Distributor Indemnitees definition

Distributor Indemnitees means any of Distributor and Distributor’s SubDistributors and each of their respective Affiliates, subsidiaries, equity holders, directors, managers, officers, employees, trustees, representatives, consultants, sublicensees, agents, successors and permitted assigns.

Distributor Indemnitees has the meaning set forth in Section 11.1.

Distributor Indemnitees means Distributor and Distributor’s successors, permitted assigns, permitted Distributors’ sub distributors and Customers.

Examples of Distributor Indemnitees in a sentence

• The Client’s agreement to indemnify the Distributor Indemnitees with respect to any action is expressly conditioned upon the Client being notified of such action or claim of loss brought against any Distributor Indemnitee, within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon such Distributor Indemnitee, unless the failure to give notice does not prejudice the Client.

• The Fund’s agreement to indemnify the Distributor Indemnitees with respect to any action is expressly conditioned upon the Fund being notified of such action or claim of loss brought against any Distributor Indemnitee, within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon such Distributor Indemnitee, unless the failure to give notice does not prejudice the Fund.

• The Funds’ agreement to indemnify the Distributor Indemnitees with respect to any action is expressly conditioned upon the Funds being notified of such action or claim of loss brought against any Distributor Indemnitee, within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon such Distributor Indemnitee, unless the failure to give notice does not prejudice the Funds.

• However, the Fund does not agree to indemnify the Distributor Indemnitees or hold them harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund by or on behalf of the Distributor.

• In the event the Fund elects to assume the defense of any suit and retain counsel, the Distributor Indemnitee(s), defendant(s) in the suit, shall bear the fees and expenses of any additional counsel retained by them.

• If the Fund does not elect to assume the defense of any suit, it will reimburse the Distributor Indemnitee(s) that are defendant(s) in the suit for the reasonable fees and expenses of any counsel retained by them.

• The Client's agreement to indemnify the Distributor Indemnitees with respect to any action is expressly conditioned upon the Client being notified of such action or claim of loss brought against any Distributor Indemnitee, within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon such Distributor Indemnitee, unless the failure to give notice does not prejudice the Client.

• In the event the Trust elects to assume the defense of any such suit and retain such counsel, the Distributor Indemnitee(s), defendant or defendants in the suit, shall bear the fees and expenses of any additional counsel retained by them, but, in case the Trust does not elect to assume the defense of any such suit, it will reimburse the Distributor Indemnitee(s) defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them.

• The Trust will be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any such liability, but if the Trust elects to assume the defense, such defense shall be conducted by counsel chosen by it and satisfactory to the Distributor Indemnitee(s) defendant or defendants in the suit.

• The Client’s agreement to indemnify the Distributor Indemnitees is expressly conditioned upon the Client being notified of such action or claim of loss brought against any Distributor Indemnitee, within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon such Distributor Indemnitee, unless the failure to give notice does not prejudice the Client.

More Definitions of Distributor Indemnitees

Distributor Indemnitees has the meaning set forth in Section 9.2 (Distributor’s Right to Indemnification).

Distributor Indemnitees has the meaning set forth in Section ------------------------ 7.1.

Distributor Indemnitees has the meaning set out in Section 17.0 I.

Distributor Indemnitees shall have the meaning set forth in Section 9(a). “EMEA” shall mean the European Agency for the Evaluation of Medicinal Products. “Extended Term” shall have the meaning set forth in Section 13(a). “Field” shall mean human therapeutic uses in the field of oncology. “Fiscal Quarter” shall mean the three (3) month period ending on January 31, April 30, July 31, or October 31 of each calendar year, as the context requires. “First Commercial Sale” shall mean the date of the first arm’s length transaction, transfer or disposition for value to a Third Party of a Product by or on behalf of Distributor or any Affiliate or permitted Sub-distributor in such country. “Indemnitee” shall mean a Distributor Indemnitee or an Alfacell Indemnitee. “Indemnitor” shall have the meaning set forth in Section 9(c). “Initial Indication” shall mean the treatment of Mesothelioma with Product. “Initial Term” shall have the meaning set forth in Section 13(a). “JCC” shall have the meaning set forth in Section 8(b). “Liaison” shall have the meaning set forth in Section 8(a). “Marketing Materials” shall mean, to the extent permitted by Applicable Law, all sales, education and marketing materials including all patient and physician communications and materials, websites, educational materials and presentations, and detailing products and premiums. “Net Sales” shall mean, on a country-by-country basis, the gross invoiced sales price for all Product sold by Distributor, its Affiliates or permitted Sub-distributors to Third Parties throughout the Territory during each Fiscal Quarter, less the following amounts incurred or paid during such Fiscal Quarter with respect to sales of Product regardless of the Fiscal Quarter in which such sales were made: * * * * * * * * * *