Purchaser Indemnified Group definition

Purchaser Indemnified Group means Purchaser, its Subsidiaries and their respective Affiliates (including, after the Closing Date, the Acquired Companies), together with their successors and assigns, and their officers, directors, employees and agents.

Purchaser Indemnified Group means Purchaser, its Subsidiaries and their respective Affiliates (including, after the Closing Date, the Acquired Companies), together with their successors and permitted assigns, and their officers, directors, employees and agents.

Purchaser Indemnified Group has the meaning given to that term in Section 8.2(a).

Examples of Purchaser Indemnified Group in a sentence

• Neither Purchaser nor any other member of the Purchaser Indemnified Group shall be entitled to recover any Losses with respect to any matter for which a reserve or current Liability was included in the Closing Date Net Working Capital.

• After the Closing, the indemnities set forth in this Article IX shall be the sole and exclusive remedies of the Purchaser Indemnified Group and the Seller Indemnified Group for any breach of any representation or warranty made in or pursuant to this Agreement; provided, however, that the foregoing shall not limit the right of either party hereto to seek recovery for fraud, willful misconduct or intentional misrepresentation.

• If the Expert Arbitrator determines that the relevant Third Party ARC Claim is not a Valid Claim, Purchaser shall, within ten (10) Business Days after such determination, pay to Seller an amount equal to the amount of any Losses in respect of which Seller has prior to the date thereof indemnified the Purchaser Indemnified Group pursuant to Sections 11.2(a)(iv) and 11.6(c) in respect of such Third Party ARC Claim.

• No member of the Purchaser Indemnified Group shall bring any claim or action to seek recovery under Section 11.2(a) without the prior written consent of Purchaser.

• The Purchaser Indemnified Group or the Seller Indemnified Group, as the case may be, shall make a claim under any applicable insurance policy prior to making a claim for indemnity hereunder.

• The Corporation's obligation hereunder to defend, indemnify and hold harmless the Purchaser Indemnified Group for Damages resulting from or sustained by any breach of any representation or warranty shall be limited to the Purchase Price.

• The receipt by the Purchaser Indemnified Group of the benefits of indemnification by Seller under Section 11.2(a)(iv) shall be subject in all cases to this Article XI.

• Except for the right of members of the Purchaser Indemnified Group and the Seller Indemnified Group to seek recovery under Section 11.2(a) and (b) respectively, nothing in this Agreement, express or implied, is intended to confer on any Person not a party hereto, any rights or remedies, including any third party beneficiary rights, of any nature or kind whatsoever, under or by reason of this Agreement.

• An indemnification claim brought by a member of the Purchaser Indemnified Group (other than, for these purposes, ARC) pursuant to Section 11.2(a)(iv) shall, solely to the extent it seeks to recover Diminution Losses, not be subject to the 50% Limit.

• Except as otherwise provided in Section 10.5(d), the Shareholder shall not be liable to the Purchaser Indemnified Group for any Damages arising in connection with its indemnification obligations to the Purchaser Indemnified Group under Section 10.2(a)(vi) until the aggregate amount of such Damages exceeds the Philadelphia Indemnity Deductible, in which case the Shareholder shall be liable to the Purchaser Indemnified Group for the amount by which such Damages exceed the Philadelphia Indemnity Deductible.

More Definitions of Purchaser Indemnified Group

Purchaser Indemnified Group has the meaning set forth in Section 7.2.

Purchaser Indemnified Group means Orhan, each Purchaser, their respective Subsidiaries and Affiliates (including, after the Closing Date and the Non-JV Acquired Companies but excluding the JV Acquired Companies), together with their successors and assigns, and their officers, directors, employees and agents.

Purchaser Indemnified Group means Occidental Chemical Corporation, Purchaser, its Subsidiaries and their respective Affiliates, together with their respective successors and assigns, and the officers, directors, employees and agents of each of the foregoing.