Common use of INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER Clause in Contracts

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSellers and their respective officers, directors and employees (the "Seller Indemnified Parties"), and will pay to Sellers the Seller Indemnified Parties the amount of any Damages arisingincurred, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s 's fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellersthe Company, its Representatives, controlling persons and affiliates (the “Company Indemnified Persons”) and will pay to Sellers the Company Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (ai) any Breach breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (bii) any Breach breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (ciii) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller and its Representatives, shareholders, controlling persons and affiliates (collectively, “Seller Indemnified Persons”), and will pay to Sellers the Seller Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller and its respective Representatives, members, managers, controlling persons, and affiliates (collectively, the “Seller Indemnified Persons”), and will pay to Sellers Seller Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellersthe Seller Stockholders, and will pay to Sellers the Seller Stockholders and their respective Representatives, controlling persons and affiliates (the "Seller Indemnified Person") the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant covenant, agreement or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s 's fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers and their respective Representatives, shareholders, controlling persons, and Affiliates (collectively, the “Sellers’ Indemnified Persons”), and will pay to Sellers Sellers’ Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify ------------------------------------------------ and hold harmless Sellersthe Company, its Representatives, controlling persons and affiliates (the "Company Indemnified Persons") and will pay to Sellers the Company Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (ai) any Breach breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (bii) any Breach breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (ciii) any claim by any Person for brokerage or finder’s 's fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Transactions.

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. From and after Closing, Buyer will indemnify indemnify, defend and hold harmless SellersSellers and their respective Representatives and Related Persons (collectively, the “Seller Indemnified Persons”) for, and will pay and reimburse to Sellers the Seller Indemnified Persons the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement, the Asset Purchase Agreement or in any certificate delivered by Buyer pursuant to this Agreement, (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement or the Asset Purchase Agreement, or (c) any claim by any Person for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by such Person with Buyer (or any Person acting on its behalf) in connection with any of the Contemplated Proposed Transactions.