Agreement, provided, however, that failure to give prompt notice shall not affect the indemnification obligations hereunder except to the extent the Indemnifying Company is actually prejudiced thereby.

  • The Applicant and the Relevant Indemnifying Company agree (on a joint and several basis) immediately on demand (or, if such Bond provides a time within which the relevant Issuing Bank must make payment in respect of a claim, no later than one Business Day before the last date on which the Issuing Bank must make such payment) to pay to the Agent for the relevant Issuing Bank an amount equal to the amount of any claim in respect of a Bond.

  • If the Stockholder Representatives (on behalf of the Indemnifying Company Stockholders) are the Indemnifying Parties, the reasonable and documented expenses of the Stockholder Representatives incurred in defending a Third-Party Claim (or any participation in a Third-Party Claim that could result in Damages to the Stockholder Representatives) shall be reimbursed, when and as incurred.

  • It is or becomes unlawful for an Obligor to perform any of its obligations under the Finance Documents unless, in the case of an Indemnifying Company, the Applicant provides full cash cover in respect of each Bond issued to support the obligations of that Indemnifying Company.

  • Each Indemnifying Company Stockholder (in accordance with the Allocation Percentage of such Indemnifying Company Stockholder) agrees to indemnify the Stockholder Representatives against liability for any action taken or not taken by him in his capacity as such agent.

  • Each Company shall provide prompt notice to the other Company of any pending or threatened Tax audit, assessment or proceeding or other Tax Contest of which it becomes aware that could affect any Tax liability for which the other Company may be responsible under this Agreement; provided, however, that failure to give prompt notice shall not affect the indemnification obligations hereunder except to the extent the Indemnifying Company is actually prejudiced thereby.

  • The Applicant’s obligations to provide cash security in accordance with Clause 21.1 (Recalculation of cash security) are and shall be without prejudice to any other obligation of the Company, the Applicant or any Indemnifying Company to provide any other cash cover pursuant to the terms of this Agreement.


More Definitions of Indemnifying Company

Indemnifying Company means (i) Quanex, in cases where it is obligated to indemnify the Surviving Entity for Losses under this Agreement, and (ii) the Surviving Entity, in cases where it is obligated to indemnify Quanex for Losses under this Agreement.
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Related to Indemnifying Company

  • Indemnifying Person shall have the meaning set forth in Section 5(c) hereof.

  • Indemnifying Persons means and includes the Seller Indemnifying Persons and/or the Purchaser Indemnifying Persons, as the case may be.

  • Indemnifying Parties has the meaning set forth in Section 6.08(b).

  • Indemnifying Party shall have the meaning set forth in Section 5(c).

  • Indemnified Party shall have the meaning set forth in Section 5(c).

  • Tax Indemnifying Party shall have the meaning set forth in Section 7.6(d).

  • Indemnified Person has the meaning set forth in Section 11.3.

  • Indemnifying Party Information [(A)] All information in the Prospectus Supplement, the Offering Circular or any Free Writing Prospectus or any amendment or supplement thereto (i) contained under the headings "Summary--Relevant Parties--Responsible Party [and Servicer,"] "The Mortgage Loan Pool--Underwriting Guidelines" [and "The Servicer"] and (ii) regarding the Mortgage Loans, the related mortgagors and/or the related Mortgaged Properties (but in the case of this clause (ii), only to the extent any untrue statement or omission arose from or is based upon errors or omissions in the information concerning the Mortgage Loans, the related mortgagors and/or the related Mortgaged Properties, as applicable, provided to the Depositor or any affiliate by or on behalf of the Indemnifying Party) [and (B) static pool information regarding mortgage loans originated or acquired by the Seller [and included in the Prospectus Supplement, the Offering Circular, the ABS Informational and Computational Materials or the Free Writing Prospectus or any amendment or supplement thereto][incorporated by reference from the website located at ___________]].

  • 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).

  • Indemnifier means any Party obligated to provide indemnification under this Agreement;

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Indemnitors has the meaning given to such term in Section 6(h).

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

  • Indemnitor has the meaning set forth in Section 12.3.

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

  • Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Investor Indemnified Party is defined in Section 4.1.

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Fund Indemnified Persons means the Fund and its affiliates and trustees, officers, partners, employees, agents, representatives and control persons entitled to indemnification by the Holders under Section 7.

  • Indemnitee has the meaning assigned to such term in Section 9.03(b).

  • Third Party Claim has the meaning set forth in Section 9.5(a).

  • Indemnification Claim has the meaning set forth in Section 8.4(a).

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