Indemnification Procedure definition

Indemnification Procedure means the procedure set out in section 13 of the Master Terms.
Indemnification Procedure means the
Indemnification Procedure means the procedure set out in section 13 of the Data Services Master Terms.

Examples of Indemnification Procedure in a sentence

  • The Indemnitee’s failure to perform any obligations under this Section 15.3 (Indemnification Procedure) will not relieve the Indemnitor of its obligations under this Section 15.3 (Indemnification Procedure) except to the extent that the Indemnitor can demonstrate that it has been materially prejudiced as a result of such failure.

  • Indemnification Procedure: This provision will also detail the indemnification procedure, which describes the rules that the party seeking indemnity (or protection against loss) must follow to bring a claim.

  • Section 9.1.4 Borrower Indemnity Regarding Filings 82 Section 9.1.5 Indemnification Procedure 83 Section 9.1.6 Contribution 83 ARTICLE X MISCELLANEOUS Section 10.1. Notices 84 Section 10.2. Brokers and Financial Advisors 86 1404504.docx Section 10.3. Survival 86 Section 10.4. Preferences 86 Section 10.5. Waiver of Notice 87 Section 10.6. Offsets, Counterclaims and Defenses 87 Section 10.7. Publicity 87 Section 10.8. Construction of Documents 87 Section 10.9. No Third Party Beneficiaries 87 Section 10.10.

  • Every such Executive Board Member shall sign an Indemnity Agreement, Type B as found in the Society Officer Indemnification Procedure document upon being selected as a representative plaintiff in a given Society action.

  • Section 4.1. Indemnification Obligations / Indemnification Procedure / Settlement / Contribution.

  • Indemnification Procedure Indemnification protection and professional liability coverage may be provided through PHSOR policy for Professional Staff members participating in mentoring, proctoring or other quality assurance and credentialing functions.

  • Indemnification Procedure Postup odškodnění Any person or entity seeking indemnity hereunder (the “Indemnitee”) shall give prompt written notice to the entity from which it seeks indemnification (the “Indemnifying Party”) of any Action for which it seeks indemnification, it being understood and agreed that the Indemnifying Party is not responsible for any legal fees incurred prior to such notice.

  • Entrance #3 is barely in use because some materials are stored behind this entrance.

  • RECOMMENDATION – A dated photograph showing the first day of the Notice of Public Rights on the noticeboard and/or a dated computer screenshot showing the first date of the Notice of Public Rights on the website for 2018/19 - unanimously agreed.

  • Except as provided in Section 12.3.5 (Indemnification Procedure), the Indemnitor shall not be liable for any settlement or other disposition of a Loss by the Indemnitee that is reached without the written consent of the Indemnitor.


More Definitions of Indemnification Procedure

Indemnification Procedure means the procedure set out in section 12 of the Master Terms.
Indemnification Procedure means the procedure set out in section 11 of the General Terms.
Indemnification Procedure. The Customer Indemnitee (the “Indemnitee”) that believes it is entitled to be indemnified pursuant to this Agreement will, subject to the consent of the Attorney General of Texas, (i) promptly notify the “Indemnitor” in writing of any Claims for which such Party owes an indemnification obligation hereunder, and (ii) cooperate with the Indemnitor at the Indemnitor’s sole cost and expense.
Indemnification Procedure. MATTERS INVOLVING CLAIMS OF THIRD PARTIES: The party indemnified hereunder (the "Indemnitee") shall promptly notify the indemnifying party (the "Indemnitor") of the existence of any claim or demand, whether in court or out of court, involving liabilities to third parties to which the Indemnitor's indemnification obligations would apply, and shall give the Indemnitor twenty (20) days from the date of receipt of said notice in which to elect to defend the same at its own expense and with counsel of its own selection (who shall be approved by the Indemnitee, which approval shall not be unreasonably withheld, and who, should said approval be given and should the Indemnitor elect to defend, shall be granted by the Indemnitee the power of attorney necessary to conduct said defense); provided that the Indemnitee shall at all times also have the right to fully participate in the defense at its own expense. If the Indemnitor shall, within such twenty (20) day period, fail to defend, the Indemnitee shall have the right, but not the obligation, to undertake the defense of and to compromise or settle (exercising reasonable business judgment) the claim or other matter on behalf, for the account, and at the risk and expense of the Indemnitor. Except as otherwise provided above, the Indemnitee shall not compromise or settle the claim or other matter without the written consent of the Indemnitor, such consent not to be unreasonably withheld. If the claim is one that cannot by its nature be defended solely by the Indemnitor, the Indemnitee shall make available all information and assistance (including access to the books and records of RCF and the RCF Subsidiaries) that the Indemnitor may reasonably request; provided that any actual out of pocket expenses shall be paid by the Indemnitor. 13.4

Related to Indemnification Procedure

  • Indemnification Provisions means each of the Debtors’ indemnification provisions currently in place whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents of the Debtors and such current and former directors’, officers’, and managers’ respective Affiliates.

  • Indemnification Claim has the meaning set forth in Section 12.3.

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Indemnification Notice has the meaning set forth in Section 11.3(a).

  • Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Indemnification means an agreement of indemnity or a release from liability where the intent or effect is to shift or limit in any manner the potential liability of the person or firm for failure to adhere to applicable auditing or professional standards, whether or not resulting in part from knowing of other misrepresentations made by the insurer or its representatives.

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, the Debtors’ respective memoranda, articles or certificates of incorporation or formation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date, excluding any obligation to indemnify any of the foregoing parties with respect to any act or omission for or on behalf of the Debtors arising out of any act or omission determined by a Final Order to constitute actual fraud, willful misconduct, or gross negligence.

  • Indemnification Agreements has the meaning set forth in Section 2.5.

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors, as applicable.

  • Dispute Resolution Procedure means the procedure for resolution of Disputes set forth in Article 26;

  • Indemnification Event means any event, action, proceeding or claim for which a Person is entitled to indemnification under this Agreement.

  • Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Dispute Resolution Procedures means the procedures outlined in Annexure A of the MSA Determination.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Indemnification Agreement shall have the meaning set forth in Article XVII.

  • dispute resolution proceeding ’ means any process in which an alternative means of dispute resolution is used to resolve an issue in controversy in which a neutral is appointed and specified parties participate;

  • Further Competition Procedure means the further competition procedure described in paragraph 3 of Framework Schedule 5 (Call Off Procedure);

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Indemnified Matters has the meaning specified therefor in Section 12.15.

  • Indemnification Threshold has the meaning set forth in Section 11.5.

  • Dispute Resolution Process means the process described in clause 9

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Indemnity Claim has the meaning set forth in Section 8.3.