D&O Indemnified Persons definition

D&O Indemnified Persons has the meaning set forth in Section 6.13(a).

D&O Indemnified Persons. Section 7.7(a)

D&O Indemnified Persons is defined in Section 8.6.1.

Examples of D&O Indemnified Persons in a sentence

• For a period of six (6) years after the Effective Time, the Purchaser shall cause the Organizational Documents of the Purchaser and the Surviving Corporation to contain provisions no less favorable with respect to exculpation and indemnification of and advancement of expenses to D&O Indemnified Persons than are set forth as of the date of this Agreement in the Organizational Documents of the Purchaser and Merger Sub to the extent permitted by applicable Law.

• Except for the rights of the D&O Indemnified Persons set forth in Section 5.18, which the Parties acknowledge and agree are express third party beneficiaries of this Agreement, nothing contained in this Agreement or in any instrument or document executed by any party in connection with the transactions contemplated hereby shall create any rights in, or be deemed to have been executed for the benefit of, any Person that is not a Party hereto or thereto or a successor or permitted assign of such a Party.

• The provisions of this Section 5.18 shall survive the consummation of the Merger and are intended to be for the benefit of, and shall be enforceable by, each of the D&O Indemnified Persons and their respective heirs and representatives.

• The provisions of this Section 7.7 shall survive the Closing and are intended to be for the benefit of, and shall be enforceable by, each of the D&O Indemnified Persons and their respective heirs and representatives.

• For a period of six (6) years after the Effective Time, the Purchaser shall cause the Organizational Documents of the Purchaser and the Surviving Corporation to contain provisions no less favorable with respect to exculpation and indemnification of and advancement of expenses to D&O Indemnified Persons than are set forth as of the date of this Agreement in the Organizational Documents of the Purchaser, Merger Sub and the Company to the extent permitted by applicable Law.

More Definitions of D&O Indemnified Persons

D&O Indemnified Persons shall have the meaning set forth in Section 5.4(a) of this Agreement.

D&O Indemnified Persons has the meaning set forth in Section 7.3(a). “D&O Insurance Policy” has the meaning set forth in Section 7.3(c). “Deductible” has the meaning set forth in Section 10.2(c)(ii).

D&O Indemnified Persons has the meaning specified in Section 9.2(a).

D&O Indemnified Persons shall have the meaning set forth in Section 5.4(a) (Indemnification of Officers and Directors).

D&O Indemnified Persons is defined in Section 7.4(a). “Debt” of any Person means, without duplication, (a) all indebtedness for borrowed money, (including all principal, accrued interest, premiums, late charges, collection fees, penalties, termination fees or breakage fees), (b) indebtedness evidenced by any note, bond, debenture, mortgage or other debt instrument or debt security, (c) any obligations of such Person for deferred and unpaid purchase price of property or services (other than trade payables and other obligations incurred in the ordinary course of business), conditional sale or title retention arrangements; (d) any reimbursement obligations of such Person with respect to letters of credit, banker’s acceptances issued for account of the Acquired Company, to the extent drawn; (e) any Liabilities of such Person under any interest rate swaps, collars, caps, foreign currency exchange agreement or similar hedging agreement (including any breakage cost or termination fee); (f) any “earn out” or other similar payment obligations of such Person, or (g) guarantees with respect to any

D&O Indemnified Persons shall have the meaning given to such term in Section 8.05(a).

D&O Indemnified Persons has the meaning set forth in Section 8.14. "D&O Tail Policy" has the meaning set forth in Section 8.14. "Depositary" has the meaning ascribed thereto in the Plan of Arrangement. "DGV" has the meaning set forth in Section 4.28(j)(iii).