Securityholder Indemnitors means the Securityholders, severally and not jointly (in accordance with their respective Pro Rata Share).

Securityholder Indemnitors means, collectively, the Securityholders (other than those Company Stockholders all of whose shares of Company Capital Stock constitute Canceled Shares, but including, for the avoidance of doubt, Company Optionholders and holders of Company Warrants who receive shares of Company Capital Stock upon the termination or exercise of the Company Warrants and Vested Company Options in accordance with Section 2.06 as of immediately prior to the Effective Time).

Securityholder Indemnitors means each Securityholder that was required to enter into a Joinder Agreement as a condition to its receiving its portion of the Merger Consideration, on a several and not joint basis.

Examples of Securityholder Indemnitors in a sentence

Subject to Section 6.3(c), the maximum amount that the Purchaser Indemnitees are entitled to recover from the Securityholder Indemnitors under Section 6.2(a) for breaches of representations and warranties other than the Fundamental Representations is an amount equal to 15% of the sum of (i) the Merger Consideration plus (ii) payments for Indebtedness pursuant to Section 1.5(f) that are paid at the Closing and received by Securityholders and/or their Affiliates.
Subject to Section 7.3(c), the maximum aggregate amount that the Purchaser Indemnitees are entitled to recover from the Securityholder Indemnitors under Section 7.2(a)(i) is the Indemnity Escrow Share Amount (“Cap Amount”).
Subject to Section 6.3(c), the maximum aggregate amount that the Purchaser Indemnitees are entitled to recover from the Securityholder Indemnitors under Section 6.2(a) is the amount of the Escrow Fund at such time as such claim is fully and finally resolved pursuant to this Article 6.
The Escrow Amount shall constitute partial security for any Adjustment Amount, as applicable, and the indemnification obligations of the Securityholder Indemnitors pursuant to Article 10.
In the case of a claim by a Parent Indemnitee, in the event the Escrow Fund is insufficient to satisfy such Damages, then Parent may recover any unsatisfied Damages directly against the Securityholder Indemnitors in accordance with the terms of such memorandum.
Subject to Section 6.3(c), the maximum aggregate amount that the Purchaser Indemnitees are entitled to recover from the Securityholder Indemnitors under Section 6.2(a)(i) is the amount of the Escrow Fund at such time as such claim is fully and finally resolved pursuant to this Article 6.
In the event there is an insufficient amount in the Escrow Fund to satisfy the Adjustment Amount, Parent shall be entitled to recover directly from the Joined Securityholder Indemnitors (in proportion to their respective Pro Rata Shares) any unsatisfied portion of the Adjustment Amount.

More Definitions of Securityholder Indemnitors

Securityholder Indemnitors means the Securityholders, severally and not jointly (in accordance with their respective Pro Rata

Related to Securityholder Indemnitors

Holder Indemnified Persons means, with respect to each Holder, such Holder and its Affiliates and directors, officers, partners, employees, agents, representatives and control persons, entitled to indemnification by the Fund under Section 7 of this Agreement.
Holder Indemnified Parties has the meaning set forth in Section 7(a).
Holder Indemnified Party is defined in Section 4.1.
Selling Holder Indemnified Persons has the meaning specified therefor in Section 2.09(a) of this Agreement.
Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.
Investor Indemnified Party is defined in Section 4.1.
Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).
Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Purchaser Indemnitee As defined in Section 6(a) hereof.
Purchaser Indemnified Parties has the meaning set forth in Section 8.2.
Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).
Seller Indemnified Party has the meaning set forth in Section 7.2.
Seller Indemnified Parties has the meaning set forth in Section 8.1.
Company Indemnified Persons has the meaning set forth in Section 5(a).
Purchaser Indemnitees has the meaning set forth in Section 7.02.
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.
Company Indemnified Parties has the meaning specified in Section 7.8(a).
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Investor Indemnitees shall have the meaning set forth in Section 5.01.
Buyer Indemnified Persons has the meaning set forth in Section 8.2.
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Buyer Indemnified Parties has the meaning set forth in Section 8.2.
Seller Indemnitees has the meaning set forth in Section 8.03.
Lender Indemnitees shall have the meaning set forth in Section 11.13(b).

Securityholder Indemnitors definition

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