Surviving Indemnities definition

Surviving Indemnities means any Obligations in the nature of an indemnity or hold harmless by Borrower in favor of TBCC arising under or pursuant to this Agreement or any of the other Loan Documents, which by its terms survives the latest of (the "Cut-off Date"): (i) the termination of this Agreement, and (ii) the payment of all principal, interest, prepayment penalties, fees and all other Obligations (not in the nature of an indemnity or hold harmless) due at the time of such payment under this Agreement and the Loan Documents; provided that there shall be excluded from such indemnity or hold harmless Obligations all amounts that are due and payable thereunder upon the Cut-off Date.
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Surviving Indemnities means any obligation in the nature of an indemnity or hold harmless by the Lessee in favor of the Agent and/or any Lessor, arising under or pursuant to the Lease, the Participation Agreement or any of the other Operative Agreements, which by its terms survives the latest of (the 'Cut-off Date'):
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Surviving Indemnities as defined in Section 14.8(b).
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Examples of Surviving Indemnities in a sentence

  • On the Maturity Date or on any earlier termination of this Agreement Borrower shall pay in full all Obligations, and notwithstanding any termination of this Agreement all of TBCC's security interests and all of TBCC's other rights and remedies shall continue in full force and effect until payment and performance in full of all Obligations (other than the Surviving Indemnities, as defined below).

  • If this Agreement is terminated pursuant to this Section, the Down Payment shall be promptly returned to Buyer and the parties hereto shall be released from all further obligations and liabilities hereunder, except with respect to the Surviving Indemnities.

  • The work will require interaction with key stakeholders, including the South African Heritage Resources Agency (SAHRA), the architect, and the project manager.

  • Upon termination of the Lease and the payment in full of all obligations (other than Surviving Indemnities) under the Lease, the Agent shall return any such letter of credit, to the extent undrawn, to the issuer thereof for cancellation.

  • All such funds, and earnings thereon, shall remain in the Deposit Account until all obligations (other than Surviving Indemnities) under the Lease are paid in full.

  • The Borrower hereby assigns and grants to the Lender a continuing first priority lien on, and security interest in, all the Borrowers right, title, and interest in and to the collateral described in the next sentence (the "Collateral") to secure the payment and performance of all the Obligations other than the Surviving Indemnities.

  • It is the express intention and agreement of the parties that the foregoing indemnity shall survive the consummation of the transactions contemplated in this Agreement (the "Surviving Indemnities").

  • In the event this Agreement is so terminated by Buyer, the Down Payment shall be returned to Buyer and the parties shall be released from all further obligations and liabilities hereunder, except with respect to the covenants and indemnities set forth in Sections 4, 6.1, 6.3, 7.1 and 15 (the "Surviving Indemnities").

  • All such funds, and earnings thereon, shall remain in the Deposit Account until all Obligations (other than Surviving Indemnities) are paid in full.

  • The obligations of the Borrower with respect to the Surviving Indemnities shall be limited pursuant to and in accordance with the provision of Section 9.17 of the Reimbursement Agreement, as incorporated in the Loan Documents, and such provision shall survive the termination of the Loan Documents, but only to the extent specifically set forth therein.


More Definitions of Surviving Indemnities

Surviving Indemnities shall have the meaning assigned to such term in Section 7.05(b).
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Surviving Indemnities has the meaning set forth in Section 5.3.
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Surviving Indemnities means any Obligations in the nature of an indemnity or hold harmless by the Borrower or any other Loan Party in favor of the Agent, the L/C Issuer and/or any Lender, arising under or pursuant to this Agreement or any of the other Loan Documents, which by its terms survives the latest of (the "Cut-off Date"):
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Surviving Indemnities as used in this Agreement means any Obligations in the nature of any indemnity, hold harmless or warranty by Borrower or Guarantor in favor of Bank, arising under or pursuant to this Agreement or the Guaranty, which by its terms survives the latest of the following dates (the "Cut-off Date"): (i) the termination of this Agreement or the Guaranty; (ii) the cancellation of all letters of credit; or (iii) the payment of all principal, interest, prepayment penalties, fees and all other Obligations (not in the nature of any indemnity, hold harmless or warranty) due at the time of such payment under this Agreement, provided that there shall be excluded from such indemnity, hold harmless, or warranty obligations all amounts that are due and payable thereunder upon the Cut-off Date.
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Surviving Indemnities means the terms and provisions of Section 7.12, “Indemnification”, of the Loan Agreement and Section 10, “Release and Waiver”, of the Fifth Modification.
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Related to Surviving Indemnities

  • Indemnities shall have the meaning specified in Section 11.

  • Indemnification Agreements has the meaning set forth in Section 2.5.

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Funding Indemnity Letter means a funding indemnity letter, substantially in the form of Exhibit N.

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Parent Indemnified Parties has the meaning set forth in Section 9.2(a).

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Surviving Obligations means any obligations of Tenant under this Lease, actual or contingent, which arise on or prior to the expiration or prior termination of this Lease or which survive such expiration or termination by their own terms.

  • Buyer Indemnitees has the meaning set forth in Section 8.02.

  • Surviving Company has the meaning set forth in Section 2.1.

  • Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.

  • Indemnification Cap has the meaning set forth in Section 9.3(a).

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.

  • Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.

  • Surviving Provisions has the meaning specified in Section 10.02.

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • Seller Indemnitees has the meaning set forth in Section 8.03.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Buyer Indemnified Persons has the meaning set forth in Section 8.2.

  • Parent Indemnitees has the meaning set forth in Section 8.02.

  • Indemnified Parties has the meaning set forth in Section 8.2.

  • protection and indemnity risks means the usual risks covered by a protection and indemnity association managed in London, including pollution risks and the proportion (if any) of any sums payable to any other person or persons in case of collision which are not recoverable under the hull and machinery policies by reason of the incorporation in them of clause 6 of the International Hull Clauses (1/11/02 or 1/11/03), clause 8 of the Institute Time Clauses (Hulls) (1/11/95) or clause 8 of the Institute Time Clauses (Hulls) (1/10/83) or the Institute Amended Running Down Clause (1/10/71) or any equivalent provision;

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.