If a Lonza Indemnitee or Kolltan Indemnitee (the “Indemnitee”) intends to claim indemnification under this Clause 9, it shall promptly notify the other party (the “Indemnitor”) in writing of such alleged liability.
Company Indemnitee has the meaning set forth in Section 7.2(b).
Indemnitee has the meaning assigned to such term in Section 9.03(b).
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).
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Buyer Indemnitee has the meaning set forth in Section 8.1(b).
Indemnified Party shall have the meaning set forth in Section 5(c).
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).
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Licensee Indemnitees has the meaning set forth in Section 11.2.
Company Indemnitees shall have the meaning set forth in Section 5.02.
SpinCo Indemnitees shall have the meaning set forth in Section 4.3.
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.
Related Indemnitee Group has the meaning specified in Section 4.02(b) of the Participation Agreement.
Purchaser Indemnitee As defined in Section 6(a) hereof.
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 Person has the meaning set forth in Section 11.3.
Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Indenture Indemnitee means (i) WTNA and the Mortgagee, (ii) each separate or additional trustee appointed pursuant to the Trust Indenture, (iii) the Subordination Agent, (iv) each Liquidity Provider, (v) each Pass Through Trustee and each Related Note Holder, (vi) the Paying Agent, (vii) the Escrow Agent and (viii) each of the respective directors, officers, employees, agents and servants of each of the persons described in clauses (i) through (vii) inclusive above.
Investor Indemnified Party is defined in Section 4.1.
Indemnitees has the meaning specified in Section 10.04(b).
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.
Jointly Indemnifiable Claim means any Claim for which the Indemnitee may be entitled to indemnification from both an Indemnitee-Related Entity and the Company pursuant to applicable law, any indemnification agreement or the certificate of incorporation, by-laws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or comparable organizational documents of the Company and an Indemnitee-Related Entity.
Investor Indemnitees shall have the meaning set forth in Section 5.01.
Company Indemnified Persons has the meaning set forth in Section 5(a).
Company Indemnified Parties has the meaning specified in Section 7.8(a).