SEARHC Indemnifiable Losses definition

SEARHC Indemnifiable Losses has the meaning set forth in Section 8.2(c). “SEARHC’s Closing Documents” has the meaning set forth in Section 5.4. “Settlement Payments” has the meaning set forth in Section 1.4(h).
Sample 1Sample 2Sample 3
SEARHC Indemnifiable Losses has the meaning set forth in Section 8.2(c).
Sample 1

Examples of SEARHC Indemnifiable Losses in a sentence

  • All Losses for which the SEARHC Indemnified Parties are entitled to seek indemnification under this Agreement are referred to herein as “SEARHC Indemnifiable Losses.” All Losses for which the City Indemnified Parties are entitled to seek indemnification under this Agreement are referred to herein as “City Indemnifiable Losses.” Indemnification for SEARHC Indemnifiable Losses will be first satisfied by SEARHC from the City Funded Escrow Account and then from the Purchase Price Escrow Account, if available.

Related to SEARHC Indemnifiable Losses

  • Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.

  • Indemnifiable Loss means, with respect to any Person, any action, claim, cost, damage, deficiency, diminution in value, disbursement, expense, liability, loss, obligation, penalty, settlement, suit, or tax of any kind or nature, together with all interest, penalties, legal, accounting and other professional fees and expenses reasonably incurred in the investigation, collection, prosecution and defense of claims and amounts paid in settlement, that may be imposed on or otherwise incurred or suffered by such Person, whether directly or indirectly.

  • Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • 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.

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

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

  • Jointly Indemnifiable Claims shall be broadly construed and shall include, without limitation, any claim, demand, action, suit or proceeding for which the Covered Person shall be entitled to indemnification or advancement of Expenses from both (i) the Company and/or any Controlled Entity pursuant to the Indemnification Sources, on the one hand, and (ii) any Indemnitee-Related Entity pursuant to any other agreement between any Indemnitee-Related Entity and the Covered Person pursuant to which the Covered Person is indemnified, the laws of the jurisdiction of incorporation or organization of any Indemnitee-Related Entity and/or the certificate of incorporation, certificate of organization, bylaws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or other organizational or governing documents of any Indemnitee-Related Entity, on the other hand.

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

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

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

  • Indemnifiable Damages shall have the meaning set forth in Section 9.1 herein.

  • Purchaser Indemnitees has the meaning set forth in Section 7.02.

  • Seller Indemnitees has the meaning set forth in Section 8.03.

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

  • Buyer Indemnitees has the meaning set forth in Section 8.02.

  • SpinCo Indemnitees shall have the meaning set forth in Section 4.3.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

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

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

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

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • 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.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.