Indemnity Payment shall have the meaning set forth in Section 4.4(a).
Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.
Indemnification Claim has the meaning set forth in Section 12.3.
Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.
Indemnity Claim has the meaning set forth in Section 8.3.
Indemnification Claim Notice has the meaning set forth in Section 11.3.
Indemnity Notice shall have the meaning specified in Section 9.3(b).
Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.
Indemnification means an agreement of indemnity or a release from liability where the intent or effect is to shift or limit in any manner the potential liability of the person or firm for failure to adhere to applicable auditing or professional standards, whether or not resulting in part from knowing of other misrepresentations made by the insurer or its representatives.
Tax Indemnity Agreement means the Tax Indemnity Agreement, dated as of even date with the Participation Agreement, between Lessee and Owner Participant.
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).
Indemnification Cap has the meaning set forth in Section 9.4(a).
Indemnity Period means the period during which the results of the business are affected beginning with the occurrence of the monetary win but not exceeding the maximum indemnity period
Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.
Indemnity Agreement means that certain Indemnity Agreement dated as of the Closing Date by Borrower and Indemnitor in favor of Lender.
Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.
Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).
Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.
Indemnity Cap has the meaning set forth in Section 8.4.3.
Indemnification Threshold has the meaning set forth in Section 11.5.
Indemnifiable Loss means, with respect to any Person, any action, claim, cost, damage, deficiency, diminution in value, disbursement, expense, liability, loss, obligation, penalty, settlement, suit, or tax of any kind or nature, together with all interest, penalties, legal, accounting and other professional fees and expenses reasonably incurred in the investigation, collection, prosecution and defense of claims and amounts paid in settlement, that may be imposed on or otherwise incurred or suffered by such Person, whether directly or indirectly.
Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.
Indemnification Notice has the meaning set forth in Section 11.3(a).
Exculpation means the exculpation provision set forth in Article X.E hereof.
Indemnification Expenses shall have the meaning set forth in Section 6.11(a).
Indemnification Agreements has the meaning set forth in Section 2.5.