Registration Indemnitee definition

Registration Indemnitee has the meaning specified in Section 10.02(b).
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Registration Indemnitee has the meaning set forth in Section 8.2(a).
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Registration Indemnitee shall have the meaning specified in Section 9.02.
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Examples of Registration Indemnitee in a sentence

  • The relative benefits received by the Company, on the one hand, and the applicable Registration Indemnitee, on the other hand, shall be deemed to be in the same proportion as the total net proceeds from the applicable securities offering (before deducting expenses) received by the Company bear to the total net proceeds from such offering (before deducting expenses) received by such Registration Indemnitee.

  • If any Action shall be brought against a Registration Indemnitee or any other person entitled to indemnification (collectively with the Registration Indemnitee, the "Indemnitee") in respect of which indemnity may be sought against the Company, such Indemnitee shall promptly notify the Company, and the Company shall assume the defense thereof, including the employment of counsel and payment of all fees and expenses.

  • For purposes of this Section 8.2(b), any information relating to any underwriter that is contained in an Offering Document shall not be deemed to be information relating to a Registration Indemnitee.

  • Notwithstanding the provisions of this Section 8.3, a Registration Indemnitee shall not be required to contribute any amount in excess of the amount by which the proceeds to such Registration Indemnitee exceeds the amount of any damages which such Registration Indemnitee has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission.

  • If any Action shall be brought against a Registration Indemnitee or any other Person entitled to indemnification pursuant to this Article VI (collectively with the Registration Indemnitees, the “Indemnitees”) in respect of which indemnity may be sought against OWW, such Indemnitee shall promptly notify OWW, and OWW shall assume the defense thereof, including the employment of counsel and payment of all fees and expenses.

  • If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective, or start of work date, the Contractor must purchase extended reporting period coverage for a minimum of five (5) years after completion of contract work.

  • For purposes of this Section 6.2(b), any information relating to any underwriter that is contained in a Registration Statement or Prospectus shall not be deemed to be information relating to a Registration Indemnitee.

  • If any Action shall be brought against a Registration Indemnitee or any other person entitled to indemnification pursuant to this Article VIII (collectively with the Registration Indemnitees, the “Indemnitees”) in respect of which indemnity may be sought against Xxxxxx Express, such Indemnitee shall promptly notify Xxxxxx Express, and Xxxxxx Express shall assume the defense thereof, including the employment of counsel and payment of all fees and expenses.

  • Notwithstanding the provisions of this Section 6.3, a Registration Indemnitee shall not be required to contribute any amount in excess of the amount by which the proceeds to such Registration Indemnitee exceeds the amount of any damages which such Registration Indemnitee has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission.

  • For purposes of this Section 6.5(b), any information relating to any underwriter that is contained in a Registration Statement or Prospectus shall not be deemed to be information relating to a Registration Indemnitee.


More Definitions of Registration Indemnitee

Registration Indemnitee shall have the meaning set forth in Section 3.4.3.
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Registration Indemnitee has the meaning set forth in Section 10(g)(i) hereof.
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Registration Indemnitee has the meaning set forth in Section ----------------------- 8.2
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Related to Registration Indemnitee

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Indemnitee has the meaning assigned to such term in Section 9.03(b).

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Indemnified Party shall have the meaning set forth in Section 5(c).

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

  • Indenture Indemnitee means (i) WTNA and the Mortgagee, (ii) each separate or additional trustee appointed pursuant to the Trust Indenture, (iii) the Subordination Agent, (iv) each Liquidity Provider, (v) each Pass Through Trustee and each Related Note Holder, (vi) the Paying Agent, (vii) the Escrow Agent and (viii) each of the respective directors, officers, employees, agents and servants of each of the persons described in clauses (i) through (vii) inclusive above.

  • Related Indemnified Person of an indemnified person means (a) any controlling person or controlled affiliate of such indemnified person, (b) the respective directors, officers, or employees of such indemnified person or any of its controlling persons or controlled affiliates and (c) the respective agents of such indemnified person or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such indemnified person, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this sentence pertains to a controlled affiliate or controlling person involved in the negotiation or syndication of this Agreement and the Term Loans.

  • Investor Indemnified Party is defined in Section 4.1.

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Seller Indemnitee has the meaning set forth in Section 9.2(b).

  • Licensee Indemnitees has the meaning set forth in Section 11.2.

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Indemnifiable Person means any person who is or was a director, officer, trustee, manager, member, partner, employee, attorney, consultant, member of an entity’s governing body (whether constituted as a board of directors, board of managers, general partner or otherwise) or other agent or fiduciary of the Company or a Subsidiary or Affiliate of the Company.

  • Indemnified Person has the meaning set forth in Section 11.3.

  • Selling Holder Indemnified Persons has the meaning specified therefor in Section 2.09(a) of this Agreement.

  • Indemnifier means any Party obligated to provide indemnification under this Agreement;

  • Investor Indemnitees shall have the meaning set forth in Section 5.01.

  • Holder Indemnified Party is defined in Section 4.1.

  • Buyer Indemnitee has the meaning set forth in Section 8.1(b).

  • Purchaser Indemnitee As defined in Section 6(a) hereof.

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

  • Excluded Registration means (i) a registration relating to the sale of securities to employees of the Company or a subsidiary pursuant to a stock option, stock purchase, or similar plan; (ii) a registration relating to an SEC Rule 145 transaction; (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or (iv) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered.

  • Jointly Indemnifiable Claim means any Claim for which the Indemnitee may be entitled to indemnification from both an Indemnitee-Related Entity and the Company pursuant to applicable law, any indemnification agreement or the certificate of incorporation, by-laws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or comparable organizational documents of the Company and an Indemnitee-Related Entity.

  • Indemnitees has the meaning specified in Section 10.04(b).

  • Registration Expenses means the out-of-pocket expenses of a Registration, including, without limitation, the following: