Examples of Member Indemnitor in a sentence
The Company further agrees that no advancement or payment by the Member Indemnitor on behalf of any such Indemnified Person with respect to any claim for which such Indemnified Person has sought indemnification from the Company shall affect the foregoing, and the Member Indemnitor shall have a right of contribution and/or be subrogated to the extent of any such advancement or payment to all of the rights of recovery of such Indemnified Person against the Company.
The Company further agrees that no advancement or payment by a Member Indemnitor on behalf of any Indemnified Person with respect to any claim for which such Indemnified Person has sought indemnification from the Company shall affect the foregoing and such Member Indemnitors shall have a right of contribution or be subrogated to the extent of such advancement or payment to all of the rights of recovery of such Indemnified Person against the Company.
The Company further agrees that no payment of Losses or expenses by any Member Indemnitor to or for the benefit of a Specified Indemnified Person shall affect the obligations of the Company hereunder, and that the Company shall be obligated to repay the Member Indemnitors for all amounts so paid or reimbursed to the extent that the Company has an obligation to indemnify a Specified Indemnified Person for such Losses or expenses hereunder.
PUMATECH shall be entitled to deal with the Members' Agent on all matters relating to Section 10 and the Escrow Agreement, and shall be entitled to rely on any document executed or purported to be executed on behalf of the Member Indemnitors by the Members' Agent, and on any other action taken or purported to be taken on behalf of the Member Indemnitors by the Members' Agent, as fully binding upon such Member Indemnitor.
Without limiting the terms of the Coach Guaranty or the Related Oxford Guaranty, the satisfaction of any indemnification provided for in this Section 8.4 shall be made from, and limited to, the Membership Interest of the Member Indemnitor.
Such amount shall be paid within five days of the date any Paying Member Indemnitor is held liable for, or is required to pay, a Member Indemnified Claim.
In addition, the Fund Member, as Member Indemnitor, shall indemnify the Coach Member and its other Member Indemnified Persons, and shall hold the Coach Member and each such other Member Indemnified Person harmless, from and against any claims, judgments, penalties, fines, settlements, damages, liabilities, and costs and expenses (including reasonable attorneys’ fees and expenses) arising out of or in connection with any claim for commission or similar fee under the L’Oreal Brokerage Agreement.
The Company hereby agrees that it is the indemnitor of first resort of the Specified Indemnified Persons with respect to matters for which indemnification is provided to them under this Agreement and that the Company will be obligated to make all payments due to or for the benefit of a Specified Indemnified Person to the extent required under this Agreement without regard to any rights that such Specified Indemnified Person may have against a Member Indemnitor.
The Company hereby agrees that it is the indemnitor of first resort of the Specified Indemnified Persons with respect to matters for which indemnification is provided to them under this Agreement and that the Company shall be obligated to make all payments due to or for the benefit of a Specified Indemnified Person under this Agreement without regard to any rights that such Specified Indemnified Person may have against a Member Indemnitor.
Each Member Indemnitor agrees that any liability for indemnification (a "Member Indemnified Claim") under this Section 10.2(a) shall be borne by the Member Indemnitors jointly and severally regardless of which Member Indemnitor is required to make any payments to a Superholdings Indemnitee for a Member Indemnified Claim pursuant to this Section 10.2(a).