Other Indemnified Person definition

Other Indemnified Person means, for any Person, such Person’s Affiliates and each of such Person’s and each of such Affiliate’s stockholders, officers, directors, partners, members, governors, managers, employees, agents, representatives and permitted successors and assigns.

Other Indemnified Person means, for any Person, such Person’s Affiliates and each of such Person’s and each of such Affiliate’s stockholders, officers, directors, partners, members, governors, managers, and permitted successors and assigns.

Other Indemnified Person means, for any Person, such Person’s Affiliates, and each of such Person’s and each of such Affiliate’s officers, directors, partners, members, governors, managers, and permitted successors and assigns. For avoidance of doubt, from and after the Closing, the Company shall be Other Indemnified Persons of Parent.

Examples of Other Indemnified Person in a sentence

• Thereafter, the Claiming Party will give the Indemnifying Party, promptly after the Claiming Party’s (or any of its applicable Other Indemnified Person’s) receipt or delivery thereof, copies of all documents (including court papers) received or delivered by the Claiming Party (or any such Other Indemnified Person) relating to any such Third Party Claim.

• Thereafter, the Claiming Party will give the Indemnifying Party, promptly after the Claiming Party’s (or any of its applicable Other Indemnified Person’s) receipt or delivery thereof, copies of all documents (including court papers) received or delivered by the Claiming Party (or any such Other Indemnified Person) relating to any such Third-Party Claim.

• Nothing in this Agreement (whether express or implied, including Section 5.5) will or is intended to confer any right or remedy under or by reason of this Agreement on any Person (including any Other Indemnified Person or any employee), except each Party and their respective permitted successors and assigns.

• The amount of such insurance proceeds, Tax Benefit or other amount or benefit received will be net of any costs and expenses incurred or that would be incurred by the Claiming Party (or such Other Indemnified Person) in procuring the same.

• Thereafter, the Claiming Party will give the Indemnifying Party, promptly after the Claming Party’s (or any of its applicable Other Indemnified Person’s) receipt or delivery thereof copies of all documents (including court papers) received or delivered by the Claiming Party (or any such Other Indemnified Person) relating to any such Third Party Claim.

• If the amount then remaining in the Escrow Account, if any, is not sufficient to pay the entire amount of any claim for indemnification made in accordance with this Agreement by Buyer or any of Buyer’s Other Indemnified Persons, Buyer or such Other Indemnified Person shall have all other rights and remedies available to it under this ARTICLE 8 to recover any remaining amount directly from the Sellers or the R&W Insurance Policy, in each case pursuant to the terms of this Agreement.

• Promptly following such Indemnifying Party’s request, such Claiming Party will (and such Claiming Party will cause each such Other Indemnified Person to) take all reasonably necessary, proper or desirable actions (including the execution and delivery of any document reasonably requested) to accomplish the foregoing.

• The obligations set forth in this Section 6.9 may not be terminated, amended or otherwise modified in any manner that adversely affects any Indemnified Person (or any other Person who is a beneficiary pursuant to the D&O Insurance or the “tail” policy referred to in Section 6.9(c) (and their heirs and representatives), the “Other Indemnified Persons) without the prior written consent of such affected Indemnified Person or Other Indemnified Person.

• The obligations set forth in this Section 6.8 may not be terminated, amended or otherwise modified in any manner that adversely affects any Indemnified Person or any other Person who is a beneficiary pursuant to the D&O Insurance or the “tail” policy referred to in Section 6.8(c) (and their heirs and representatives, the “Other Indemnified Persons”) without the prior written consent of such affected Indemnified Person or Other Indemnified Person.

• In computing the amount of any such Tax Benefit, the Claiming Party (or such Other Indemnified Person) will be deemed to have received only the Tax Benefit actually realized by the Claiming Party (or such Other Indemnified Person) as a result of the Tax items arising from the incurrence or payment of any indemnified Losses.

More Definitions of Other Indemnified Person

Other Indemnified Person means, for any Person, such Person’s Affiliates and each of such Person’s and each of such Affiliate’s stockholders, directors, officers (or individuals occupying comparable positions), partners, members, or governors, and each of their permitted successors and assigns.

Other Indemnified Person shall have the meaning given to such term in Section 11.6(a)(i) of the Participation Agreement.

Other Indemnified Person has the meaning set forth in Section 5.05(d).

Other Indemnified Person has the meaning set forth in Section 8.13(b).

Other Indemnified Person means, collectively, each Affiliate of the individual Indemnitee who is the party hereto, any Person who appointed such individual Indemnitee to the Board and any other Person who incurs expenses or is alleged to incur any liabilities for any act or failure to act of the individual Indemnitee who is a party hereto or any such Affiliate.