Xxxx Indemnitees definition

Xxxx Indemnitees shall have the meaning set forth in Section 5.3.

Xxxx Indemnitees means XXXX and its Affiliates (other than NEE Partners and its Subsidiaries, which Subsidiaries shall not include any XXXX ROFO Asset prior to the acquisition thereof by NEE Operating LP or any of its Subsidiaries), and each of their respective shareholders, members, partners, trustees, beneficiaries, directors, officers, employees, attorneys, accountants, consultants and agents, and the successors, assigns, legal representatives and heirs of each of the foregoing.

Xxxx Indemnitees has the meaning given to such term in Section 8.1.

Examples of Xxxx Indemnitees in a sentence

• XXXX INDEMNITEES") from and against any and all Losses of any of the St. Xxxx Indemnitees arising out of or based upon any actions taken or refrained from being taken by any such St. Xxxx Indemnitee at the direction of Platinum pursuant to this Agreement, or any breach by Platinum of any of its covenants under this Agreement.

• The iCeutica Indemnitees or the Xxxx Indemnitees, as applicable, shall provide the indemnitor with prompt written notice of each Claim for which indemnification is sought.

• It is understood and agreed, however, that if Cephalon has actual knowledge of the Proceeding for which indemnification is being sought within said six month period, then the failure by Xxxx to provide notice within the six month period shall not deprive the Xxxx Indemnitees of their right to indemnification.

• The parties agree, for all federal, state and local tax purposes, to treat all payments to the Xxxx Indemnitees pursuant to this Section 7 as an adjustment to, and reduction of, the Purchase Price.

• However, the parties acknowledge and agree that the failure by Xxxx to provide such notice within the six months after the expiration of the 20-day time period set forth above shall not deprive the Xxxx Indemnitees of their right to indemnification, provided that the delay in the provision of such notice does not in any way prejudice Cephalon.

• The provisions of this Section 7 shall be the exclusive remedy of the Xxxx Indemnitees with respect to any breach of representation or warranty under this Agreement, other than for any fraudulent breach of a representation or warranty.

• Acknowledgement”) in which Cephalon shall: (i) agree that the Xxxx Indemnitees are entitled to indemnification under this Section in connection with the Proceeding; or (ii) dispute that the Xxxx Indemnitees are entitled to such indemnification.

More Definitions of Xxxx Indemnitees

Xxxx Indemnitees means XXXX, OSU, their assigns, employees, students, trustees, officers, agents, contractors, subcontractors, and consultants.

Xxxx Indemnitees has the meaning set forth in Article 9.1.

Xxxx Indemnitees means XXXX and its Affiliates and their respective officers and directors and, following the Closing, the Company and each of their respective directors, managers, officers and employees, and successors and permitted assigns, as the case may be.

Xxxx Indemnitees has the meaning set forth in Section 14(a).

Xxxx Indemnitees has the meaning set forth in Section 13.1.

Xxxx Indemnitees means XXXX, each Affiliate of XXXX (including, after the Effective Time, Importers), and each of its respective Representatives and each of the heirs, executors, successors and assigns of any of the foregoing.