Buyer Indemnity definition

Buyer Indemnity has the meaning set forth in Section 8.1(b).

Buyer Indemnity and "Seller's Environmental Reports", from the Date of Agreement until the Approval Date (the "Inspection Period"), Buyer shall have the right to conduct, at its own expense, an inspection of the Property to do the following:

Buyer Indemnity means the indemnity provided by Buyer in Section 7.4.2 hereof. Buyer Obligations shall mean all obligations of Buyer, Attis and JVCo under this Agreement and the Transaction Documents, including, without limitation, the payment of the Purchase Price and the performance of all actions and transactions in connection therewith on and after the Closing Date. Buyer Performance Date shall mean the date on which the Buyer Obligations have been fully paid, performed and satisfied.

Examples of Buyer Indemnity in a sentence

• Buyer shall indemnify, defend and save Seller harmless against any and all liability for Buyer Indemnity Costs arising out of or in any way connected with Buyer’s failure to disseminate such information.

• Claims with respect to any Special Buyer Indemnity Obligations or any Special Seller Indemnity Obligations shall survive the Closing indefinitely.

• The City shall pay for the PPO dental plan for employees and their qualified dependents who have the Prudent Buyer Indemnity PPO Plan.

• Subject to the provisions of Section 8.3, Seller hereby agrees to indemnify and hold Buyers, the Buyer Entities and the Elevator Subsidiaries harmless from, and to reimburse Buyers, the Buyer Entities and the Elevator Subsidiaries for, on an after-Tax basis, any Buyer Indemnity Claims arising under the terms and conditions of this Agreement.

• With respect to Buyer Indemnity Claims that Buyer and Seller cannot resolve, the number of Holdback Shares to be issued to Seller, if any, shall be determined, in accordance with the foregoing, pursuant to a non-appealable, final court order as of the date of such order.

More Definitions of Buyer Indemnity

Buyer Indemnity has the meaning given to that term in Clause 8.2;

Buyer Indemnity means the indemnity provided by Buyer in Section 7.4.2 hereof. Buyer Obligations shall mean all obligations of Buyer under this Agreement and the Transaction Documents, including, without limitation, the payment of the Purchase Price and the performance of all actions and transactions in connection therewith on and after the Closing Date. Buyer Securities shall have that meaning set forth in Schedule 2.0 hereto. Bylaws shall mean, each the bylaws or operating agreement of the applicable entity. Schedules to Membership Interest Purchase Agreement 2 COBRA means the requirements of Part 6 of Subtitle B of Title I of ERISA and Code Section 4980B and of any similar state law.

Buyer Indemnity means an indemnification obligation pursuant to Section 7(c).

Buyer Indemnity has the meaning set forth in Section 8.1(b). ---------------

Buyer Indemnity means the indemnity provided by Buyer in Section 6.4.2 hereof. Bylaws shall mean, each the bylaws or operating agreement of the applicable entity.

Buyer Indemnity means an indemnity from Buyer’s Credit Enhancers in form and substance reasonably acceptable to Seller, agreeing to indemnify, defend and hold the Seller Guarantor Parties subject to any of the Loan Documents, any Ground Lease, any Franchise Agreement or any Hotel Management Agreements, as applicable, or any related Seller Guarantees, free and harmless from any and all obligations and liabilities thereunder first arising from and after the Closing Date, in each case, only to the extent (i) any such Loan Document, Ground Lease, Franchise Agreement or Hotel Management Agreement is assumed by Buyer or its Affiliate and/or (ii) the applicable Seller Guarantor Party is not released from such Seller Guarantee.

Buyer Indemnity means an indemnification obligation pursuant to Section 7(c). “Cap” has the meaning set forth in Section 7(f)(i).