Common use of Indemnities by the Purchaser Clause in Contracts

Indemnities by the Purchaser. Without limiting any other rights that the Seller may have under this Agreement or under applicable law, the Purchaser hereby agrees to indemnify the Seller, and any permitted assigns and its officers, directors, agents and employees (collectively, the "Seller Indemnified Parties") from and against any and all Indemnified Amounts awarded against or incurred by the Seller Indemnified Parties in any action or proceeding between the Purchaser and any of the Seller Indemnified Parties or between any of the Indemnified Parties and any other Person or otherwise, arising out of or as a result of any breach by the Purchaser of any of its representations, warranties and covenants in this Agreement; provided, however, that notwithstanding any other provision to the contrary in this Agreement, until the first day after the Termination Date on which all amounts due and owing with respect to the Transferred Receivables have been paid in full or written-off in accordance with the Credit and Collection Policies, all of the Purchaser's obligations under this Section 7.2 shall be satisfied by increasing the amount outstanding under the Revolving Subordinated Note by the aggregate amount of the Indemnified Amounts, if any, that become payable to the Seller Indemnified Parties.

Indemnities by the Purchaser. Without limiting any other rights that the Seller Sellers may have under this Agreement or under applicable law, the Purchaser hereby agrees to indemnify the Seller, and any permitted assigns each Seller and its officers, directors, agents and employees and any permitted assigns (collectively, the "Seller Indemnified Parties") from and against any and all Indemnified Amounts awarded against or incurred by the such Seller Indemnified Parties in any action or proceeding between the Purchaser and any of the such Seller Indemnified Parties or between any of the such Seller Indemnified Parties and any other Person or otherwise, arising out of or as a result of any breach by the Purchaser of any of its representations, warranties and covenants in this Agreement; provided, however, that notwithstanding any other provision to the contrary in this Agreement, until the first day after the Termination Date on which all amounts due and owing with respect to the Transferred Sold Receivables have been paid in full or written-off in accordance with the Credit and Collection Policies, all of the Purchaser's obligations under this Section 7.2 shall be satisfied by increasing the amount outstanding under the Revolving Subordinated Note by the aggregate amount of the Indemnified Amounts, if any, that become payable to the Seller Indemnified Parties.