Indemnified Executives definition

Indemnified Executives means such executives of Avast who, as at the date of this Agreement, have a right to be indemnified or are insured in a substantially equivalent manner to the directors and officers of any member of the Avast Group;
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Indemnified Executives means such executives of any member of the CERP Group who, as at the date of this agreement, have a right to be indemnified or are insured in a substantially equivalent manner to the directors and officers of any member of the CERP Group; Law means any applicable statutes, common law, rules, ordinances, regulations, codes, orders, judgments, injunctions, writs, decrees, directives, governmental guidelines or interpretations having the force of law or bylaws, in each case, of a Relevant Authority; Long Stop Date means 15 November 2020 or such later date as may be agreed by the parties in writing (with the Panel’s consent and as the Court may approve (if such consent and/or approval is/are required)); Merger has the meaning given to it in Recital (A); Notice has the meaning given to it in Clause 11.1; Offer has the meaning given to it in Recital (B), and reference to Offer also includes any increased, renewed or revised offer; Offer Document means, in the event BPC elects to implement the Merger by means of the Offer in accordance with Clause 7, the document setting out (among other things) details of the Merger and the full terms and conditions of the Offer to be sent to (among others) the CERP Shareholders, including any revised or supplementary offer document and, where the context so admits, includes any form of acceptance, election, notice or other document required in connection with the Offer; Panel means the UK Panel on Takeovers and Mergers;
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Indemnified Executives means such executives of ADVANZ PHARMA who, as at the date of this Agreement, have a right to be indemnified or are insured in a substantially equivalent manner to the directors and officers of any member of the ADVANZ PHARMA Group;
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Examples of Indemnified Executives in a sentence

  • The Indemnified Executives as a group may retain only one law firm to represent them with respect to any single action unless there is, under applicable standards of professional conduct, a conflict or potential conflict between the positions of any two or more Indemnified Executives.

  • See FHFA-OIG, Evaluation of FHFA’s Management of Legal Fees for Indemnified Executives, (EVL-2012-002) (February 22, 2012) (online at http://www.fhfaoig.gov/Content/Files/EVL-2012-002_0.pdf).Enterprises’ senior professionals since they are the most highly compensated group of employees after executives and they—as a group of fewer than 2,000 individuals—collectively received$455 million in cash compensation in 2011.

  • See FHFA-OIG, Evaluation of FHFA’s Management of Legal Fees for Indemnified Executives (EVL-2012-002), (February 22, 2012), (online at http://www.fhfaoig.gov/Content/Files/EVL-2012-002.pdf).

  • This Agreement shall not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns; provided, however, that the provisions in Section 4.9 concerning indemnification are intended for the benefit of the Indemnified Executives and their successors and assigns.

  • This Agreement shall not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns; provided, however, that (a) the provisions in Article I concerning issuance of the Merger Shares and Article VI concerning indemnification are intended for the benefit of the Company Stockholders and (b) the provisions in Section 4.9 concerning indemnification are intended for the benefit of the Indemnified Executives and their successors and assigns.

  • This Agreement shall not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns; provided, however, that (a) the provisions in Article I concerning issuance of the Merger Shares is intended for the benefit of the Company Stockholders and (b) the provisions in Section 4.9 concerning indemnification are intended for the benefit of the Indemnified Executives and their successors and assigns.

  • This Agreement shall not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns; provided, however, that (a) the provisions in Section 1 concerning issuance of the Acquisition Shares is intended for the benefit of the Company Shareholder and (b) the provisions in Section 4.11 concerning indemnification are intended for the benefit of the Indemnified Executives and their successors and assigns.

  • If and to the extent such obligations are permitted by Law, for six years after the Effective Date, Vantiv shall procure that the members of the Worldpay Group indemnify their respective directors, officers and Indemnified Executives, and to advance their costs and expenses, in each case with respect to matters existing or occurring before the Effective Date.

  • This Agreement shall not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns; provided, however, that (a) the provisions in Article I concerning issuance of the Exchange Shares and Article V concerning indemnification are intended for the benefit of the Company Stockholders and (b) the provisions in Section 5.9 concerning indemnification are intended for the benefit of the Indemnified Executives and their successors and assigns.

  • The indemnification granted to the Indemnified Executives pursuant to this Section 8.3 shall not affect or limit in any manner the Seller's indemnification obligations provided in Article XII.


More Definitions of Indemnified Executives

Indemnified Executives has the meaning set forth in Section 8.3.
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Indemnified Executives has the meaning set forth in Section 5.2(b).
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Indemnified Executives means each person who is now, or has been before the date hereof or who becomes before the Effective Date, an officer or director of QSI or any of the QSI's subsidiaries.
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Related to Indemnified Executives

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Indemnitees has the meaning specified in Section 10.04(b).

  • Covered Executives means the Company’s current and former executive officers, as determined by the Administrator in accordance with the definition of executive officer set forth in Rule 10D-1 and the Listing Standards.

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Indemnified Matter has the meaning specified in Section 11.4 (Indemnities).

  • Disability benefit recipient means a member who is receiving a disability benefit.

  • Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • Indemnified Party’s Group means the Seller Group (with respect to a Seller Indemnified Party) or the Purchaser Group (with respect to a Purchaser Indemnified Party).

  • Nonqualifying Termination means a termination of the Executive’s employment (1) by the Company for Cause, (2) by the Executive for any reason other than a Good Reason, (3) as a result of the Executive’s death or (4) by the Company due to the Executive’s absence from his duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Executive’s incapacity due to physical or mental illness.

  • Indemnified Matters has the meaning specified therefor in Section 12.15.

  • Indemnifiable Person means any person who is or was a director, officer, trustee, manager, member, partner, employee, attorney, consultant, member of an entity’s governing body (whether constituted as a board of directors, board of managers, general partner or otherwise) or other agent or fiduciary of the Company or a Subsidiary or Affiliate of the Company.

  • Indemnifiable Event means any event or occurrence related to Indemnitee’s service for the Company or any Subsidiary or Affiliate as an Indemnifiable Person (as defined below), or by reason of anything done or not done, or any act or omission, by Indemnitee in any such capacity.

  • Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.

  • Termination of Employment means that the Executive ceases to be employed by the Company for any reason, voluntary or involuntary, other than by reason of a leave of absence approved by the Company.

  • SpinCo Indemnitees shall have the meaning set forth in Section 4.3.

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Indemnified Items shall have the meaning assigned to such terms in Section 2(b).

  • Tipped employee means any employee engaged in an occupation in which s/he customarily and regularly receives more than $30 per month in tips. Tips include amounts designated as a tip by credit card customers on their charge slips. Nothing in this rule prevents an employer from requiring employees to share or allocate such tips or gratuities on a pre-established basis among other employees who customarily and regularly receive tips. Employer-required sharing of tips with employees who do not customarily and regularly receive tips, such as management or food preparers, or deduction of credit card processing fees from tipped employees, shall nullify allowable tip credits towards the minimum wage.

  • Indemnitee has the meaning assigned to such term in Section 9.03(b).

  • Indemnified Party shall have the meaning set forth in Section 5(c).

  • Indemnifiable Amounts has the meaning given that term in Section 12.6.

  • Indemnifiable Expenses Indemnifiable Liabilities" and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • Key Executives means Xxxxx Xxxxxxx and Xxxxxxx Xxxxxxxxx, jointly and severally.

  • Indemnified Person has the meaning set forth in Section 11.3.

  • Covered Executive means any “executive officer” of the Company as defined under Rule 10D-1.