Examples of Seller Indemnified Amounts in a sentence
The Sponsor shall be jointly and severally liable for any Seller Indemnified Amounts and any Repurchase Amounts and all Repurchase Event Fees and Expenses payable under the Student Loan Purchase Agreement, all amounts payable by the SPV Administrator pursuant to Section 7.02 and all amounts payable by the Master Servicer pursuant to Section 7.03.
Each of the parties hereto acknowledges and agrees that the Conduit Lender, the Department and the other Affected Parties are express third party beneficiaries hereof entitled to enforce all of the obligations of the Seller with respect to payment of Repurchase Amounts, Repurchase Event Fees and Expenses and Seller Indemnified Amounts owed by the Seller and to enforce the terms hereof as if they were parties hereto.
Such amounts shall be paid not later than thirty (30) days after receipt by Purchaser of written notice from Seller stating that such Seller Indemnified Amounts have been incurred and the amount thereof and of the related indemnity payment; provided, however, that any disputed amounts shall be due and payable within thirty (30) days after such amounts are finally determined to be owing by Purchaser to Seller and Shareholder.
Seller and Shareholder shall have the right, by written notice, time being of the essence, within five (5) business days after receipt of notice from Purchaser of their intention to seek to receive such Seller Indemnified Amounts or Set-Off Amounts, to direct Purchaser or the Escrow Agent to satisfy such Seller Indemnified Amount or Set-Off Amount from all or a portion of either the Medialink Shares, or the payments under this Agreement or the Non-Compete Agreement.
For the avoidance of doubt, there shall be no recourse to the Servicer for Seller Indemnified Amounts other than to the extent expressly provided for in this Agreement or in any other Transaction Document.