Examples of Purchaser Indemnitor in a sentence
Except with the express prior written consent of Purchaser, Indemnitor shall not consent to the settlement or entry of any judgment arising from any such claim or litigation which in each case does not include as an unconditional term thereof the giving by the claimant or plaintiff, as the case may be, to Purchaser of an unconditional release from all liability in respect thereof unless Indemnitor shall have actually paid the full amount of any such settlement or judgment.
No delay in or failure to give a Seller Claims Notice by the Seller Indemnitee to the Purchaser Indemnitor pursuant to this Section 9.07(a) will adversely affect any of the other rights or remedies that a Seller Indemnitee has under this Agreement, or alter or relieve the Purchaser Indemnitor of its obligation to indemnify the applicable Seller Indemnitee, except to the extent that the Purchaser Indemnitor is prejudiced thereby.
To the maximum extent permitted by law, each of Purchaser, Indemnitor and Seller hereby irrevocably and unconditionally waives trial by jury in any legal action or proceeding relating to this Agreement and for any counterclaim therein.
The Guarantor reserves the right to assert defenses which the Purchaser Indemnitors may have to payment under the Agreement, other than defenses arising from the bankruptcy or insolvency of any Purchaser Indemnitor.
For purposes hereof, "Indemnitor" means the Purchaser Indemnitor or the Company Indemnitor, as applicable; "Indemnitee" means a Purchaser Indemnitee or a Company Indemnitee and "Indemnified Liabilities" means either Purchaser Indemnified Liabilities or Company Indemnified Liabilities.
Except with the express prior written consent of Purchaser, Indemnitor shall not consent to the settlement or entry of any judgment arising from any such claim or litigation which in each case does not include as an unconditional term thereof the giving by the claimant or plaintiff, as the case may be, to Purchaser of any unconditional release from all liability in respect thereof unless Indemnitor shall have actually paid the full amount of any such settlement or judgment.
In the event that any Purchaser Indemnitor is or is threatened to be made a party to or a participant in any Action, and the Purchaser Indemnitor’s involvement in the Action arises in whole or in part from the service to any Company Indemnifying Person of any director or officer, then the Purchaser Indemnitor shall be directly entitled to all rights and remedies of such director or officer hereunder to the same extent as such director or officer.