Indemnified Item definition

Indemnified Item. As defined in Section 19.1.
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Indemnified Item means any item set forth on the Company Indemnified Items Schedule under the heading “Indemnified Item.”
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Indemnified Item means a Defect or other item or matter with respect to which Seller has agreed to provide indemnification under the terms of ARTICLE XII.
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Examples of Indemnified Item in a sentence

  • If a claim of infringement is made or appears likely to be made regarding any Indemnified Item, Client agrees to allow SKYTRAC to modify or replace such Indemnified Item.

  • If SKYTRAC requests to have such Indemnified Item returned, SKYTRAC will grant Client a credit equal to the then-current net book value of the Indemnified Item as indicated on the books of Client, provided that Client has followed generally accepted accounting principles.

  • If SKYTRAC in its discretion determines that none of the foregoing alternatives is reasonably available, Client agrees to return such Indemnified Item to SKYTRAC upon SKYTRAC’s request.

  • If Quantum determines that none of these alternatives is reasonably available, Dell will return the Indemnified Item freight collect at Quantum's request for a credit at the purchase price.

  • If removal of the Indemnified Item from use in performing Services or recall of a Deliverable causes the loss or degradation of the Services or any portion of the Services that is material to Triple-S or has a material impact on Triple-S, such loss, degradation or material impact will constitute a material breach of this Agreement by Supplier in respect of which Triple-S may exercise its termination and other rights and remedies under this Agreement or at law or equity.

  • Shortly thereafter, they released a kidnapped engineer, which was one of the government’s conditions for sitting down to talks with the guerrilla movement.

  • Modify the questioned Indemnified Item so that it is free of claims.

  • With respect to each Indemnified Item, Purchaser shall have, or retain, as the case may be, full control of the defense and the proceedings, including the right to settle.

  • If any Indemnified Item arises as to which any indemnity provided herein may apply and Seller fails to assume the defense of such Indemnified Item upon receipt by Seller of notification thereof, then the Buyer Indemnitee `against which the Indemnified Item is instituted, asserted or commenced may, at Seller’s expense, contest, or settle, such Indemnified Item.

  • Within a reasonable time after receipt by a Buyer Indemnitee of any notice of an Indemnified Item or of the commencement of any action, administrative or legal proceeding or investigation in connection with an actual or potential Indemnified Item as to which any indemnity provided for in Section 20.1.1 may apply, such Buyer Indemnitee will notify Seller in writing of such fact.


More Definitions of Indemnified Item

Indemnified Item means the Deliverables, ORGANIC Confidential Information disclosed to CUSTOMER and the intellectual property rights in or to the foregoing.
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Indemnified Item shall have the meaning set forth in Section 5.3(o).
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Related to Indemnified Item

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

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

  • Indemnified Amount has the meaning set forth in Section 8.01.

  • Indemnified Claim has the meaning set forth in Section 8.2.

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

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

  • Related Indemnified Person of an Indemnitee means (a) any controlling person or controlled affiliate of such Indemnitee, (b) the respective directors, officers, or employees of such Indemnitee or any of its controlling persons or controlled affiliates and (c) the respective agents of such Indemnitee or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such Indemnitee, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this definition shall pertain to a controlled affiliate or controlling person involved in the negotiation or syndication of the Facility.

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Indemnified Costs has the meaning specified in Section 8.05(a).

  • Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.

  • 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 Claims shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non- conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard.

  • Indemnified Amounts Defined in Section 11.1.

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

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

  • Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).

  • Indemnified Losses is defined in Section 5.03 of the Servicing Agreement.

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

  • Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).

  • Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.

  • Indemnified Liability means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User.