Common use of Contributor Indemnification Clause in Contracts

Contributor Indemnification. Subject to the limitations provided below, from and after the Closing Date, each Contributor agrees to, jointly and severally, indemnify, defend and hold harmless the MacKenzie Indemnified Parties from and against all Losses, which are incurred or suffered by any of them based upon, arising out of, in connection with or by reason of (i) any act, omission, occurrence or event accruing, arising or occurring prior to the Closing Date (except as otherwise set forth in sub‑sections (ii), (iii) or (iv) of this Section), (ii) the breach of any of the representations or warranties of such Contributor, (iii) any breach by such Contributor of its obligations under this Agreement, including any covenant required to be performed by such Contributor pursuant to the terms of this Agreement, or (iv) any claim brought against one or more MacKenzie Indemnified Parties by any Person who directly or indirectly owned an equity interest in the Property Owner prior to the Closing (or another Person on behalf of such Person who directly or indirectly owned an equity interest in the Property Owner prior to the Closing) arising as a result of the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Contribution Agreement (MacKenzie Realty Capital, Inc.)

Contributor Indemnification. Subject to the limitations provided below, from and after the Closing Date, each the Contributor agrees to, jointly and severally, to indemnify, defend and hold harmless the MacKenzie NSA Indemnified Parties from and against all Losses, Losses which are incurred or suffered by any of them based upon, arising out of, in connection with or by reason of (i) any act, omission, occurrence or event event, accruing, arising or occurring prior to the Closing Date not included in the closing prorations of Article 6 (except as otherwise set forth in sub‑sections sub-section (ii), (iii) or (iv) of this Section), (ii) the breach of any of the representations or warranties of such the Contributor, [or] (iii) any breach by such the Contributor of its obligations under this Agreement, Agreement including any covenant required to be performed by such the Contributor pursuant to the terms of this Agreement, Agreement [or (iv) any claim brought against one or more MacKenzie NSA Indemnified Parties by any Person who directly or indirectly owned an equity interest in the [Property Owner Owner][Tenant] prior to the Closing (or another Person on behalf of such Person who directly or indirectly owned an equity interest in the [Property Owner Owner][Tenant] prior to the Closing) arising as a result of the transactions contemplated by this Agreement].

Appears in 1 contract

Sources: Contribution Agreement (National Storage Affiliates Trust)