Debt Indemnification Sample Clauses

Debt Indemnification a) Indemnification level - Net Debt Subject to a deductible as specified in the Special Terms, We shall pay the insured percentage of the Net Debt or of the Positive Credit Decision if the Net Debt exceeds the Positive Credit Decision. The Net Debt shall correspond to the balance of the following loss account: on the debit side: • the value of the invoices, covered under this Contract, including, as appropriate: o the VAT/GST, if this tax is covered under this Contract as specified in the Special Terms o any interest payable up to the Due Date (excluding interest that accrues thereafter), o the packing, transport and insurance costs and any taxes owed by the Buyer. on the credit side: • the value of any Recoveries received by You or by Us up to the date of calculation of the Net Debt. b) Date of payment Provided that You have complied with all the terms of the Contract, We shall indemnify You within 30 days of (i) the receipt by Us of all the documents specified in article 3.1.2 above in case of Insolvency of the Buyer or (ii) - the expiration of the waiting period, in all other cases.
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Debt Indemnification. Debt Indemnification paid by Us for a Covered Affiliate’s Debt will be paid to You only, in accordance with the Mandate. In case a loss payee is designated in your Contract, You and Your Covered Affiliate hereby expressly agree that all Debt indemnifications will be paid to the loss payee, regardless the pertaining of Debt to You or to Your Covered Affiliate. Notwithstanding any applicable provision related to the advance payment of the Collection Expenses and their set off with the indemnification, this provision cannot apply in the event of claim related to a Debt of your Cover Affiliate.
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Debt Indemnification a) Indemnification level - Net Debt Subject to a deductible as specified as the case may be in the Special Terms, We shall pay the insured percentage of the Net Debt or of the Positive Credit Decision if the Net Debt exceeds the Positive Credit Decision. The Net Debt shall correspond to the balance of the following loss account: on the debit side : • the value of the invoices, covered under this Contract, including, as appropriate: - the VAT, if this tax is covered under this Contract as specified in the Special Terms - any interest payable up to the Due Date (excluding interests that accrue thereafter), - the packing, transport and insurance costs and any taxes owed by the Buyer. on the credit side: • the amount of any Recoveries received by You or by Us up to the date of calculation of the Net Debt. a third party, when goods are handed over to the Buyer, or anyone acting on his behalf, at the place and pursuant to the terms specified in the Sales Contract. • for performance of services: on the date of performance of the services for which payment is due pursuant to the Sales Contract. Dispute: any disagreement regarding the amount of the Debt or the validity or enforceability of your rights, including any disagreement about setting off sums You may owe your Buyer involving setting off sums your Buyer claims You owe him under a Sales Contract or any other contractual arrangements between You and your Buyer. Due date: the initial date when the Buyer must pay for his Debt according to the Sales Contract. Insolvency: [local definition] Natural Disaster: an environmental event such as but not limited to a volcanic eruption, earth- quake, tidal wave, typhoon or flood. Net Debt: the amount of loss calculated pursuant to article 3.2.1 above which may be indemnified according to the terms and conditions of this Contract. Non-Payment: non-payment of the Debt by the Buyer on the date, in the currency and in the Definitions Definitions 8 b) Date of payment Provided that You have complied with all the terms of the Contract, We shall indemnify You within 30 days from (i) the receipt by Us of all the documents specified in article
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Debt Indemnification a) Indemnification level - Net Debt
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Debt Indemnification. Debt indemnification paid by Us for a Covered Affiliate’s Debt will be paid to You in accordance with the Mandate or to your Covered Affiliate according to the debt indemnification
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Debt Indemnification 
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Related to Debt Indemnification

  • Lenders’ Indemnification Each Lender shall, ratably in accordance with its Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct or the LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.19 or any action taken or omitted by such indemnitees hereunder.

  • Client Indemnification Client will, at its expense, indemnify and defend Oracle from and against any liabilities, losses, damages, costs, and expenses resulting from Client’s or its personnel’s use of the Services or Data Set in violation of the terms of this Agreement (including any privacy obligations),

  • PATENT INDEMNIFICATION The Contractor agrees to assume the defense of and shall indemnify and save harmless the Owner and all persons acting for or on behalf of it from all suits and claims against them, or any of them, arising from or occasioned by the use of any material, Equipment or apparatus, or any part thereof which infringes or is alleged to infringe on any patent rights. In case such material, equipment or apparatus, or any part thereof, in any such suit is held to constitute infringement, the Contractor, within a reasonable time, shall at its own expense, and as the Owner may elect, replace such material, Equipment or apparatus with non-infringing material, Equipment or apparatus, or remove the material, equipment, or apparatus and refund the sums paid therefor.

  • Seller Indemnification (a) The Seller agrees to indemnify and hold harmless Purchaser against any and all Damages. “Damages,” as used herein, shall include any claim, action, demand, loss, cost, expense, liability (joint or several), penalty and other damage, including, without limitation, reasonable counsel fees and other costs and expenses reasonably incurred in investigation or in attempting to avoid the same or oppose the imposition thereof or in enforcing this indemnity, resulting to Purchaser from (i) any inaccurate representation made by or on behalf of The Seller or the Company in this Agreement or any certificate or other document referenced in, this Agreement and delivered pursuant hereto, (ii) the breach of any of the warranties or agreements made by or on behalf of the Seller or the Company in this Agreement or any certificate or other document referenced in this Agreement and delivered pursuant hereto, or (iii) the breach or default in the performance by the Seller of any of the obligations to be performed hereunder. The Seller agrees to pay or reimburse the Purchaser for any payment made or amount payable or loss suffered or incurred by the Purchaser at any time from and after the Closing in respect of any Damages to which the foregoing indemnity relates. (b) If any claim shall be asserted against Purchaser by a third party for which Purchaser intends to seek indemnification from the Seller under this Section, Purchaser shall given written notice to the Seller of the nature of the claim asserted within forty-five (45) days after any executive officer of Purchaser learns of the assertion thereof and determines that the Purchaser may have a right of indemnification with respect thereto, but the failure to give this notice will not relieve the Seller of any liability hereunder in respect of this claim. The Purchaser shall have the exclusive right to conduct, through counsel of its own choosing, which counsel is approved by the Seller (which approval may not be unreasonably withheld), the defense of any such claim or action, and may compromise or settle such claims or actions with the prior consent of the Seller (which shall not be unreasonably withheld).

  • Buyer Indemnification Buyer agrees to indemnify and hold Seller harmless from any and all claims, damages and liabilities arising from Buyer' breach of their representations and warranties set forth in this Agreement.