Purchase and Sale Indemnified Party definition

Purchase and Sale Indemnified Party has the meaning set forth in Section 9.1 of the Sale Agreement.

Purchase and Sale Indemnified Party has the meaning set forth in SECTION 9.1 of the Purchase and Sale Agreement.

Purchase and Sale Indemnified Party shall have the meaning assigned to such term in Section 8.1 hereof.

Examples of Purchase and Sale Indemnified Party in a sentence

• If for any reason the indemnification provided above in this Section 9.1 is unavailable to a Purchase and Sale Indemnified Party or is insufficient to hold such Purchase and Sale Indemnified Party harmless, then each Originator agrees that it shall contribute to the amount paid or payable by such Purchase and Sale Indemnified Party to the maximum extent permitted under applicable law.

• If for any reason the indemnification provided above in this Section 9.1 is unavailable to a Purchase and Sale Indemnified Party or is insufficient to hold such Purchase and Sale Indemnified Party harmless, then each Transferor agrees that it shall contribute to the amount paid or payable by such Purchase and Sale Indemnified Party to the maximum extent permitted under applicable law.

• Anything contained in this Agreement to the contrary notwithstanding, Parent Originator shall not be entitled to assume the defense of any part of a Third Party Claim that seeks an order, injunction or other equitable relief or relief for other than money damages against the Purchase and Sale Indemnified Party.

• If Parent Originator elects to assume the defense of a Third Party Claim, the Purchase and Sale Indemnified Party will (i) cooperate in all reasonable respects with the Originators in connection with such defense and (ii) not admit any liability with respect to, or settle, compromise or discharge, such Third Party Claim without prior written consent Parent Originator and any Sub-Originator that may be liable with respect to such Third Party Claim.

• No failure on the part of Purchaser, ------------------------------ the Issuer, Eligible Lender Trustee, the Administrator, any Purchase and Sale Indemnified Party, the Indenture Trustee or Noteholder to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof (unless waived in writing); nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right.

• If Parent Originator does not assume the defense of any such Third Party Claim, the Purchase and Sale Indemnified Party may defend the same in such manner as it may deem appropriate, including settling such claim or litigation after giving prompt notice of such terms to Parent Originator and any other Originator that may be liable for such Third Party Claim, and Parent Originator and such Sub-Originator will promptly reimburse the Purchase and Sale Indemnified Party upon written request.

• Should Transferor so elect to assume the defense of a Third Party Claim, Transferor will not be liable to the Purchase and Sale Indemnified Party for any legal expenses subsequently incurred by the Purchase and Sale Indemnified Party in connection with the defense thereof.

• Thereafter, the Purchase and Sale Indemnified Party shall deliver to Parent Originator, within a reasonable time after the Purchase and Sale Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Purchase and Sale Indemnified Party relating to the Third Party Claim.

• Anything contained in this Agreement to the contrary notwithstanding, Transferor shall not be entitled to assume the defense of any part of a Third Party Claim that seeks an order, injunction or other equitable relief or relief for other than money damages against the Purchase and Sale Indemnified Party.

• Should Originator so elect to assume the defense of a Third Party Claim, the Originators will not be liable to the Purchase and Sale Indemnified Party for any legal expenses subsequently incurred by the Purchase and Sale Indemnified Party in connection with the defense thereof.

More Definitions of Purchase and Sale Indemnified Party

Purchase and Sale Indemnified Party has the meaning set forth in Section 8.1 of the Xxxxxxx Xxxx Agreement.

Purchase and Sale Indemnified Party has the meaning set forth in Section 10.1 of the Canadian Purchase and Sale Agreement.

Purchase and Sale Indemnified Party has the meaning set forth in Section 9.1 of the Purchase and Sale Agreement. “Purchase and Sale Termination Date” has the meaning set forth in Section 1.4 of the Purchase and Sale Agreement. “Purchase and Sale Termination Event” has the meaning set forth in Section 8.1 of the Purchase and Sale Agreement. “Purchase Facility” has the meaning set forth in Section 1.1 of the Purchase and Sale Agreement. “Purchase Limit” means (i) at any time on or after October 2120, 20222023 and prior to but excluding May 1, 20232024, $150,000,000200,000,000 and (ii) at any time on and after May 1, 20232024, $75,000,000100,000,000, in each case, as such amount may be subsequently reduced pursuant to Section 1.1(b) of the Agreement; provided, that any such reduction of the Purchase Limit then in effect pursuant to clauses (i) or (ii) above, as applicable, shall automatically and permanently reduce the amount of the Purchase Limit set forth in such other clauses above in the same proportion as the percentage of the reduction of the Purchase Limit then in effect. References to the unused portion of the Purchase Limit shall mean, at any time, the Purchase Limit minus the then outstanding Capital. “Purchase Notice” has the meaning set forth in Section 1.2(a) of the Agreement. “Purchase Price” has the meaning set forth in Section 2.1 of the Purchase and Sale Agreement. “Purchase Report” has the meaning set forth in Section 2.1 of the Purchase and Sale Agreement. “Purchased Interest” means, at any time, the undivided percentage ownership interest in: (a) each and every Pool Receivable now existing or hereafter arising, (b) all Related Security with respect to such Pool Receivables and (c) all Collections with respect to, and other proceeds

Purchase and Sale Indemnified Party has the meaning set forth in Section 9.1 of the applicable CBTS Sale Agreement.

Purchase and Sale Indemnified Party has the meaning set forth in Section 9.1 of the Sale Agreement. “Purchase and Sale Termination Date” has the meaning set forth in Section 1.4 of the Sale Agreement. “Purchase and Sale Termination Event” has the meaning set forth in Section 8.1 of the Sale Agreement. “Purchase Date” means the date of which a Purchase or a reinvestment is made pursuant to this Agreement. “Purchase Facility” has the meaning set forth in Section 1.1 of the Sale Agreement. “Purchase Limit” means $100,000,000, as such amount may be increased pursuant to Section 1.1(b) or reduced pursuant to Section 1.1(c) of this Agreement or otherwise in connection with any Exiting Purchaser. References to the unused portion of the Purchase Limit shall mean, at any time, the Purchase Limit minus the sum of the then outstanding Aggregate Capital plus the LC Participation Amount.

Purchase and Sale Indemnified Party has the meaning set forth in Section ------- 9.1 of the Purchase and Sale Agreement. ---