Examples of Securityholder Indemnified Party in a sentence
Counsel for the Indemnified Party shall be selected as follows: counsel for the Company Indemnified Party shall be selected by the Selling Securityholders, and counsel for the Selling Securityholder Indemnified Party shall be selected by the Company.
If the Purchaser does not notify the Securityholder Indemnified Party within thirty (30) Business Days following receipt of such notice that Purchaser disputes its liability to the Securityholder Indemnified Party, such claim specified by the Securityholder Indemnified Party in such notice shall be conclusively deemed a liability of the Purchaser.
Unless otherwise directed by the Representative, any indemnification payment to which any Securityholder Indemnified Party shall become entitled pursuant to this Section 8.03 shall be delivered by the Parent to the Representative (on behalf of the Securityholders, and each Securityholder is to be paid based on its Pro Rata Percentage) by wire transfer of immediately available funds to the Representative’s account within fifteen (15) days after the date upon which any underlying claims are finally resolved.
Unless otherwise directed by the Representative, any indemnification payment to which any Securityholder Indemnified Party shall become entitled pursuant to this Section 8.03 shall be delivered by the Parent to the Representative (on behalf of the Preferred Shareholders, in accordance with their respective Pro Rata Percentages) by wire transfer of immediately available funds to the Representative’s Account within fifteen (15) days after the date upon which any underlying claims are finally resolved.
Subject to the provisions of this Article VI, Sports Information and the Sports Information Principal Stockholder hereby jointly and severally agree to indemnify, defend and hold harmless each HEMP Security-holder Indemnified Party from and against any and all Losses incurred or suffered arising out of any breach of any representation or warranty in this Agreement and/or in any Related Agreement made or given by Sports Information and the Sports Information Principal Stockholder or any one or more of them.
If the Indemnified Party entitled to payment is a Securityholder Indemnified Party, then TranS1 shall pay, within five (5) business days following the occurrence of such Final Determination, such amounts due and owing to the Escrow Participants, which shall be allocated according to each relevant Escrow Participant’s Escrow Participation Percentage.
Each Parent Indemnified Party and Securityholder Indemnified Party, as the case may be, will have the right in any particular circumstance, in its sole discretion, to enforce any provision of this Article X without regard to the availability of a remedy under any other provision of this Article X, and the use of any one right or remedy by any Party shall not preclude or constitute a waiver of its rights to use any or all other remedies provided by this Agreement.
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Notwithstanding anything contained herein to the contrary, nothing herein shall limit the recovery amount against the Buyer, or the Surviving Corporation, or remedies available to a Securityholder Indemnified Party, for Fraud by the Buyer, the Merger Sub, the Surviving Corporation or any of their respective authorized representatives.
No Securityholder Indemnified Party shall have or exercise or assert (or attempt to exercise or assert) any right of contribution, right of indemnity or other right or remedy against Parent or the Target Companies in connection with any indemnification obligation or any other liability to which he, she or it may become subject under or in connection with this Agreement.