Target Indemnified Parties definition

Target Indemnified Parties has the meaning set forth in Section 5.2(a).

Target Indemnified Parties have the meanings set forth in Section 8(c) below.

Target Indemnified Parties means the Target Partners and their successors and permitted assigns, together with their respective partners, shareholders, members, directors, managers, officers, employees, agents and representatives.

Examples of Target Indemnified Parties in a sentence

• The Bidder indemnifies the Target Indemnified Parties against all Losses incurred as a result of any of the representations and warranties they make in clause 13.3 not being true and correct.

• Xxxxxx acknowledges and agrees that in entering into this agreement Target and the Target Indemnified Parties have relied on the Bidder Warranties.

• Target RE holds the benefit of the representations and warranties (and the indemnity given in respect of the Bidder representations and warranties pursuant to clause 13.4) on trust severally for each of the Target Indemnified Parties.

• Bidder indemnifies Target (on its own behalf and separately as trustee for each of the Target Indemnified Parties) against any claims, actions, proceedings, liabilities, obligations, damages, loss, harm, charges, costs, expenses, duties and other outgoings of whatever nature and however arising, which may be suffered or incurred by reason of any breach of any of the Bidder Warranties.

• The Bidder acknowledges that each of the Target Indemnified Parties may bring action directly against the Bidder in respect of any breach of the representations and warranties in clause 13.3. The Bidder holds the benefit of the Target RE representations and warranties (and the indemnity given in respect of the Target RE representations and warranties pursuant to clause 13.2) on trust for the Bidder Indemnified Parties.

• Bidder agrees with Target (in its own right and separately as trustee or nominee for each of the other Target Indemnified Parties) to indemnify Target and each of the Target Indemnified Parties against any claim, action, damage, loss, liability, cost, expense or payment of whatever nature and however arising that Target or any of the other Target Indemnified Parties suffers, incurs or is liable for arising out of any breach of any of the Bidder Representations and Warranties.

• Bidder represents and warrants to Target (in its own right and separately as trustee or nominee for each of the other Target Indemnified Parties) each of the Bidder Representations and Warranties.

• Target Indemnified Parties Target, its Subsidiaries and their respective directors, officers and employees.

• The acknowledgements, confirmations and agreements given and made by Bidder on its own behalf and on behalf of its Representatives in clause 9.2 are given to Target on its own behalf and separately as trustee for each of Target Indemnified Parties.

More Definitions of Target Indemnified Parties

Target Indemnified Parties means (i) the Distribution Shareholders; (ii) the directors, officers, partners, agents, employees of the Target and the members, managers or officers of any Target Subsidiary, in each case, in such Person’s capacity as such, (iii) the Shareholder Representative; and (iv) the heirs, administrators, personal representatives, successors and assigns of each of the foregoing.

Target Indemnified Parties shall have the meaning ascribed to it in Section 11.2.2 hereof.

Target Indemnified Parties means the Target RE, its Representatives and its Related Bodies Corporate and the Representatives of its Related Bodies Corporate.