Indemnification Provisions for the Benefit of the Buyer Sample Clauses

Indemnification Provisions for the Benefit of the Buyer. Except as described below in Section 7(e) with respect to a breach of a covenant prior to the Closing Date, the Sellers agree to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by:
AutoNDA by SimpleDocs
Indemnification Provisions for the Benefit of the Buyer. The Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by (i) any breach of any of the Seller's representations, warranties, and covenants contained in this Agreement (so long as the particular representation, warranty, or covenant survives the Closing and the Buyer makes a written claim for indemnification within the applicable survival period); or (ii) the Retained Liabilities.
Indemnification Provisions for the Benefit of the Buyer. (i) In the event of a misrepresentation or breach (or in the event any third party alleges facts that, if true, would mean a misrepresentation or breach) of any of the Seller or Stockholder's representations, warranties, and covenants contained in this Agreement, and, provided the Buyer makes a written claim for indemnification against the Seller and/or the Stockholder pursuant to Section 10(g) below within the survival period set forth in Section 8(a) above, then the Seller and Stockholder jointly and severally agree to indemnify the Buyer from and against any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the misrepresentation or breach (or the alleged misrepresentation or breach).
Indemnification Provisions for the Benefit of the Buyer. (i) After Closing, in the event: (x) of any inaccuracy in, or violation or breach of, any of the Seller’s representations or warranties (without giving effect to any supplement to the Schedules or any qualification as to materiality, monetary amount, value or concepts of similar import) contained in Article 4 (other than the Seller Fundamental Representations and Warranties), (y) there is an applicable survival period pursuant to Section 8(a); and (z) the Buyer Indemnitees make a written claim for indemnification against the Seller (or give notice of a Third Party Claim) pursuant to Section 11(k) within such survival period, then from and after Closing the Seller agrees to release, indemnify and hold harmless the Buyer Indemnitees from and against any Losses suffered by the Buyer Indemnitees to the extent relating to or arising from such inaccuracy, violation or breach; provided that the Seller shall not have any obligation to indemnify the Buyer Indemnitees from any such inaccuracies, violations or breaches until the Buyer Indemnitees, in the aggregate, have suffered Losses by reason of the sum of all such inaccuracies, violations or breaches in excess of an aggregate deductible amount equal to the Deductible Amount, at which point the Seller shall be obligated to indemnify the Buyer Indemnitees from and against all Losses exceeding the Deductible Amount.
Indemnification Provisions for the Benefit of the Buyer. Each of the Sellers agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by (i) any breach of any of the Seller's representations, warranties, and covenants contained in this Agreement (so long as the particular representation, warranty, or covenant survives the Closing and the Buyer makes a written claim for indemnification within the applicable survival period); or (ii) any Liability of the Company existing as of the Closing; provided, however, that this Section 8(b) shall not apply if Buyer seeks and obtains specific performance under Section 8(e) below or liquidated damages under Section 8(f) below.
Indemnification Provisions for the Benefit of the Buyer. The Majority Shareholder hereby indemnifies the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by (i) any breach of his representations, warranties, and covenants contained in this Agreement (so long as the particular representation, warranty, or covenant survives the Closing and the Buyer makes a written claim for indemnification within the applicable survival period); or (ii) any Liability of the Company existing as of the Closing, including but not limited to any Liability arising from the pre-Closing distribution of Assets described in Section 5(t) above. Each Seller hereby indemnifies the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by any breach of such Seller's representations, warran ties, and covenants contained in this Agreement (so long as the particular representation, warranty, or covenant survives the Closing and the Buyer makes a written claim for indemnification within the applicable survival period). This Section 8(b) shall not apply if Buyer seeks and obtains specific performance under Section 8(e) below.
Indemnification Provisions for the Benefit of the Buyer. In the event of a misrepresentation or breach of any of the Sellers representations, warranties, and covenants contained in Section 3 of this Agreement, and, provided the Buyer makes a written claim for indemnification against the Sellers pursuant to Section 5(c) below within the survival period set forth in Section 5(a) above, then the Sellers agree to indemnify the Buyer within the limits set forth in Section 5(h) below from and against:
AutoNDA by SimpleDocs
Indemnification Provisions for the Benefit of the Buyer. Seller agrees to indemnify Buyer, the Company and Broadcasting and to hold them harmless from and against any Adverse Consequences of or against Buyer, the Company or Colonial Broadcasting resulting from:
Indemnification Provisions for the Benefit of the Buyer. The following subpargraph (ii)(C) is hereby added to the Purchase Agreement as currently executed:
Indemnification Provisions for the Benefit of the Buyer. The Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by:
Time is Money Join Law Insider Premium to draft better contracts faster.