Common use of Primary Obligation Clause in Contracts

Primary Obligation. With respect to any Indemnified Party who is employed, retained or otherwise associated with, or appointed or nominated by, the Board, any Sponsor or any of their respective Affiliates and who acts or serves as a director, officer, manager, fiduciary, employee, consultant, advisor or agent of, for or to the Board, the Company or any of its Subsidiaries, the Company or its Subsidiaries shall be primarily liable for all indemnification, reimbursements, advancements or similar payments (the “Indemnity Obligations”) afforded to such Indemnified Party acting in such capacity or capacities on behalf or at the request of the Board, the Company or any of their respective Subsidiaries, in such capacity, whether the Indemnity Obligations are created by law, organizational or constituent documents, contract (including this Agreement) or otherwise. Notwithstanding the fact that such Sponsors or any of its Affiliates, other than the Company (such Persons, together with its and their heirs, successors and assigns, the “Sponsor Parties”), may have concurrent liability to an Indemnified Party with respect to the Indemnity Obligations, the Company hereby agrees that in no event shall the Company or any of their respective Subsidiaries have any right or claim against any of the Sponsor Parties for contribution or have rights of subrogation against any Sponsor Parties through an Indemnified Party for any payment made by the Company or any of its Subsidiaries with respect to any Indemnity Obligation. In addition, the Company hereby agrees that in the event that any Sponsor Parties pay or advance to an Indemnified Party any amount with respect to an Indemnity Obligation, the Company will, or will cause its Subsidiaries to, as applicable, promptly reimburse such Sponsor Parties for such payment or advance upon request.

Primary Obligation. With respect to any Indemnified Party who is employed, retained or otherwise associated with, or appointed or nominated by, the Board, any Sponsor by a stockholder or any of their respective Affiliates its affiliates and who acts or serves as a director, officer, manager, fiduciary, employee, consultant, advisor or agent of, for or to the Board, the Company Corporation or any of its Subsidiariessubsidiaries, the Company Corporation or its Subsidiaries subsidiaries shall be primarily liable for all indemnification, reimbursements, advancements or similar payments (the “Indemnity Obligations”) afforded to such Indemnified Party acting in such capacity or capacities on behalf or at the request of the Board, the Company Corporation or any of their respective Subsidiariesits subsidiaries, in such capacity, whether the Indemnity Obligations are created by law, organizational or constituent documents, contract (including this Agreementthese By-laws) or otherwise. Notwithstanding the fact that such Sponsors or stockholder and/or any of its Affiliatesaffiliates, other than the Company Corporation (such Personspersons, together with its and their heirs, successors and assigns, the “Sponsor Stockholder Parties”), ) may have concurrent liability to an Indemnified Party with respect to the Indemnity Obligations, the Company hereby agrees that in no event shall the Company Corporation or any of their respective Subsidiaries its subsidiaries have any right or claim against any of the Sponsor Stockholder Parties for contribution or have rights of subrogation against any Sponsor of the Stockholder Parties through an Indemnified Party for any payment made by the Company Corporation or any of its Subsidiaries subsidiaries with respect to any Indemnity Obligation. In addition, the Company hereby agrees that in the event that any Sponsor Stockholder Parties pay or advance to an Indemnified Party any amount with respect to an Indemnity Obligation, the Company willCorporation shall, or will shall cause its Subsidiaries subsidiaries to, as applicable, promptly reimburse such Sponsor Parties Stockholder Party for such payment or advance upon request.

Primary Obligation. With respect to any Indemnified Party Person who is employed, retained or otherwise associated with, or appointed or nominated by, the Board, any Sponsor by a stockholder or any of their respective Affiliates its affiliates and who acts or serves as a director, officer, manager, fiduciary, employee, consultant, advisor or agent of, for or to the Board, the Company Corporation or any of its Subsidiariessubsidiaries, the Company Corporation or its Subsidiaries subsidiaries shall be primarily liable for all indemnification, reimbursements, advancements or similar payments (the “Indemnity Obligations”) afforded to such Indemnified Party Person acting in such capacity or capacities on behalf or at the request of the Board, the Company Corporation or any of their respective Subsidiariesits subsidiaries, in such capacity, whether the Indemnity Obligations are created by law, organizational or constituent documents, contract (including this Agreementthese Bylaws) or otherwise. Notwithstanding the fact that such Sponsors or stockholder and/or any of its Affiliatesaffiliates, other than the Company Corporation (such Personspersons, together with its and their heirs, successors and assigns, the “Sponsor Stockholder Parties”), ) may have concurrent liability to an Indemnified Party Person with respect to the Indemnity Obligations, the Company hereby agrees that in no event shall the Company Corporation or any of their respective Subsidiaries its subsidiaries have any right or claim against any of the Sponsor Stockholder Parties for contribution or have rights of subrogation against any Sponsor of the Stockholder Parties through an Indemnified Party Person for any payment made by the Company Corporation or any of its Subsidiaries subsidiaries with respect to any Indemnity Obligation. In addition, the Company hereby agrees that in the event that any Sponsor Stockholder Parties pay or advance to an Indemnified Party Person any amount with respect to an Indemnity Obligation, the Company willCorporation shall, or will shall cause its Subsidiaries subsidiaries to, as applicable, promptly reimburse such Sponsor Parties Stockholder Party for such payment or advance upon request.