Third Person Claims definition

Third Person Claims means any of the following: Amylin Third Person Collaboration Claims, Lilly Third Person Collaboration Claims, Amylin Third Person Indemnification Claims and Lilly Third Person Indemnification Claims.
Sample 1

Examples of Third Person Claims in a sentence

  • With respect to claims other than Third Person Claims, the Indemnifying Party shall have 20 calendar days after the Indemnified Party provides notice to the Indemnifying Party to make such investigation of the claim as the Indemnifying Party deems necessary or desirable.

  • With respect to the indemnity set forth in Section 2, FDC and GCA agree to follow the procedures for notice of claim, calculation of Loss or Expense and Third Person Claims set forth in Sections 5.3 and 5.4 of the Restructuring Agreement, as if such sections were set forth herein.

  • To the extent a claim for indemnification under this Article XI relates to the ICU Acquired Business and the Medline Acquired Business, based on the facts available to the parties at the time of the relevant claim (a “Joint Claim”), Buyer and Medline shall be required to jointly bring such claim pursuant to a Claim Notice under Section 11.3 (Direct Claims) or a notice of Third Person Claim under Section 11.4 (Third Person Claims), as applicable, signed by both Buyer and Medline.

  • If HCL is the Seller, the HCL Releasing Parties also hereby fully, irrevocably and unconditionally release and forever discharge and, in the event there is a claim by any HCL Releasing Party, agree to hold harmless the PSC Released Parties for any unlawful or fraudulent actions under any Law by any PSC Released Party during the period from November 15, 2002 through November 3, 2003 other than PSC Released Party Theft and PSC Third Person Claims.

  • INDEMNIFICATION 8.1 Survival of Representations and Warranties 8.2 General Indemnification by the Company and the Stockholder 8.3 Indemnification by Purchaser 8.4 Specific Indemnification 8.5 Third Person Claims 8.6 Limitations on Indemnification 9.

  • With respect to claims other than Third Person Claims (as defined below), the Indemnifying Party shall have 20 calendar days after the Indemnified Party provides notice to the Indemnifying Party to make such investigation of the claim as the Indemnifying Party deems necessary or desirable.

  • For purposes of this Section 8.4, Parent shall be deemed to have provided to the Representative written notice that Parent is seeking indemnification of any Scheduled Indemnity Matters that are not Third Person Claims; provided, however, before being entitled to indemnification for any Losses with respect to such Scheduled Indemnity Matters, Parent shall provide prompt notice to the Representative upon the reasonable determination of any such Losses accrued or actually incurred.

  • INDEMNIFICATION 57 Section 9.1 Indemnification by Xxxxxx Entities 57 Section 9.2 Indemnification by Buyer 58 Section 9.3 Additional Indemnification Matters; Notice of Claims 58 Section 9.4 Third Person Claims 59 Section 9.5 Treatment of Indemnity Payments 60 Section 9.6 Limitations 61 ARTICLE 10.

  • Tax Contests shall be treated as Third Person Claims under Section 8.4 (Third Person Claim Indemnification Mechanics).

  • In the event that any Indemnified Party asserts the existence of a claim giving rise to Losses (but excluding Third Person Claims), such party shall give written notice to the Indemnifying Party.

Related to Third Person Claims

  • Third Person Claim has the meaning specified in Section 11.4(a).

  • Third Person has the meaning set forth in Section 11.3.

  • Third Party Claims has the meaning set forth in Section 11.1.

  • Third Party Infringement Claim has the meaning set forth in Section 9.4.

  • Infringement Claim means a third party claim alleging that the Equipment manufactured by Motorola or the Motorola Software directly infringes a United States patent or copyright.

  • Litigation Claims means the claims, rights of action, suits or proceedings, whether in law or in equity, whether known or unknown, that any Debtor or any Estate may hold against any Person or Entity, including, without limitation, the Causes of Action of the Debtors or their Estates, in each case solely to the extent of the Debtors’ or their Estates’ interest therein. A non-exclusive list of the Litigation Claims held by the Debtors as of the Effective Date will be Filed with the Plan Supplement, which will be deemed to include any derivative actions filed against any Debtor as of the Effective Date.

  • Third party claimant means any individual, corporation, association, partnership, or other legal entity asserting a claim against any individual, corporation, association, partnership, or other legal entity insured under an insurance policy or insurance contract.

  • Third Party Liability has the meaning ascribed thereto in Section 8.3.2;

  • Third Party IP Claim has the meaning given to it in clause E8.7 (Intellectual Property Rights).

  • Third Party Infringement has the meaning set forth in Section 5.1.

  • Third Party Claim has the meaning set forth in Section 8.3.

