Common use of Indemnification by the Seller Parties Clause in Contracts

Indemnification by the Seller Parties. 9.2.1 Subject to the terms and conditions of this Article IX, the Seller Parties, shall, jointly and severally, indemnify, defend, and hold harmless the Purchaser and its Affiliates and their respective equity owners, directors, managers, members, partners, officers, employees, Representatives and agents (collectively, all of the foregoing the “Purchaser Indemnified Parties”) against any and all Damages actually incurred or suffered by the Purchaser Indemnified Parties to the extent based upon, relating to, in connection with, or arising or resulting from:

Appears in 1 contract

Samples: Escrow Agreement (American Virtual Cloud Technologies, Inc.)

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Indemnification by the Seller Parties. 9.2.1 (a) Subject to the terms and conditions of this Article IXVII, the Seller Parties, Parties shall, jointly and severally, indemnifyreimburse, defend, indemnify and hold harmless the Purchaser Buyer Parties and its their present and future Affiliates and their respective equity owners, directors, managers, members, partners, officers, employees, Representatives employees and agents representatives (collectively, all of the foregoing the “Purchaser Buyer Indemnified Parties”) against ), for any and all Damages actually incurred or suffered by the Purchaser Indemnified Parties to the extent based upon, relating to, in connection withgiven Loss resulting from, or arising that exist or resulting from:arise due to any of the following (the “Buyer Claims”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Myr Group Inc.)

Indemnification by the Seller Parties. 9.2.1 (a) Subject to the terms and conditions of this Article IX, from and after the Closing, the Seller Parties, shall, jointly and severally, indemnify, defend, Parties agree to indemnify and hold harmless the Purchaser and Buyer, its Affiliates and their respective equity owners, directors, managers, members, partners, officers, employeesrepresentatives, Representatives employees and agents Subsidiaries (each, a “Buyer Indemnified Party”) from, against and in respect of any and all Losses incurred by any Buyer Indemnified Party resulting from, or that exist or arise due to, any of the following (collectively, all of the foregoing the Purchaser Indemnified PartiesBuyer Claims) against any and all Damages actually incurred or suffered by the Purchaser Indemnified Parties to the extent based upon, relating to, in connection with, or arising or resulting from:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Lawson Products Inc/New/De/)

Indemnification by the Seller Parties. 9.2.1 Subject to the other terms and conditions of this Article IXARTICLE VIII, the each Seller Parties, shallParty, jointly and severally, indemnify, defendshall indemnify each of the Buyer Indemnified Parties against, and shall hold harmless the Purchaser and its Affiliates and their respective equity owners, directors, managers, members, partners, officers, employees, Representatives and agents (collectively, all each of the foregoing the “Purchaser Buyer Indemnified Parties”) against Parties harmless from and against, any and all Damages actually Losses incurred or suffered by sustained by, or imposed upon, any of the Purchaser Buyer Indemnified Parties to the extent based upon, relating arising out of, with respect to, in connection with, or arising or resulting fromby reason of:

Appears in 1 contract

Samples: Stock Purchase Agreement (ProPhase Labs, Inc.)

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Indemnification by the Seller Parties. 9.2.1 (a) Subject to the terms and conditions of this Article IXSection 8.1(b) hereof, the Seller Parties, shall, jointly and severally, indemnify, defendshall indemnify and save harmless the Purchaser, and hold harmless the Purchaser its Representatives, shareholders, subsidiaries and its Affiliates and their respective equity owners, directors, managers, members, partners, officers, employees, Representatives and agents (collectively, all of the foregoing the “Purchaser Indemnified Parties”) from and against any loss, liability, claim, damage, expense (including costs of investigation and all Damages actually incurred defense and reasonable attorneys’ fees and expenses) or suffered by the Purchaser Indemnified Parties to the extent based upondiminution in value, relating towhether or not involving a Third Party Claim, arising from or in connection with, or arising or resulting from:

Appears in 1 contract

Samples: Asset Purchase Agreement (Core Molding Technologies Inc)

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