By Purchaser Sample Clauses

By Purchaser. Subject to the limitations set forth in this Article 6 and Section 7.15, from and after the Closing Purchaser agrees to indemnify and hold harmless Seller and Seller’s Affiliates together with their respective directors, officers, managers, employees and agents (each a “Seller Indemnified Party”) from and against any and all Losses that any Seller Indemnified Party incurs by reason of or in connection with any of the following circumstances:
By Purchaser. Notwithstanding the foregoing, subject to applicable export control restrictions, Purchaser may assign or transfer this Contract or all its rights, duties, or obligations hereunder to (i) any Person provided that such Person has sufficient financial resources to fulfill Purchaser’s obligations under this Contract, and the net worth of such Person is not less than the net worth of Purchaser immediately prior to such transfer, or (ii) any or all Financing Entities in connection with obtaining financing for the payment of Contractor’s invoices and any and all other fees, charges or expenses payable under this Contract under any Financing Agreement: (iii) any Affiliate of Purchaser, or (iv) any Person who acquires (whether through acquisition, merger or other similar transaction), all or substantially all of the assets of Purchaser, provided in any case the assignee, transferee, or successor to Purchaser has expressly assumed in writing all the obligations of Purchaser and all terms and conditions applicable to Purchaser under this Contract.
By Purchaser. The Purchaser will do, execute, acknowledge and deliver, or shall cause to be done, executed, acknowledged and delivered, all such further acts, conveyances and assurances as Seller may reasonably require for accomplishment of the purposes of this Agreement.
By Purchaser. (i) if Seller shall have breached in any material respect any of its representations, warranties, covenants or other agreements contained in this Agreement, which breach cannot be or has not been cured within ten Business Days after the giving of written notice by Purchaser to Seller specifying such breach and so that the conditions set forth in Section 7.1(e) or Section 7.1(f) would not be satisfied at the time of such breach;
By Purchaser. Subject to Sections 6.9(d), (e) and (f), Purchaser shall indemnify, reimburse, and hold harmless Seller, its Affiliates and their respective officers, directors, employees, agents, successors and assigns from and against any and all Damages to the extent such Damages are incurred in connection with or arise out of (i) any breach of any covenant or agreement of Purchaser herein; (ii) the breach of any representation or warranty made by Purchaser in this Agreement; and (iii) any Assumed Liabilities; and (iv) the ownership or use of the Products and the other Purchased Assets following the Closing Date.