VAGI Indemnitee means VAGI, its general and limited partners, and their respective Affiliates and representatives.
Company Indemnitee has the meaning set forth in Section 7.2(b).
D&O Indemnified Party has the meaning set forth in Section 5.8(a).
Seller Indemnitee has the meaning set forth in Section 9.2(b).
Buyer Indemnitee has the meaning set forth in Section 8.1(b).
D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).
Indemnitee has the meaning assigned to such term in Section 9.03(b).
SpinCo Indemnitees shall have the meaning set forth in Section 4.3.
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).
Licensee Indemnitees has the meaning set forth in Section 11.2.
Company Indemnitees shall have the meaning set forth in Section 5.02.
Company Indemnified Party has meaning set forth in Section 8(b) hereof.
Indenture Indemnitee means (i) WTNA and the Mortgagee, (ii) each separate or additional trustee appointed pursuant to the Trust Indenture, (iii) the Subordination Agent, (iv) each Liquidity Provider, (v) each Pass Through Trustee and each Related Note Holder, (vi) the Paying Agent, (vii) the Escrow Agent and (viii) each of the respective directors, officers, employees, agents and servants of each of the persons described in clauses (i) through (vii) inclusive above.
Related Indemnified Person of an Indemnitee means (a) any controlling person or controlled affiliate of such Indemnitee, (b) the respective directors, officers, or employees of such Indemnitee or any of its controlling persons or controlled affiliates and (c) the respective agents of such Indemnitee or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such Indemnitee, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this definition shall pertain to a controlled affiliate or controlling person involved in the negotiation or syndication of the Facility.
Related Indemnitee Group has the meaning specified in Section 4.02(b) of the Participation Agreement.
Purchaser Indemnitee As defined in Section 6(a) hereof.
Indemnified Party shall have the meaning set forth in Section 5(c).
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.
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.
Indemnitees has the meaning specified in Section 10.04(b).
Agent Indemnitee as defined in Section 9.7.
Indemnifiable Losses means any and all Losses relating to, arising out of or resulting from any Indemnifiable Claim.
Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.
Indemnified Person has the meaning set forth in Section 11.3.
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.
Lender Indemnitees shall have the meaning given to it in Section 14.19 hereof.
Tax Indemnitee as defined in Section 3.01(5).