Parent Indemnified Party definition

Parent Indemnified Party has the meaning set forth in Section 8.1.

Parent Indemnified Party has the meaning set forth in Section 10.2(a).

Parent Indemnified Party means Parent, Merger Sub, their respective Affiliates (including, following the Closing, the Company) and their respective directors, officers, employees, agents, representatives, successors and assigns.

Examples of Parent Indemnified Party in a sentence

• If the Indemnitor (or in the case of any Indemnification Claim Objection Notice given by a Parent Indemnified Party, the Stockholders Representative) and Indemnitee should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties.

• The Company Stockholders (including any officer or director of the Company) shall not have any right of contribution, indemnification or right of advancement from the Company or any other Parent Indemnified Party with respect to any Loss claimed by a Parent Indemnified Party.

• Notwithstanding the foregoing, any Parent Indemnified Party seeking indemnification shall use its reasonable best efforts to pursue recovery under the R&W Policy, directors’ and officers’ tail policy or cyber tail policy, as applicable, with respect to Damages for which they may seek to be indemnified pursuant to this Article IX, only to the extent that such Damages are covered by such policies.

• For the avoidance of doubt, no Parent Indemnified Party shall have any recourse to the Merger Consideration received by a Shareholder holding Vested Company Stock Options pursuant to this Section 2.6(d) other than such Shareholder’s liability under Section 9.1(b) through Section 9.1(g).

• In the event that any Parent Indemnified Party recovers an amount from the Escrow Fund for an Individual Representation Claim, the Company Stockholder liable for such Individual Representation Claim shall promptly pay an amount to the Escrow Agent equal to the amount so recovered by the Parent Indemnified Party.

More Definitions of Parent Indemnified Party

Parent Indemnified Party shall have the meaning set forth in Section 9.3.

Parent Indemnified Party shall have the meaning set forth in Section 8.1 of this Agreement.

Parent Indemnified Party and “Parent Indemnified Parties”: Each is defined in Section 8.2(a).

Parent Indemnified Party shall have the meaning ascribed to it in Section 7.5(a).

Parent Indemnified Party means Parent, Merger Sub and their Affiliates, and, following the Closing, the Surviving Corporation and its Subsidiaries and Affiliates, together with, in each case, their respective successors and permitted assigns.

Parent Indemnified Party has the meaning set forth in Section 4.3(b).

Parent Indemnified Party includes each member of the Parent Group, each of their Representatives, each of their respective heirs, executors, trustees, administrators, successors and assigns.