  • Opposing Party means the third party that owes Borrower Miscellaneous Proceeds or the party against whom Xxxxxxxx has a right of action in regard to Miscellaneous Proceeds. Borrower shall be in default if any action or proceeding, whether civil or criminal, is begun that, in Xxxxxx’s judgment, could result in forfeiture of the Property or other material impairment of Xxxxxx’s interest in the Property or rights under this Security Instrument. Borrower can cure such a default and, if acceleration has occurred, reinstate as provided in Section 19, by causing the action or proceeding to be dismissed with a ruling that, in Xxxxxx’s judgment, precludes forfeiture of the Property or other material impairment of Xxxxxx’s interest in the Property or rights under this Security Instrument. The proceeds of any award or claim for damages that are attributable to the impairment of Xxxxxx’s interest in the Property are hereby assigned and shall be paid to Lender. All Miscellaneous Proceeds that are not applied to restoration or repair of the Property shall be applied in the order provided for in Section 2.

  • Third Party means any Person other than a Party or an Affiliate of a Party.

  • Third Party Claim Notice shall have the meaning set forth in Section 6.5(a).

  • Claims is defined in Section 12.3.

  • Infringement Action has the meaning set forth in Section 9.6(b).

  • Unlicensed person means any person who is not a licensed dealer under this chapter.

  • Valid Third Party Entity In respect of any transaction, any third party that the Calculation Agent determines has a bona fide intent to enter into or consummate such transaction (it being understood and agreed that in determining whether such third party has such a bona fide intent, the Calculation Agent shall take into consideration the effect of the relevant announcement by such third party on the Shares and/or options relating to the Shares and, if such effect is material, may deem such third party to have a bona fide intent). Nationalization, Insolvency or Delisting: Cancellation and Payment (Calculation Agent Determination); provided that, in addition to the provisions of Section 12.6(a)(iii) of the Equity Definitions, it will also constitute a Delisting if the Exchange is located in the United States and the Shares are not immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors); if the Shares are immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors), such exchange or quotation system shall thereafter be deemed to be the Exchange. Additional Disruption Events: Change in Law: Applicable; provided that Section 12.9(a)(ii) of the Equity Definitions is hereby amended by (i) replacing the phrase “the interpretation” in the third line thereof with the phrase “, or public announcement of, the formal or informal interpretation,” (ii) replacing the word “Shares” with the phrase “Hedge Positions” in clause (X) thereof and (iii) inserting the parenthetical “(including, for the avoidance of doubt and without limitation, (x) any tax law or (y) adoption, effectiveness or promulgation of new regulations authorized or mandated by existing statute)” at the end of clause (A) thereof. Failure to Deliver: Applicable Hedging Disruption: Applicable; provided that:

  • Tax Claims means any Claim against the Participating CCAA Parties (or any one of them) for any Taxes in respect of any taxation year or period ending on or prior to the applicable Filing Date, and in any case where a taxation year or period commences on or prior to the applicable Filing Date, for any Taxes in respect of or attributable to the portion of the taxation period commencing prior to the applicable Filing Date and up to and including the applicable Filing Date. For greater certainty, a Tax Claim shall include, without limitation, (a) any and all Claims of any Taxing Authority in respect of transfer pricing adjustments and any Canadian or non- resident Tax related thereto, and (b) any Claims against any BL/Wabush Released Party in respect of such Taxes;

  • Indemnification Claim has the meaning set forth in Section 10.3.

  • IPR Claim means any claim of infringement or alleged infringement (including the defence of such infringement or alleged infringement) of any IPR, used to provide the Services or as otherwise provided and/or licensed by the Supplier (or to which the Supplier has provided access) to the Authority in the fulfilment of its obligations under this Framework Agreement;

  • Proven Claim means (a) a Claim of a Creditor, Finally Determined as an Allowed Claim for voting, distribution and payment purposes under the Plan, (b) in the case of the Participating CCAA Parties in respect of their CCAA Party Pre-Filing Interco Claims, and in the case of the Non-Filed Affiliates in respect of their Non-Filed Affiliate Unsecured Interco Claims and Non- Filed Affiliate Secured Interco Claims, as such Claims are declared, solely for the purposes of the Plan, to be Proven Claims pursuant to and in the amounts set out in the Amended and Restated Meetings Order, and (c) in the case of Employee Priority Claims and Government Priority Claims, as Finally Determined to be a valid post-Filing Date claim against a Participating CCAA Party;

  • Licensed person means an individual who is licensed or otherwise legally authorized to practice a professional service by a court, department, board, commission, or an agency of this state or another jurisdiction, any corporation or professional services corporation all of whose shareholders are licensed persons, any partnership all of whose partners are licensed persons, or any limited liability company all of whose members and managers are licensed persons.

  • Infringement has the meaning set forth in Section 6.3(a).

  • third party proceeding means any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, or investigative, other than an action by or in the right of the corporation.