Examples of Service Provider Indemnified Party in a sentence

In connection with such indemnification, the Company will promptly remit or pay to Service Provider Indemnified Party any amounts which the Service Provider Indemnified Party certifies to the Company in writing are payable to Service Provider Indemnified Party hereunder.
Notwithstanding the foregoing, only a Party and its respective successors and permitted assigns will have the right to enforce the provisions of this Agreement on its own behalf or on behalf of any Company Indemnified Party or Service Provider Indemnified Party (but shall not be obligated to do so).
The reimbursement and indemnity obligations of the Company under this Section 6(a) shall be in addition to any liability which the Company may otherwise have, shall extend upon the same terms and conditions to any Service Provider Indemnified Party and shall be binding upon and inure to the benefit of any successors, assigns, heirs and personal representatives of the Company and each Service Provider Indemnified Party.
If the joint, concurrent, comparative, or contributory fault or gross negligence of the Service Provider Indemnified Party or Client Indemnified Party gives rise to any Losses which such Person is entitled to indemnification, then such Losses will be allocated in proportion to their respective degrees of fault or negligence contributing to such Losses.
Notwithstanding anything in this Section 19.2 to the contrary, Company shall not have any obligation to indemnify any Service Provider Indemnified Party for Losses to the extent such Losses are caused by the gross negligence or willful misconduct of any Service Provider Indemnified Party, except in the case of Section 19.2(b) (to the fullest extent permitted by Applicable Law).
In connection with such indemnification, the Company will promptly remit or pay to any Service Provider Indemnified Party any amounts which the Service Provider Indemnified Party certifies to the Company in writing are payable to such Service Provider Indemnified Party hereunder.
The reimbursement and indemnity obligations of the Company under this Section 7(a) shall be in addition to any liability which the Company may otherwise have, shall extend upon the same terms and conditions to any Service Provider Indemnified Party and shall be binding upon and inure to the benefit of any successors, assigns, heirs and personal representatives of the Company and each Service Provider Indemnified Party.

More Definitions of Service Provider Indemnified Party

Service Provider Indemnified Party has the meaning assigned thereto in Section 10.1.1; 1.1.64 “Service Providers” means the Canadian Service Provider, the Canadian Service Provider II and the UK Service Provider; 1.1.65 “Service Recipient” means TERP, TERP LLC, TERP Operating and the Subsidiaries listed on Schedule A hereto, as well as any other direct and indirect Subsidiary of TERP, TERP LLC or TERP Operating, as applicable, acquired or formed after the date hereof; 1.1.66 “Services” has the meaning assigned thereto in Section 3.1; 1.1.67 “Senior TERP Officers” means the chief executive officer, chief financial officer and general counsel of TERP; 1.1.68 “Sponsor Line Agreement” means the Sponsor Line Agreement, dated as of the date of this Agreement between an Affiliate of Brookfield and TERP; 1.1.69 “Sponsorship Agreements” means this Agreement and the Other Sponsorship Agreements; 5 1.1.70 “Subsidiary” means, with respect to any Person, (i) any other Person that is directly or indirectly Controlled by such Person, (ii) any trust in which such Person holds all of the beneficial interests or (iii) any partnership, limited liability company or similar entity in which such Person holds all of the interests other than the interests of any general partner, managing member or similar Person; 1.1.71 “TERP” has the meaning assigned thereto in the preamble; 1.1.72 “TERP Group” means TERP and any direct or indirect Subsidiary of TERP, TERP LLC and TERP Operating; 1.1.73 “TERP Indemnified Party” has the meaning assigned thereto in Section 10.1.2; 1.1.74 “TERP LLC” has the meaning assigned thereto in the preamble; 1.1.75 “TERP Operating” has the meaning assigned thereto in the preamble; 1.1.76 “TERP Share” means each share of the Class A common stock, par value $0.01 per share, of TERP; 1.1.77 “Third Party” means any Person other than a party or an Affiliate of a party (provided that the TERP Group and the Brookfield Group shall be considered Third Parties with respect to each other for purposes of this Agreement); 1.1.78 “Third Party Claim” has the meaning assigned thereto in Section 10.1.3; 1.1.79 “Trading Price” means, in any Quarter, the volume-weighted average trading price of a TERP Share for the trading days in such Quarter on a stock exchange or public quotation system; 1.1.80 “Transaction Fees” means fees paid or payable by the Service Recipients, which are on market terms, with respect to financial advisory services provided by Third Party investment advisors in respect of transactions on...

Related to Service Provider Indemnified Party

Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Holder Indemnified Party is defined in Section 4.1.
Seller Indemnified Party has the meaning set forth in Section 7.2.
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).
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Servicer Indemnified Party As defined in Section 8.05(c) of this Agreement.
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).
D&O Indemnified Party has the meaning set forth in Section 5.8(a).
Buyer Indemnified Persons has the meaning set forth in Section 8.2.
D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).
Company Indemnified Persons has the meaning set forth in Section 5(a).
Investor Indemnified Party is defined in Section 4.1.
Indemnified Party’s Group means the Seller Group (with respect to a Seller Indemnified Party) or the Purchaser Group (with respect to a Purchaser Indemnified Party).
Buyer Indemnified Parties has the meaning set forth in Section 8.2.
Company Indemnified Parties has the meaning specified in Section 7.8(a).
Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).
Seller Indemnitees has the meaning set forth in Section 8.03.
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 Indemnitee has the meaning set forth in Section 9.2(b).
Purchaser Indemnified Parties has the meaning set forth in Section 8.2.
Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.
Indemnified Parties shall have the meaning assigned to such term in Section 7.2.

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