Xxxxxx Indemnified Parties definition

Xxxxxx Indemnified Parties has the meaning ascribed to such term in Section 3.01 of this Agreement.

Xxxxxx Indemnified Parties has the meaning set forth in Section 7.2.

Xxxxxx Indemnified Parties has the meaning given to such term in Section 5.2;

Examples of Xxxxxx Indemnified Parties in a sentence

• Notwithstanding anything to the contrary contained herein, the New Fluor indemnity provisions described in Section 3.01 of this Agreement shall not apply to the extent that the Xxxxxx Indemnified Parties are the cause, either directly or indirectly, of any matter, activity or omission resulting in Losses due to breach of the obligations and liabilities set forth in Schedule 5.09.

• In the event of any such claim against the Xxxxxx Indemnified Parties by any Third Party, Abbot shall promptly notify CTI in writing of the claim and CTI shall manage and control, at its sole expense, the defense of the claim and its settlement.

• FCPT agrees to indemnify and hold harmless the Xxxxxx Indemnified Parties from and against any and all Liabilities incurred by such Xxxxxx Indemnified Party arising out of or based upon any untrue statement or alleged untrue statement or omission of a material fact contained in any Disclosure Document, other than information that relates solely to the Xxxxxx Business.

• The indemnity obligations shall not apply to any Loss based upon a breach of the Limited Survival Transferee Representations as to which the Xxxxxx Indemnified Parties did not give a timely Notice of Claim in accordance with Section 7.1(c).

• CTI shall not be liable for any litigation costs Execution Copy or expenses incurred by the Xxxxxx Indemnified Parties without CTI's prior written authorization.

• The Xxxxxx Indemnified Parties shall cooperate with CTI and may, at their option and expense, be represented in any such action or proceeding.

• Notwithstanding any provision of this Agreement, this Agreement, including Article V hereof, may be amended or modified at any time by the Parties without the need or requirement of any consent or approval of any other respective Company Indemnified Party or Xxxxx Xxxxxx Indemnified Party, and any amendment or modification agreed to by the Parties shall be binding on all Company Indemnified Parties and all Xxxxx Xxxxxx Indemnified Parties.

• The Xxxxxx Indemnified Parties and their respective successors shall be third party beneficiaries of the indemnification provisions of Section 9.12 hereof, as applicable, and shall be entitled to enforce those provisions in each such case as fully and to the same extent as if they were parties to this Agreement.

• In addition, CTI shall not be responsible for the indemnification of any Xxxxxx Indemnified Party arising from any negligent or intentional acts by such Party, or as the result of any settlement or compromise by the Xxxxxx Indemnified Parties without CTI's prior written consent.

• The Xxxxxx Indemnified Parties may, in their sole discretion, offset any right to indemnification the Xxxxxx Indemnified Parties have pursuant to this Article 9 that either the parties have agreed in writing is owed or that has been determined to be owed pursuant to a final non-appealable decision that has been rendered by a court of competent jurisdiction, against any amounts outstanding to Parent under the Parent Note or the Working Capital Note.

More Definitions of Xxxxxx Indemnified Parties

Xxxxxx Indemnified Parties means Xxxx X. Xxxxxx, Xxxxx Xxxxxx, each Existing Partner, each Property Owner (to the extent its Developed Properties were transferred to Transferee) and each Assignor and their respective officers, directors, employees, agents, consultants, representatives, subsidiaries, Affiliates, stockholders, partners, members and attorneys.

Xxxxxx Indemnified Parties shall have the meaning specified in Section 13.4 hereof.

Xxxxxx Indemnified Parties means Xxxx X. Xxxxxx, each Existing Partner and each Property Owner (to the extent its Property is transferred to BPLP) and their respective officers, directors, employees, agents, consultants, representatives, subsidiaries, Affiliates, stockholders, partners, members and attorneys.

Xxxxxx Indemnified Parties shall have the meaning set forth in Section 6.01 hereof.

Xxxxxx Indemnified Parties shall have the meaning specified in Section 8.2(a).

Xxxxxx Indemnified Parties means Xxxxxx, the Owner and their respective officers, directors, employees, agents, consultants, representatives, subsidiaries, Affiliates, stockholders, members, partners and attorneys and the Xxxxxx family members.