Equityholder Indemnified Parties definition

Equityholder Indemnified Parties has the meaning set forth in Section 12.04.

Equityholder Indemnified Parties means the Company Equityholders and their respective Affiliates.

Equityholder Indemnified Parties has the meaning set forth in Section 5.3.

Examples of Equityholder Indemnified Parties in a sentence

• Notwithstanding anything to the contrary contained in this Purchase Agreement, except in the case of Fraud, in no event shall the maximum aggregate amount of Losses recoverable by the Equityholder Indemnified Parties from the Buyer Parties in respect of any Claim under clause (ii) of this paragraph exceed the result of the Share Percentage multiplied by the Aggregate Consideration.

• From and after the Closing in accordance with the terms provided herein, the Buyer Parties will indemnify, save and hold harmless each of the Equityholder Indemnified Parties from and against any and all Losses incurred in connection with, arising out of or resulting from (i) any breach of any covenant or agreement made by any Buyer Party in this Purchase Agreement and (ii) any breach or inaccuracy of any of Buyer Fundamental Representations.

• The Equityholder Indemnified Parties shall have no rights to indemnification hereunder until the aggregate amounts of indemnification payments that would otherwise be due to the Equityholder Indemnified Parties reaches the Indemnification Threshold, at which point the Equityholder Indemnified Parties shall be indemnified for the full amount of Indemnified Losses that exceed the Indemnification Threshold.

• The Equityholder Indemnified Parties shall not be entitled to recover: (i) under Sections 11.3(a) or 11.3(c) for the amount of Indemnified Losses in the aggregate in excess of 50% of the Purchase Price; and (ii) under Section 11.3(b) for the amount of Indemnified Losses in the aggregate in excess of the Purchase Price.

• The aggregate maximum liability of Parent in respect of any Adverse Consequences suffered or incurred by the Equityholder Indemnified Parties shall not exceed the aggregate amount paid to the Equityholders hereunder.

More Definitions of Equityholder Indemnified Parties

Equityholder Indemnified Parties has the meaning set forth in Section 8.2.

Equityholder Indemnified Parties has the meaning set forth in Section 9.02(b).

Equityholder Indemnified Parties means the following Persons: (a) the Equityholders as of the Closing and their respective current and future Affiliates (other than Match, Buyer or their respective Subsidiaries); (b) the respective Representatives of the Persons referred to in clause (a); and (c) the respective successors and assigns of the Persons referred to in clauses (a) and (b).

Equityholder Indemnified Parties is defined in Section 8.2(b).

Equityholder Indemnified Parties means the Company Equityholders and their respective Affiliates. “ERISA” means the Employee Retirement Income Security Act of 1974, as amended.

Equityholder Indemnified Parties has the meaning ascribed to such term in Section 6.1(b).

Equityholder Indemnified Parties as set forth in Section 9.3.1.