Common use of Indemnity for Certain Judgments and Liens Clause in Contracts

Indemnity for Certain Judgments and Liens. Without limitation of the foregoing Section 6.01, Purchaser acknowledges that Seller, by virtue of the large scale of its business activities throughout the State of New York, is named as a defendant in numerous lawsuits, some of which may result in judgments, and frequently receives notices of minor, non- consensual liens for New York City parking violations, motor vehicle use taxes, Environmental Control Board violations and the like and which Seller may be unable to vacate or otherwise satisfy or resolve prior to the Closing. As to such judgments and liens, if any, that appear in the public records as of the Closing, Purchaser shall accept title subject thereto (and the same shall constitute Permitted Exceptions) provided that Seller indemnifies Title Company at the Closing, by an indemnity in the form attached as Exhibit C hereto, against any loss arising from enforcement of any such judgments or liens against the Property and the Title Company provides (or another of the four largest title companies licensed in New York will provide), at no additional cost to Purchaser, affirmative insurance with respect to the same or otherwise insures Purchaser's title to the Unit free and clear of any such judgments and liens. In such event, Seller shall not be required to satisfy such judgments or liens of record at or before the Closing. Seller hereby agrees to indemnify, defend and hold harmless Purchaser and its successors and assigns from any loss, liability, cost or expense (including reasonable attorneys' fees and disbursements) arising from the enforcement (or attempted enforcement) of any such judgment or lien against the Unit. Purchaser shall provide Seller with prompt notice of any attempted enforcement of any such judgment or lien against the Unit and, without affecting any of its obligations under this Section 6.02, Seller shall have the right to defend the same.

Appears in 1 contract

Samples: Contract of Sale

AutoNDA by SimpleDocs

Indemnity for Certain Judgments and Liens. Without limitation of the foregoing Section 6.015.01 above, Purchaser acknowledges that Seller, by virtue of the large scale of its business activities throughout the State of New York, is named as a defendant in numerous lawsuits, some of which may result in judgments, and frequently receives notices of minor, non- consensual liens for New York City parking violations, motor vehicle use taxes, Environmental Control Board violations and the like and which Seller may be unable to vacate or otherwise satisfy against collection of or resolve prior to the Closing. As to such judgments and liens, if any, that appear in the public records as of the Closing, Purchaser shall accept title subject thereto (and the same shall constitute Permitted Exceptions) provided that none of such non- consensual liens relates to the Property and that Seller indemnifies Title Company at the Closing, by an indemnity in the form attached as of Exhibit C attached hereto, against any loss arising from enforcement of any such judgments or liens against the Property Third Floor Unit and the Title Company provides (or another of the four largest title companies licensed in New York will provide), at no additional cost to Purchaser, affirmative insurance with respect to the same (i.e., against collection of the same against the Third Floor Unit) or otherwise insures Purchaser's ’s title to the Third Floor Unit free and clear against collection of any such judgments and liens. In such event, Seller shall not be required to satisfy such judgments or liens of record at or before the Closing. Seller hereby agrees to indemnify, defend and hold harmless Purchaser and its successors and assigns from any loss, liability, cost or expense (including reasonable attorneys' fees and disbursements) arising from the enforcement (or attempted enforcement) of any such judgment or lien against the Unit. Purchaser shall provide Seller with prompt notice of any attempted enforcement of any such judgment or lien against the Unit and, without affecting any of its obligations under this Section 6.02, Seller shall have the right to defend the same.

Appears in 1 contract

Samples: Contract of Sale

Indemnity for Certain Judgments and Liens. Without limitation of the foregoing Section 6.015.01 above, Purchaser acknowledges that Seller, by virtue of the large scale of its business activities throughout the State of New York, is named as a defendant in numerous lawsuits, some of which may result in judgments, and frequently receives notices of minor, non- consensual liens for New York City parking violations, motor vehicle use taxes, Environmental Control Board violations and the like and which Seller may be unable to vacate or otherwise satisfy against collection of or resolve prior to the Closing. As to such judgments and liens, if any, that appear in the public records as of the Closing, Purchaser shall accept title subject thereto (and the same shall constitute Permitted Exceptions) provided that none of such non- consensual liens relates to the Property and that Seller indemnifies Title Company at the Closing, by an indemnity in the form attached as of Exhibit C attached hereto, against any loss arising from enforcement of any such judgments or liens against the Property Twenty First Floor Unit and the Title Company provides (or another of the four largest title companies licensed in New York will provide), at no additional cost to Purchaser, affirmative insurance with respect to the same (i.e., against collection of the same against the Twenty First Floor Unit) or otherwise insures Purchaser's ’s title to the Twenty First Floor Unit free and clear against collection of any such judgments and liens. In such event, Seller shall not be required to satisfy such judgments or liens of record at or before the Closing. Seller hereby agrees to indemnify, defend and hold harmless Purchaser and its successors and assigns from any loss, liability, cost or expense (including reasonable attorneys' fees and disbursements) arising from the enforcement (or attempted enforcement) of any such judgment or lien against the Unit. Purchaser shall provide Seller with prompt notice of any attempted enforcement of any such judgment or lien against the Unit and, without affecting any of its obligations under this Section 6.02, Seller shall have the right to defend the same.

Appears in 1 contract

Samples: Contract of Sale

AutoNDA by SimpleDocs

Indemnity for Certain Judgments and Liens. Without limitation of the foregoing Section 6.015.01 above, Purchaser acknowledges that Seller, by virtue of the large scale of its business activities throughout the State of New York, is named as a defendant in numerous lawsuits, some of which may result in judgments, and frequently receives notices of minor, non- consensual liens for New York City parking violations, motor vehicle use taxes, Environmental Control Board violations and the like and which Seller may be unable to vacate or otherwise satisfy against collection of or resolve prior to the Closing. As to such judgments and liens, if any, that appear in the public records as of the Closing, Purchaser shall accept title subject thereto (and the same shall constitute Permitted Exceptions) provided that none of such non- consensual liens relates to the Property and that Seller indemnifies Title Company at the Closing, by an indemnity in the form attached as of Exhibit C attached hereto, against any loss arising from enforcement of any such judgments or liens against the Property Twentieth Floor Unit and the Title Company provides (or another of the four largest title companies licensed in New York will provide), at no additional cost to Purchaser, affirmative insurance with respect to the same (i.e., against collection of the same against the Twentieth Floor Unit) or otherwise insures Purchaser's ’s title to the Twentieth Floor Unit free and clear against collection of any such judgments and liens. In such event, Seller shall not be required to satisfy such judgments or liens of record at or before the Closing. Seller hereby agrees to indemnify, defend and hold harmless Purchaser and its successors and assigns from any loss, liability, cost or expense (including reasonable attorneys' fees and disbursements) arising from the enforcement (or attempted enforcement) of any such judgment or lien against the Unit. Purchaser shall provide Seller with prompt notice of any attempted enforcement of any such judgment or lien against the Unit and, without affecting any of its obligations under this Section 6.02, Seller shall have the right to defend the same.

Appears in 1 contract

Samples: Contract of Sale

Time is Money Join Law Insider Premium to draft better contracts faster.