Examples of NewCo Indemnified Persons in a sentence
Sections 13.2 and 13.3(b) shall apply fully, mutatis mutandis, to the indemnification provided provided under this Section 13.5 (with Section 13.2 applying as if, for purposes of that Section, the Additional Indemnified Persons were NewCo Indemnified Persons).
The rights of the NewCo Indemnified Persons and Pfizer Indemnified Persons under this ARTICLE 14 are cumulative, and each NewCo Indemnified Person and Pfizer Indemnified Person will have the right in any particular circumstance, in its sole discretion, to enforce any provision of this ARTICLE 14 without regard to the availability of a remedy under any other provision of this ARTICLE 14.
On the Closing Date, the Trust redeemed the Initial REIT Unit held by the Initial Unitholder for a redemption price of $100 and upon the completion of such redemption, the Initial REIT Unit was cancelled and shall no longer be outstanding for any purpose pursuant to this Declaration of Trust.
HoldCo shall not be liable under Section 7.1(a) until the NewCo Indemnified Persons have incurred Indemnified Losses equal to or exceeding Six Million Dollars ($6,000,000.00) (the “NewCo Deductible”); and then HoldCo shall be liable only for such Indemnified Losses in excess of the NewCo Deductible.
Please bring your copy of the Annual Accounts and Notice for reference at the Meeting.
Notwithstanding anything to the contrary in this Section 14.8, any indemnification obligation of Pfizer for NewCo Damages arising out of, relating to or resulting from fraud, any Excluded Liability, Section 14.1(b) to the extent of a willful breach or any breach of or inaccuracy in any Pfizer Fundamental Representation shall be satisfied by Pfizer in cash, by wire transfer of immediately available funds, to the applicable NewCo Indemnified Persons.