Common use of By Purchaser Clause in Contracts

By Purchaser. Purchaser shall indemnify, defend and hold harmless Seller from and against any and all Losses arising out of or otherwise in respect of any inaccuracy in or breach of any representations, warranties, covenants or agreements of Purchaser contained in this Agreement.

Appears in 4 contracts

Samples: Purchase Agreement (Organic Alliance, Inc.), Purchase Agreement (Organic Alliance, Inc.), Purchase Agreement (Organic Alliance, Inc.)

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By Purchaser. Purchaser shall indemnify, defend save and hold harmless Seller the Sellers and their respective Affiliates and Representatives (the "Purchaser Indemnified Parties") from and against any and all Losses Damages incurred in connection with, arising out of of, resulting from or otherwise in respect incident to (i) any Breach of any inaccuracy representation or warranty made by the Purchaser in this Agreement; or breach (ii) any Breach of any representations, warranties, covenants covenant or agreements of agreement made by the Purchaser contained in this Agreement.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc)

By Purchaser. Purchaser shall indemnify, defend and hold harmless Seller from Seller, from, against and against in respect of any and all Losses arising out of from or otherwise in respect of any inaccuracy in or relating to: (i) the Assumed Liabilities; (ii) the breach of any of Purchaser's representations, warranties, warranties or covenants or agreements of Purchaser contained set forth in this Agreement; or (iii) any products shipped or manufactured by, or services provided by, the Business on or after the date of Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Invicta Group Inc), Asset Purchase Agreement (Cal Alta Auto Glass Inc)

By Purchaser. Purchaser shall indemnify, defend indemnify and hold harmless Seller against all losses, liabilities, costs and expenses, including reasonable attorneys' fees and court costs, resulting from and against any and all Losses arising out of or otherwise in respect of any inaccuracy in or breach of any representationswarranty, warrantiesrepresentation, covenants covenant or agreements of Purchaser contained in this Agreementagreement made herein by Purchaser.

Appears in 1 contract

Samples: Stock Purchase and Option Agreement (Entreport Inc)

By Purchaser. Purchaser shall indemnify, save, defend and hold harmless Seller Sellers, and Sellers' agents, attorneys, accountants, investment bankers, representatives and employees from and against any and all Losses Damages incurred in connection with or arising out of or otherwise in respect of resulting from or incident to any inaccuracy in or breach of any representationscovenant or warranty, warrantiesor the inaccuracy of any representation, covenants made by Purchaser in or agreements of pursuant to this Agreement or any other agreement contemplated hereby or in any schedule, certificate, exhibit, or other instrument furnished by Purchaser contained in under this Agreement.

Appears in 1 contract

Samples: Stock and Real Estate Purchase Agreement (Innovative Valve Technologies Inc)

By Purchaser. Purchaser shall indemnify, defend indemnify Selling Stockholders and hold each of them harmless Seller from and against any and all Losses damages incurred by any of them in connection with, arising out of of, or otherwise in respect of resulting from (i) any inaccuracy in or breach of any representationsrepresentation or warranty made by Purchaser in this Agreement or (ii) any failure by Purchaser to perform in a timely manner any agreement, warranties, covenants covenant or agreements obligation of Purchaser contained in pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (First Chesapeake Financial Corp)

By Purchaser. Purchaser shall indemnify, defend indemnify and save and hold ------------ harmless Seller and its respective Affiliates (collectively, the "Seller ------ Indemnitees") from and against any and all Losses and Expenses incurred in ----------- connection with, arising out of of, resulting from or otherwise in respect of incident to (i) any inaccuracy in or breach of any representationsrepresentation or warranty made by Purchaser in or pursuant to this Agreement, warranties, covenants or agreements (ii) any breach of any covenant or agreement made by Purchaser contained in or pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mercury General Corp)

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By Purchaser. Purchaser shall indemnify, defend and hold harmless Seller from Seller, from, against and against in respect of any and all Losses arising out of from or otherwise in respect of any inaccuracy in or relating to: (i) the Assumed Liabilities; (ii) the breach of any of Purchaser’s representations, warranties, warranties or covenants or agreements of Purchaser contained set forth in this Agreement; or (iii) any products shipped or manufactured by, or services provided by, the Business on or after the date of Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pure Play Music, Ltd.)

By Purchaser. Purchaser shall indemnify, defend save and hold harmless Seller Sellers and their respective representatives and agents from and against any and all Losses actual costs, losses, liabilities, damages and expenses (including, without limitation, reasonable attorney's fees) arising out of or otherwise in respect resulting from: (i) the breach or inaccuracy of any inaccuracy in or breach of any representations, warranties, covenants or agreements of Purchaser contained in this Agreement.representations and warranties of

Appears in 1 contract

Samples: Stock Purchase Agreement (Georgia Pacific Corp)

By Purchaser. Purchaser shall indemnify, defend agrees to indemnify Seller and to hold Seller harmless Seller from and against any Losses, which Seller may suffer, sustain or become subject to, as a result of (i) any misrepresentation in any of the representations and all Losses arising out of or otherwise in respect of any inaccuracy in or breach of any representations, warranties, covenants or agreements warranties of Purchaser contained in this Agreement, (ii) any breach of, or failure to perform, any agreement of Purchaser contained in this Agreement, or (iii) any Claims or threatened Claims against Seller arising out of (i) or (ii) above.

Appears in 1 contract

Samples: Stock Purchase Agreement (Honigfeld Bradford)

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