Partnership Indemnified Party definition

Partnership Indemnified Party means (a) any Person (together with such Person’s heirs, executors and administrators) who is or was, or at any time prior to the Effective Time becomes, an officer, director, or manager of any Partnership Group Entity or the General Partner and (b) any Person (together with such Person’s heirs, executors, and administrators) who is or was serving, or at any time prior to the Effective Time serves, at the request of any Partnership Group Entity or the General Partner as an officer, director, member, general partner, fiduciary, or trustee of another Person; provided that a Person shall not be a Partnership Indemnified Party solely by reason of providing, on a fee-for-services basis, trustee, fiduciary, or custodial services.

Partnership Indemnified Party has the meaning set forth in Section 2.6(b).

Partnership Indemnified Party has the meaning set forth in Section 11.3(a); “Partnership Rights” has the meaning set forth in Section 14.2(a); “Partnership Step-In Agreement” has the meaning set forth in Section 16.14;

Examples of Partnership Indemnified Party in a sentence

• If any action, suit or proceeding is brought against a Partnership Indemnified Party in respect of which indemnity may be sought under this Section 10(c), you shall have the rights and duties given to the General Partner under Section 10(b).

• Marshall signed and returned the Loan Documents in order to obtain the $7,915.00 PPP loan.

• This Section 5.16(a) shall not be amended, repealed, terminated or otherwise modified at any time in a manner that would adversely affect the rights of a Partnership Indemnified Party as provided therein except with the prior written consent of such Partnership Indemnified Party, and shall be enforceable by any Partnership Indemnified Party and its heirs and representatives against TEGP and its successors and assigns.

• Coverage includes: ⮚ Diagnostic procedures, including models, oral examinations and related oral surgery.

• Any Partnership Indemnified Party may at its option demand indemnity under this Section 3.10 as soon as a Claim has been threatened by a third party, regardless of whether an actual Loss has been suffered, so long as the Partnership Indemnified Party shall in good faith determine that such claim is not frivolous and that the Partnership Indemnified Party may be liable for, or otherwise incur, a Loss as a result thereof.

• Each Claim Notice shall describe in reasonable detail the facts known to the Partnership Indemnified Party giving rise to such Claim, and the amount or good faith estimate of the amount of Losses arising therefrom.

• Upon any recovery by TRMC from the Sellers for indemnification claims made on behalf of any Partnership Indemnified Party due to Losses arising out of clauses (iii) and (iv) of this Section 2.4, TRMC shall promptly pay the full amount of such recoveries to the applicable Partnership Indemnified Party.

• The rights of any Partnership Indemnified Party under this Section 5.16 shall be in addition to any other rights such Partnership Indemnified Party may have under the Organizational Documents of any member of the Partnership Group or Applicable Law.

• To the fullest extent permitted by Law, no Partnership Indemnified Party shall be entitled to recover special, indirect, exemplary, lost profits, speculative or punitive damages under this Section 6.02; provided, however, that such limitation shall not prevent any Partnership Indemnified Party from recovering under this Section 6.02 for any such damages to the extent that such damages are payable to a third party in connection with any Third-Party Claims.

• The rights of any Partnership Indemnified Party under this Section 5.17 shall be in addition to any other rights such Partnership Indemnified Party may have under the Organizational Documents of any Partnership Group Entity or applicable Law.

More Definitions of Partnership Indemnified Party

Partnership Indemnified Party has the meaning set forth in Section 13.1;

Partnership Indemnified Party means the Partnership and its partners and their respective officers, directors, employees, representatives, agents, advisors, consultants and assigns, and all of their respective heirs, legal representatives, successors and assigns, but shall exclude the Contributor Indemnified Party.

Partnership Indemnified Party has the meaning given such term in Section 5.1.