Deeds of indemnity Sample Clauses

Deeds of indemnity. As required by the Landlord, HK Huafa, can only share the Office Space with the Company subject to the Company and HK Huafa entering into the Deed of Indemnity in favour of the Landlord. The Deed of Indemnity shall be in a form prescribed by the Landlord. Pursuant to the Deed of Indemnity, HK Huafa and the Company will jointly and severally indemnify the Landlord and keep the Landlord indemnified against all losses, damages, demands, suits, actions, proceedings, costs and expenses whatsoever brought against the Landlord in respect of or arising out of directly or indirectly the use and occupation of the Office Space by the Company. Notwithstanding the Deed of Indemnity and the 2020 Office Sharing Agreement, HK Huafa shall remain fully liable to the Landlord for all the obligation under the Tenancy Agreements as the tenant. Reasons and benefits for entering into the 2020 Office Sharing Agreement The Company is of the view that the 2020 Office Sharing Agreement will enable the Company to (i) secure sufficient office space without incurring substantial additional costs; (ii) avoid any unnecessary disruption to the operations of the Company; and (iii) minimise any unnecessary relocation costs. Listing Rules implications HK Huafa is an indirect controlling shareholder of the Company interested in approximately 36.88% of the total issued share capital of the Company. Therefore HK Huafa is a connected person of the Company pursuant to Chapter 14A the Listing Rules. Accordingly, the 2020 Office Sharing Agreement constitutes a continuing connected transaction of the Company pursuant to Chapter 14A of the Listing Rules. Since the highest applicable percentage ratio calculated with reference to the annual caps for the 2020 Office Sharing Agreement is more than 0.1% but less than 5%, the transactions contemplated under the 2020 Office Sharing Agreement are exempt from the circular (including independent financial advice) and independent shareholders’ approval requirements, and are only subject to the annual review, reporting and announcement requirements. Further, as the Company is receiving financial assistance from HK Huafa pursuant to the Deeds of Indemnity which are conducted on normal commercial terms and not secured by assets of the Group, the Deeds of Indemnity are fully exempt pursuant to Rule 14A.90 of the Listing Rules. INFORMATION ON THE PARTIES TO THE TRANSACTION Information on the Group The Company is an investment holding company, the principal business ...
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Deeds of indemnity. (a) Subject to the Scheme becoming Effective, Bidder undertakes in favour of QMS and each other person who is a QMS Party that it will:
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Deeds of indemnity. (a) Subject to the Share Scheme becoming Effective, HUB24 undertakes in favour of Xplore and each other person who is a Xplore Party that it will:
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Related to Deeds of indemnity

  • Limit of indemnity liability in excess of the limit of indemnity stated in the schedule.

  • Scope of Indemnity The actions, suits and proceedings described in Sections 1 and 2 hereof shall include, for purposes of this Agreement, any actions that involve, directly or indirectly, activities of the Indemnitee both in his official capacities as a Company director or officer and actions taken in another capacity while serving as director or officer, including, but not limited to, actions or proceedings involving (i) compensation paid to the Indemnitee by the Company, (ii) activities by the Indemnitee on behalf of the Company, including actions in which the Indemnitee is plaintiff, (iii) actions alleging a misappropriation of a "corporate opportunity," (iv) responses to a takeover attempt or threatened takeover attempt of the Company, (v) transactions by the Indemnitee in Company securities, and (vi) the Indemnitee's preparation for and appearance (or potential appearance) as a witness in any proceeding relating, directly or indirectly, to the Company. In addition, the Company agrees that, for purposes of this Agreement, all services performed by the Indemnitee on behalf of, in connection with or related to any subsidiary of the Company, any employee benefit plan established for the benefit of employees of the Company or any subsidiary, any corporation or partnership or other entity in which the Company or any subsidiary has a 5% ownership interest, or any other affiliate of the Company, shall be deemed to be at the request of the Company.

