Indemnitee Affiliates has the meaning specified in Section 8.01(c).
Indemnitee Affiliates has the meaning set forth in Section 5.5(c).
Indemnitee Affiliates has the meaning set forth in Section 6.02(c).
Examples of Indemnitee Affiliates in a sentence
Parent and the Company hereby acknowledge (on behalf of themselves and their respective Affiliates) that the Indemnified Persons may have certain rights to indemnification, advancement of expenses and/or insurance provided by current stockholders or other Affiliates of the Company (" Indemnitee Affiliates") separate from the indemnification obligations of the Company Surviving Subsidiary hereunder.
More Definitions of Indemnitee Affiliates
Indemnitee Affiliates has the meaning set forth in Section 8.02(d). “Indemnity Cap” has the meaning set forth in Section 7.02. “Independent Accountant” has the meaning set forth in Section 1.05(b). “Intellectual Property” means all domestic and foreign intellectual property including: (i) patents, applications for patents and reissues, divisions, continuations, renewals, extensions and continuations-in-part of patents or patent applications; (ii) copyrights, copyright registrations and applications for copyright registration; (iii) mask works, mask work registrations and applications for mask work registrations; (iv) designs, design patent registrations, design patent registration applications, industrial design applications and registrations and integrated circuit topographies; (v) trade names, business names, corporate names, domain names, website names and world wide web addresses, common law trade-marks, trade-mark registrations, trade mark applications, trade dress and logos; (vi) Software; (vii) the goodwill associated with any of the foregoing; and (viii) all other intellectual property rights. “Interim Financial Date” means April 30, 2024. “Interim Financial Information” means the monthly unaudited financial information of Acquired Entities for the period from and including January 1, 2024 and ending on the Interim Financial Date. “Interim Period” means the period from the date of this Agreement to the Effective Time. “Investment Canada Act” means the Investment Canada Act, as amended, and the rules and regulations promulgated thereunder. “Investment Canada Act Termination Fee” has the meaning set forth in Section 9.03(b). “Investment Canada Act Approval” means (a) more than 45 days have elapsed from the date on which the notification with respect to the Transaction sent by Buyer to the Director of Investments is certified complete pursuant to subsection 13(1) of the Investment Canada Act and Buyer shall not have received a notice under subsection 25.2(1) or 25.3(2) of the Investment Canada Act within the prescribed periods or (b) if Buyer has received a notice under subsection 25.2(1) or 25.3(2) of the Investment Canada Act within the prescribed periods, Buyer has subsequently received (i) a notice referred to in paragraph 25.2(2)(a) of the Investment Canada Act, (ii) a notice referred to in paragraph 25.2(2)(b) of the Investment
Indemnitee Affiliates has the meaning set forth in Section 7.03(d). “Indemnity Escrow Account” means the account established by the Escrow and Paying Agent to hold the Indemnity Escrow Funds pursuant to the terms of the Escrow and Paying Agent Agreement. “Indemnity Escrow Amount” means $750,000. “Indemnity Escrow Funds” means, as of any date of determination, the excess (if any) of the Indemnity Escrow Amount (disregarding any interest accrued on the Indemnity Escrow Amount) minus the sum of all distributions and other payments to any Person from the Indemnity Escrow Account paid pursuant to the terms of the Escrow and Paying Agent Agreement on or prior to such date of determination. “Insider” has the meaning set forth in Section 4.20. “Intellectual Property” means all intellectual property rights of any type in any jurisdiction, including all (a) trade names, trademarks, service marks and certification marks (registered and unregistered), brands, logos, domain names, entity names, social media accounts and user names (including “handles”), websites, URLs, web pages and associated web addresses, trade dress and similar rights and applications to register any of the foregoing (collectively, “Marks”); (b) patents and patent applications (whether provisional or non-provisional) and renewals thereof, and rights in respect of utility models or industrial designs and including divisionals, continuations, continuations-in-part, substitutions, reissues, reexaminations, extensions, or restorations of any of the foregoing, and other Governmental Body-issued indicia of invention ownership (including certificates of invention, xxxxx patents, and patent utility models); (c) copyrights, works of authorship (whether or not copyrightable) and mask works, and registrations, applications and renewals therefor and thereof; (d) know-how, show-how, inventions (whether or not patentable), discoveries, improvements, tools, methods, processes (whether or not patentable), and techniques; (e) trade secrets, confidential information, technology, business and technical information, rights in Software (including source code and object code), data, databases and documentation thereof and other confidential and proprietary information and all rights therein; and (f) goodwill associated with any of the foregoing and any registrations or applications for registration or renewals of any of the foregoing. “Interim Financial Statements” has the meaning set forth in Section 4.06(a). “Internal Reorganization Docume...