Buyer’s Indemnification of Sellers. Upon Closing, Buyer assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless each Seller, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Assumed Liabilities, and (ii) any breach by Buyer of its representations, warranties and/or covenants under this Agreement.
Buyer’s Indemnification of Sellers. Buyer assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless each Seller and such Seller’s officers, directors, employees and agents, from and against all Losses which arise from or in connection with (i) the Assumed Liabilities, (ii) any material breach of any representation or warranty made by Buyer, (iii) any matter for which Buyer has agreed to indemnify such Sellers under this Agreement, and (iv) any material breach by Buyer of any covenant under this Agreement.
Buyer’s Indemnification of Sellers. The Buyer shall indemnify, save and hold harmless each of the Sellers, their Affiliates and each of their respective officers, directors, employees, partners, members, agents, legal representatives, advisors, consultants, successors and assigns, from any Adverse Consequences suffered or incurred by any of them to the extent arising from:
Buyer’s Indemnification of Sellers. Subject to the overall limitations, the minimum amounts and the time limitations set forth in this Article X, each Buyer will, severally and not jointly, indemnify and hold the Sellers harmless from and with respect to any and all Damages caused by, resulting from or arising out of (i) the breach of any representation or warranty of such Buyer contained in this Agreement, (ii) the breach or non-performance of any covenant or agreement made by such Buyer in this Agreement, (iii) any Assumed Liability (with respect to Liabilities assumed by such Buyer only), (iv) any actions taken by the Sellers at the request of such Buyer after the Closing Date pursuant to Section 6.4(b) or (v) any Restrictive Covenant Liability.
Buyer’s Indemnification of Sellers. From and after the Closing Date, Buyer shall defend, indemnify and save and hold harmless Sellers and Sellers' respective directors, officers, shareholders, employees and agents against all Losses which arise from or in connection with (i) any of the matters assumed by Buyer pursuant to Subsection 5.01(h) or set forth in Section 8.04(b); (ii) any breach of any covenant, agreement, representation or warranty of Buyer contained herein; and (iii) claims or demands asserted against any Seller, its directors, officers, shareholders, employees and agents for injury to or death of persons or damage to property arising in any way from Buyer's due diligence or Buyer's Environmental Investigation, and any common law or statutory liens or other encumbrances for labor or materials furnished in connection with an Environmental Investigation.
Buyer’s Indemnification of Sellers. Buyer assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Sellers, their respective officers, directors, shareholders, members, managers, partners, employees, representatives, attorneys and agents (the “Sellers Indemnified Parties”), from and against any and all Losses attributable to or which arise from or in connection with (i) the Assumed Liabilities (including the Assumed Environmental Liabilities and Assumed Plugging and Abandonment Obligations), (ii) any breach of any representation, warranty, covenant or agreement made by Buyer in this Agreement, and (iii) any matter for which Buyer has agreed to indemnify Sellers under this Agreement. The indemnification obligations of Buyer shall survive the Closing without any time limitation.
Buyer’s Indemnification of Sellers. Buyer agrees to defend, indemnify and hold Sellers and their affiliates harmless from any and all liability, assessment, cost, expense and damage, including reasonable fees for consultants and attorneys, arising out of or resulting from any and all claims (whether or not groundless) and liabilities, of whatsoever nature, asserted against Sellers or their affiliates arising out of or resulting from any of the following:
Buyer’s Indemnification of Sellers. Buyer shall defend, indemnify, and save and hold harmless each Seller and their respective officers, directors, members, managers, shareholders, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) any Obligations, including Environmental Liabilities, relating to the ownership, operation and use of the Assets whether before or after the Effective Time, and (ii) any breach by Buyer of any of Buyer’s representations, warranties or covenants hereunder, but in each case, excepting Losses for which any Seller would be required to indemnify Buyer under Section 15.1(a).
Buyer’s Indemnification of Sellers. Buyer hereby agrees to indemnify Sellers against, and agrees to pay and hold harmless Sellers for all Losses that are imposed on or incurred by Sellers as a consequence of or in connection with: (a) any material misrepresentation by Buyer herein, (b) any breach by Buyer of a warranty or covenant contained herein, (c) any failure by Buyer to perform any agreement or covenant of Buyer contained herein, (d) the assumed Lease, (e) Buyer’s operation of the Business from and after Closing, and (f) the enforcement of this indemnification provision.
Buyer’s Indemnification of Sellers
