Third-Party Indemnitor definition

Third-Party Indemnitor means any person or entity that has or may in the future provide to the Indemnitee any indemnification, exoneration, hold harmless or Expense advancement rights and/or insurance benefits other than (i) the Company, (ii) any Enterprise and (iii) any entity or entities through which the Company maintains liability insurance applicable to the Indemnitee.
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Third-Party Indemnitor means, individually and collectively, the Person(s) identified as the Third Party Indemnitor in the first paragraph of this Agreement and includes any successor in interest by virtue of merger, acquisition, transfer, assignment or otherwise.
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Third-Party Indemnitor has the meaning specified in Section 9.5(b) of the Agreement.
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Examples of Third-Party Indemnitor in a sentence

  • The Company and the Indemnitee agree that each of the Third-Party Indemnitors shall be third-party beneficiaries with respect to this Agreement entitled to enforce this Section 14 as though each such Third-Party Indemnitor were a party to this Agreement.

  • The Company further agrees that no advancement or payment by any Third-Party Indemnitor on behalf of Indemnitee with respect to any Proceeding for which Indemnitee has sought indemnification, exoneration or hold harmless rights from the Company shall affect the foregoing and the Third-Party Indemnitor(s) shall have a right to receive from the Company, contribution and/or be subrogated, to the extent of such advancement or payment to all of the rights of recovery of Indemnitee against the Company.

  • The Company and the Indemnitee agree that each of the Third-Party Indemnitors shall be third-party beneficiaries with respect to this Agreement entitled to enforce this Section 2.9 as though each such Third-Party Indemnitor were a party to this Agreement.

  • The Company further agrees that no advancement or payment by any Third-Party Indemnitor or its insurer on behalf of Indemnitee with respect to any Proceeding for which Indemnitee has sought indemnification rights from the Company shall affect the foregoing and the Third-Party Indemnitor(s) shall have a right to receive from the Company, contribution or be subrogated, to the extent of such advancement or payment to all of the rights of recovery of Indemnitee against the Company.

  • The Company hereby agrees that it will not assert that the Indemnitee must seek expense advancement or reimbursement, or indemnification, from any Third-Party Indemnitor before the Company must perform its expense advancement and reimbursement, and indemnification obligations, under this Agreement.

  • The Company further agrees that no advancement or payment by any Third-Party Indemnitor on behalf of Indemnitee with respect to any Proceeding for which Indemnitee has sought indemnification rights from the Company shall affect the foregoing and the Third-Party Indemnitor(s) shall have a right to receive from the Company, contribution and/or be subrogated, to the extent of such advancement or payment to all of the rights of recovery of Indemnitee against the Company.

  • The Managing Member, officer or other Person is not required to assert any claim for indemnification protection or expense reimbursement or advance against any Third-Party Indemnitor prior to asserting a claim against, or receiving an indemnification or expense reimbursement payment from, the Company.

  • The Company further agrees that no advancement or indemnification payment by any Third-Party Indemnitor on behalf of the Indemnitee shall affect the foregoing, and the Third-Party Indemnitors shall be subrogated to the extent of such advancement or payment to all of the rights of recovery of the Indemnitee against the Company.

  • The Company hereby agrees that it irrevocably waives, relinquishes and releases any Third-Party Indemnitors from any and all claims against the Third-Party Indemnitors for contribution, subrogation or any other recovery of any kind in respect of any expense reimbursement or advancement of an expense covered by Section 8.1. The Company shall not be subrogated to any rights the Managing Member, officer or other Person may have against a Third-Party Indemnitor.

  • The Company hereby agrees that it irrevocably waives, relinquishes and releases any Third-Party Indemnitors from any and all claims against the Third-Party Indemnitors for contribution, subrogation or any other recovery of any kind in respect of any expense reimbursement or advancement of an expense covered by S ection 8.1. The Company shall not be subrogated to any rights the Managing Member, officer or other Person may have against a Third-Party Indemnitor.


More Definitions of Third-Party Indemnitor

Third-Party Indemnitor means, with respect to each Indemnified Party, any Person (other than the Company or a Subsidiary thereof) that indemnifies or provides expense advancement or reimbursement to such Indemnified Party with respect to a loss that such Indemnified Party also has indemnification and/or expense reimbursement and/or advancement rights under Section 8. Transfer – as defined in Section 7.1(a).
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Third-Party Indemnitor. Any provider of Partnership Insurance or Portfolio Company Insurance and any Portfolio Company Indemnitor.
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Third-Party Indemnitor shall have the meaning assigned thereto in Section 18(c).
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Third-Party Indemnitor means any person or entity that has or may in the future provide to the Indemnitee any indemnification, exoneration, hold harmless or Expense advancement rights and/ or insurance benefits other than (i) the Company, (ii) any Enterprise and (iii) any entity or entities through which the Company maintains liability insurance applicable to the Indemnitee.
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Third-Party Indemnitor has the meaning set forth in Section 7.05.
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Related to Third-Party Indemnitor

  • Primary Indemnitor means any Person (other than the Assuming Institution or any of its Affiliates) who is obligated to indemnify or insure, or otherwise make payments (including payments on account of claims made against) to or on behalf of any Person in connection with the claims covered under Article XII, including without limitation any insurer issuing any directors and officers liability policy or any Person issuing a financial institution bond or banker's blanket bond.

  • Third Party Infringement Claim has the meaning set forth in Section 5.4.

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Third Party Infringement has the meaning set forth in Section 5.1.

  • 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).

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

  • Third Party Items means Third Party Content and Third Party Products.

  • 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.

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Fiduciary Indemnified Person means each of the Institutional Trustee (including in its individual capacity), the Delaware Trustee (including in its individual capacity), any Affiliate of the Institutional Trustee or the Delaware Trustee, and any officers, directors, shareholders, members, partners, employees, representatives, custodians, nominees or agents of the Institutional Trustee or the Delaware Trustee.

  • Licensee Indemnitees has the meaning set forth in Section 11.2.

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Third Party IP Claim has the meaning given to it in clause E8.7 (Intellectual Property Rights).

  • Investor Indemnified Party is defined in Section 4.1.

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

  • Third Party Claims has the meaning set forth in Section 11.1.

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).

  • Indemnified Party shall have the meaning set forth in Section 5(c).

  • Seller Indemnitee has the meaning set forth in Section 9.2(b).

  • 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.