Indemnification by Transferee. Transferee shall, during the applicable survival period, indemnify, defend, and hold harmless Transferor and its members, officers, directors, employees, Affiliates, successors and assigns from and against, and pay or reimburse each of them for and with respect to, any Loss relating to, arising out of or resulting from any breach by Transferee of any of its representations, warranties, covenants or agreements in this Agreement or any other Document.
Appears in 3 contracts
Samples: Transfer Agreement (CNL Healthcare Trust, Inc.), Transfer Agreement (CNL Healthcare Trust, Inc.), Transfer Agreement (Sunrise Senior Living Inc)
Indemnification by Transferee. Transferee shall, during the applicable survival period, indemnify, shall defend, indemnify and hold harmless Transferor Transferor, its controlled affiliates and its their respective members, officersstockholders, managers, directors, employees, Affiliates, successors officers and assigns employees from and againstagainst all claims, judgments, damages, liabilities, settlements, losses, costs and pay expenses, including reasonable attorneys’ fees and disbursements, arising from or reimburse each of them for and with respect to, any Loss relating to, arising out of or resulting from any breach by Transferee of any of its representations, warranties, covenants or agreements in this Agreement or any other Document.:
Appears in 2 contracts
Samples: Asset Transfer Deed, Asset Transfer Deed
