Indemnity Claim has the meaning set forth in Section 8.3.
Indemnification Claim has the meaning set forth in Section 10.3.
Indemnified Claim has the meaning set forth in Section 8.2.
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.
Seller Indemnified Party has the meaning set forth in Section 7.2.
Liability Claim has the meaning set forth in Section 7.2(a).
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Buyer Indemnified Party has the meaning set forth in Section 8.2.
Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).
Indemnification Claim Notice has the meaning set forth in Section 11.3.
Seller Indemnified Persons has the meaning set forth in Section 8.3.
Indemnity Obligations means all obligations of the Company to Indemnitee under this Agreement, including the Company’s obligations to provide indemnification to Indemnitee and advance Expenses to Indemnitee under this Agreement.
Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.
Seller Indemnified Parties has the meaning set forth in Section 8.1.
Purchaser Indemnitee As defined in Section 6(a) hereof.
Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).
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.
Buyer Indemnified Persons has the meaning set forth in Section 8.2.
Buyer Indemnitee has the meaning set forth in Section 8.1(b).
Purchaser Indemnified Parties has the meaning set forth in Section 8.2.
Buyer Indemnified Parties has the meaning set forth in Section 8.2.
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Holder Indemnified Party is defined in Section 4.1.
Servicer Indemnified Party As defined in Section 8.05(c) of this Agreement.
Jointly Indemnifiable Claims shall be broadly construed and shall include, without limitation, any claim, demand, action, suit or proceeding for which the Covered Person shall be entitled to indemnification or advancement of Expenses from both (i) the Company and/or any Controlled Entity pursuant to the Indemnification Sources, on the one hand, and (ii) any Indemnitee-Related Entity pursuant to any other agreement between any Indemnitee-Related Entity and the Covered Person pursuant to which the Covered Person is indemnified, the laws of the jurisdiction of incorporation or organization of any Indemnitee-Related Entity and/or the certificate of incorporation, certificate of organization, bylaws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or other organizational or governing documents of any Indemnitee-Related Entity, on the other hand.