Transferee Indemnitees definition

Transferee Indemnitees has the meaning set forth in Section 7.2(a).
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Transferee Indemnitees shall have the meaning set forth in Section 10.2, below.
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Transferee Indemnitees has the meaning given that term in SECTION 7.2.
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Examples of Transferee Indemnitees in a sentence

  • Nothing expressed or implied in this Agreement is intended or shall be construed to confer upon or give any Person, other than the Parties, any right or remedies under or by reason of this Agreement; provided, however, that each of the Transferor Indemnitees and Transferee Indemnitees is an express, intended third-party beneficiary of this Agreement.

  • Nothing expressed or implied in this Agreement is intended or shall be construed to confer upon or give any Person, other than the Parties, any right or remedies under or by reason of this Agreement; provided, however, each of the Transferor Indemnitees and Transferee Indemnitees is an express, intended third-party beneficiary of this Agreement.

  • Except as provided in the preceding sentence and as expressly provided elsewhere in this Agreement with respect to Company Indemnitees and Transferee Indemnitees, this Agreement is neither expressly nor impliedly made for the benefit of any Person other than Company or NovaMedica, or Transferee.

  • This Agreement is not intended to confer upon any Person other than the parties hereto any rights or remedies hereunder, except the provisions of Sections 7.02 and 7.03 relating to Transferee Indemnitees and Transferor Indemnitees.

  • Notwithstanding anything else herein to the contrary, Transferors' obligation to indemnify Transferee Indemnitees for any Transferee Damages shall not exceed the aggregate value of the Indemnification Escrow.

  • In the event of termination of this Agreement by Transferees pursuant to clause (ii) of 6.04(a), Transferees shall receive upon demand, as liquidated damages for and in full settlement of all claims of Transferees and Transferee Indemnitees against Transferors in connection with this Agreement, the amount of $50,000 in immediately available funds, the nature of this transaction being such as will not permit any exact determination of the damage that may be suffered by Transferees under such circumstances.

  • This Agreement is not intended to confer upon any Person other than the parties hereto any rights or remedies hereunder, except the provisions of SECTIONS 7.2 AND 7.3 relating to Transferee Indemnitees and Transferor Indemnitees and SECTION 8.10.

  • Nothing in this Agreement shall entitle any Person other than Transferee and Transferor to any Claims, remedy or right of any kind, except as to those rights expressly provided to Transferor Indemnitees and Transferee Indemnitees (provided, however, any claim for indemnity hereunder on behalf of a Transferor Indemnitee or a Transferee Indemnitee must be made and administered by a Party to this Agreement).

  • To the maximum extent permitted by law, each of the Transferee Indemnitees waives the benefit of any such prohibition.

  • If no Response is delivered by the Indemnifying Party to the Indemnified Party within such thirty (30) day period, the Indemnifying Party shall be deemed to have agreed that an amount equal to the entire Claimed Amount shall be payable to the Indemnified Party and such Claimed Amount shall be promptly paid to Transferor Indemnitees or Transferee Indemnitees, as applicable.


More Definitions of Transferee Indemnitees

Transferee Indemnitees has the meaning set forth in Section 7.2(a). “Transferee SEC Documents” has the meaning set forth in Section 4.8.
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Transferee Indemnitees means, with respect to each Transferee, such Transferee and its affiliates, officers, directors, agents, partners, members and employees.
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Transferee Indemnitees. “ shall mean the following Persons: (a) Transferee; (b) Transferee’s current and future Affiliates (following the Closing, the Target and each target Subsidiary); (c) officers, directors, general and limited partners, members, stockholders and managers of the Persons referred to in clauses (a) and (b) above; and (d) the respective successors and assigns of the Persons referred to in clauses (a), (b) and (c) above; provided, however, that the Transferor shall not be deemed to be a Transferee Indemnitee.
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Related to Transferee Indemnitees

  • Licensee Indemnitees has the meaning set forth in Section 11.2.

  • Related Indemnified Person of an indemnified person means (a) any controlling person or controlled affiliate of such indemnified person, (b) the respective directors, officers, or employees of such indemnified person or any of its controlling persons or controlled affiliates and (c) the respective agents of such indemnified person or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such indemnified person, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this sentence pertains to a controlled affiliate or controlling person involved in the negotiation or syndication of this Agreement and the Term Loans.

  • Fund Indemnified Persons means, the Fund and its affiliates and trustees, officers, partners, employees, agents, representatives and control persons, entitled to indemnification by the Holders under Section 7.

  • 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 Indemnified Persons has the meaning set forth in Section 8.3.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

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

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

  • Investor Indemnified Party is defined in Section 4.1.

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

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

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

  • Licensor Indemnitees has the meaning set forth in Section 9.1.

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

  • Investor Indemnitees shall have the meaning set forth in Section 5.01.

  • Indemnified Parties shall have the meaning assigned to such term in Section 7.2.

  • Indemnified Persons has the meaning assigned to such term in Section 7.12(c).

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

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

  • Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.

  • Fiduciary Indemnified Person means each of the Institutional Trustee (including in its individual capacity), the Delaware Trustee (including in its individual capacity), any Affiliate of the Institutional Trustee or the Delaware Trustee, and any officers, directors, shareholders, members, partners, employees, representatives, custodians, nominees or agents of the Institutional Trustee or the Delaware Trustee.

  • Seller Indemnitee has the meaning set forth in Section 9.2(b).

  • 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.

  • Related Indemnitee Group has the meaning specified in Section 4.02(b) of the Participation Agreement.

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Purchaser Indemnitees has the meaning set forth in Section 7.02.