Shareholder Indemnitors definition

Shareholder Indemnitors means the Shareholders and/or their respective Affiliates, in their capacity as indemnitors to such Shareholder’s Director designees under the applicable Shareholder Indemnification Agreements.

Shareholder Indemnitors means Charxxx X. Xxxxx, Xxorxx X. Xxxxx, III, L.A. Xxxxx, Xxxxxxx X. Ixxxx xxx Willxxx X. Xxxxx.

Shareholder Indemnitors. Designees" defined in Section 9.1(d).

Examples of Shareholder Indemnitors in a sentence

• Notices or communications to or from the Shareholders' Agent shall constitute notice to or from each of the Shareholder Indemnitors.

• The Shareholder Indemnitors shall severally indemnify the Shareholders' Agent and hold him harmless against any loss, liability or expense incurred without gross negligence or bad faith on the part of the Shareholders' Agent and arising out of or in connection with the acceptance or administration of his duties hereunder.

• Escrow Shares in the Escrow shall be released to the respective Shareholder Indemnitors, in proportion to their respective percentage interest in the Escrow Fund as specified in Appendix B to the Escrow Agreement.

• Failure to timely so object shall constitute a final and binding acceptance of the Indemnification Claim by the Acquiror, or the Indemnitor Representative on behalf of all Shareholder Indemnitors, as appropriate, and the Indemnification Claim shall be paid in accordance with subsection (d) hereof.

• A decision, act, consent or ---------------------------------- instruction of the Shareholders' Agent shall constitute a decision of all Shareholder Indemnitors for whom Escrow Shares are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Shareholder Indemnitor, and the Escrow Agent and Agile may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every such Shareholder Indemnitor.

• To the extent shares of Acquiror Common Stock remain available to Acquiror under the Escrow Agreement, Acquiror shall satisfy any Indemnification Claim in accordance with the provisions of the Escrow Agreement before pursuing other remedies for an Indemnification Claim against the Shareholder Indemnitors.

• No fractional shares shall be released and delivered from Escrow to the Shareholder Indemnitors.

• The Company further agrees that no advancement or payment by the Shareholder Indemnitors on behalf of any such Preferred Director with respect to any claim for which such Preferred Director has sought indemnification from the Company shall affect the foregoing and the Shareholder Indemnitors shall have a right of contribution and/or be subrogated to the extent of such advancement or payment to all of the rights of recovery of such Preferred Director against the Company.

• Any Escrow Shares in the Escrow held as a result of clause (B) shall be released to the Shareholder Indemnitors or released to Agile (as appropriate) promptly upon quantification or resolution of each specific indemnification claim involved.

• For purposes of this Section 8.6(c), in any arbitration hereunder in which any claim or the amount thereof stated in the Officer's Certificate is at issue, Agile shall be deemed to be the Non- Prevailing Party unless the arbitrators award Agile more than one-half (1/2) of the amount in dispute, plus any amounts not in dispute; otherwise, the Shareholder Indemnitors for whom the Escrow Shares have been deposited in the Escrow Fund shall be deemed to be the Non-Prevailing Party.

More Definitions of Shareholder Indemnitors

Shareholder Indemnitors means Xxxx X. Xxxxxxx, as Trustee of the Revocable Trust Agreement of Xxxx X. Xxxxxxx, dated July 12, 1996, Xxxxx X. Xxxxxxx and their respective successors and assigns.

Shareholder Indemnitors means the Shareholders and their respective successors and assigns.

Shareholder Indemnitors shall have the meaning set forth in Section 7.2(a) of the Agreement.

Shareholder Indemnitors means Famizav Holdings, Inc., Famiroul Holdings Inc. and Gestion Pernor Inc.

Shareholder Indemnitors shall both mean the following Persons: (a) the Shareholders and (b) the respective successors and assigns of the Persons referred to in clauses (a) above.