  • Survival of Indemnities All indemnities and other provisions relative to reimbursement to the Lenders of amounts sufficient to protect the yield of the Lenders with respect to the Loans and Letters of Credit, including, but not limited to, Sections 8.1, 8.4, 10.4 and 10.13 hereof, shall survive the termination of this Agreement and the other Loan Documents and the payment of the Obligations.

  • Limitation of Indemnity 31.3.1 Subject to Clause 31.9, an indemnity by either Party under any provision of this Agreement will be without limitation to any indemnity by that Party under any other provision of this Agreement.

  • Customer’s Indemnity You agree to indemnify us against all losses, damages, costs (including reasonable legal fees) and expenses incurred or suffered by us in connection with or as a result of:

  • WAIVER AND INDEMNITY (a) No omission or delay by Lender in exercising any right or power under this Agreement or any related agreements and documents will impair such right or power or be construed to be a waiver of any default, or Event of Default or an acquiescence therein, and any single or partial exercise of any such right or power will not preclude other or further exercise thereof or the exercise of any other right, and as to any Borrower no waiver will be valid unless in writing and signed by Lender and then only to the extent specified.

  • Survival of Indemnification Notwithstanding any contrary provision contained in this Agreement, any election hereunder or any termination of this Agreement, and whether or not this Agreement is otherwise carried out, the provisions of Section 5 shall remain in full force and effect and shall not be in any way affected by, such election or termination or failure to carry out the terms of this Agreement or any part hereof.

  • Buyer’s Indemnity Buyer shall indemnify, defend and hold Seller harmless from any claim, demand, loss, liability, damage, or expense (including reasonable attorneys' fees), due to Buyers operation of the Property from and after Closing. The indemnification obligations of Buyer shall be repeated at and shall survive the Closing.

  • Indemnification of Indemnitees From and after Bank Closing and subject to the limitations set forth in this Section and Section 12.6 and compliance by the Indemnitees with Section 12.2, the Receiver agrees to indemnify and hold harmless the Indemnitees against any and all costs, losses, liabilities, expenses (including attorneys' fees) incurred prior to the assumption of defense by the Receiver pursuant to paragraph (d) of Section 12.2, judgments, fines and amounts paid in settlement actually and reasonably incurred in connection with claims against any Indemnitee based on liabilities of the Failed Bank that are not assumed by the Assuming Institution pursuant to this Agreement or subsequent to the execution hereof by the Assuming Institution or any Subsidiary or Affiliate of the Assuming Institution for which indemnification is provided hereunder in (a) of this Section 12.1, subject to certain exclusions as provided in (b) of this Section 12.1:

  • Assumption of Risk, and Indemnity Agreement Waiver: In consideration of being permitted to visit or participate in any way in any activity, including transportation, at the above location, I, for myself, my heirs, personal representatives or assigns, do hereby release, waive, discharge, and covenant not to xxx The Regents of the University of California, its officers, employees, and agents from liability from any and all claims including the negligence of The Regents of the University of California, its officers, employees, and agents, resulting in personal injury, accidents or illnesses (including death), and property loss arising from, but not limited to, visitation or participation in any way in any activity, including transportation, at the above location. Assumption of Risks: Visitation or participation carries with it certain inherent risks that cannot be eliminated regardless of the care taken to avoid injuries. The specific risks vary from one activity to another, but the risks range from 1) minor injuries such as scratches, bruises, and sprains to 2) major injuries such as eye injury or loss of sight, joint or back injuries, heart attacks, and concussions to 3) catastrophic injuries including paralysis and death. I have read the previous paragraphs and I know, understand, and appreciate these and other risks that are inherent in visitation or participation. I hereby assert that my visitation or participation is voluntary and that I knowingly assume all such risks. Indemnification and Hold Harmless: I also agree to INDEMNIFY AND HOLD The Regents of the University of California HARMLESS from any and all claims, actions, suits, procedures, costs, expenses, damages and liabilities, including attorney’s fees brought as a result of my involvement in visitation or participation and to reimburse them for any such expenses incurred.

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