Vertex Indemnified Party definition

Vertex Indemnified Party has the meaning set forth in Section 8.1.2.

Vertex Indemnified Party has the meaning set forth in Section 10.2.

Vertex Indemnified Party shall have the meaning set forth in Section 7.05(b).

Examples of Vertex Indemnified Party in a sentence

• Any amounts due to any Vertex Indemnified Party hereunder shall be payable by the Purchaser to such Vertex Indemnified Party upon demand.

• An Indemnified Party’s failure to deliver such written notice will relieve the Indemnifying Party of liability to the Company Indemnified Party or Vertex Indemnified Party, as applicable, under Section 8.1.1, 8.1.2 or 8.1.3, as applicable, only to the extent such delay is prejudicial to the Indemnifying Party’s ability to defend such Third Party Claim.

• Provided that the Indemnifying Party is not contesting the indemnity obligation, the Company Indemnified Party or Vertex Indemnified Party, as applicable, will permit the Indemnifying Party to control any litigation relating to such Third Party Claim and the disposition of such Third Party Claim by negotiated settlement or otherwise (subject to this Section 8.1) and any failure to contest such obligation prior to assuming control will be deemed to be an admission of the obligation to indemnify.

• The obligations of (a) Vertex to indemnify and hold harmless any Purchaser Indemnified Party under Section 7.05 and (b) the Purchaser to indemnify and hold harmless any Vertex Indemnified Party under Section 7.05, in each case shall terminate (i) when the applicable representation or warranty terminates pursuant to this Section 7.01, with respect to claims made pursuant to Error! Reference source not found.