Indemnified Company Parties definition

Indemnified Company Parties has the meaning set forth in Section 2.8(b).

Indemnified Company Parties have the meanings set forth in Section 5.7(a).

Indemnified Company Parties has the meaning set forth in Section 10.04(b).

Examples of Indemnified Company Parties in a sentence

• Notwithstanding anything contained herein to the contrary, the Indemnified Company Parties shall look first to a Contributor’s Common Stock for indemnification under this Section 3.4 and then to Contributor’s other assets.

• The Managing Broker-Dealer shall promptly notify the Indemnified Company Parties of the commencement of any litigation or proceedings against the Managing Broker-Dealer or any of the officers or agents of the Managing Broker-Dealer in connection with the Memorandum or the Offering.

• Notwithstanding anything contained herein to the contrary, the Indemnified Company Parties shall look first to Meruelo Trust’s Common Stock for indemnification under this Section 3.4 and then to Meruelo Trust’s other assets.

• The indemnifying party shall be subrogated to the claims or rights of the Indemnified Parties or the Indemnified Company Parties, as the case may be, as against any other Persons with respect to any Loss paid by the indemnifying party under this section.

• Notwithstanding the foregoing, (a) Section 5.7 is made for the benefit of the Indemnified Company Parties, (b) Section 7.2 is made for the benefit of Buyer Indemnitees and (c) Section 7.3 is made for the benefit of the Seller Indemnitees, and each of the foregoing shall be entitled to enforce such provisions and to avail themselves of the benefits of any remedy for any breach of such provisions, all to the same extent as if such Persons were signatories to this Agreement.

• The terms and provisions of this Agreement are intended solely for the benefit of Parent, Merger Sub and the Company and, except for the rights of the Parent Indemnitees and Indemnified Company Parties as set forth in Article VII as to which they are expressly intended to be third-party beneficiaries, it is not the intention of the parties to confer third-party beneficiary rights, and this Agreement does not confer any such rights, upon any other Person.

• The articles of incorporation and bylaws of the Surviving Company shall, for at least six years after the Effective Time, provide for indemnification and advancement of expenses to individuals who as of the date hereof were directors, officers, or employees of the Company (the "Indemnified Company Parties") as permitted by Section 145 of the DGCL.

• Notwithstanding the foregoing, from and after the Closing, Section 6.11 is made for the benefit of the Indemnified Company Parties.

• No claim or action subject hereto may be settled unless the Indemnified Parties or the Indemnified Company Parties, as the case may be, and the indemnifying party consent thereto, such consent not to be unreasonably withheld.

• This Section 5.19 shall survive the consummation of the Merger, is intended to benefit the Company, the Surviving Corporation and each Indemnified Company Party, shall be binding on all successors and assigns of the Surviving Corporation and Acquiror, and shall be specifically enforceable by the Indemnified Company Parties.

More Definitions of Indemnified Company Parties

Indemnified Company Parties shall have the meaning set forth in Section 8(d).

Indemnified Company Parties has the meaning ascribed thereto in Section 17.3 hereof;

Indemnified Company Parties is defined in Section 7.12(a).

Indemnified Company Parties means the individuals who were officers, directors, employees and agents of the Company on or prior to the Effective Time. The provisions of this Section 5.08 shall survive the Effective Time of the Merger, and are expressly intended for the benefit of the Indemnified Company Parties.

Indemnified Company Parties has the meaning set forth in Section .