Liability and Authority of Indemnification Representatives; Successors and Assignees. (a) The Indemnification Representatives shall incur no liability to the Indemnifying Shareholders with respect to any action taken or suffered by them in reliance upon any note, direction, instruction, consent, statement or other documents believed by them to be genuinely and duly authorized, nor for other action or inaction except their own willful misconduct or gross negligence. The Indemnification Representatives may, in all questions arising under the Escrow Agreement, rely on the advice of counsel and for anything done, omitted or suffered in good faith by the Indemnification Representatives based on such advice, the Indemnification Representatives shall not be liable to the Indemnifying Shareholders.
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Samples: Agreement and Plan of Merger (Tekgraf Inc), Agreement and Plan of Merger (Tekgraf Inc), Agreement and Plan of Merger (Tekgraf Inc)
Liability and Authority of Indemnification Representatives; Successors and Assignees. (a) The Indemnification Representatives shall incur no liability to the Indemnifying Shareholders Stockholders with respect to any action taken or suffered by them in reliance upon any note, direction, instruction, consent, statement or other documents believed by them to be genuinely and duly authorized, nor for other action or inaction except their own willful misconduct or gross negligence. The Indemnification Representatives may, in all questions arising under the Escrow Agreement, rely on the advice of counsel and for anything done, omitted or suffered in good faith by the Indemnification Representatives based on such advice, the Indemnification Representatives shall not be liable to the Indemnifying ShareholdersStockholders.
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Liability and Authority of Indemnification Representatives; Successors and Assignees. (a) a. The Indemnification Representatives shall incur no liability to the Indemnifying Shareholders Stockholders with respect to any action taken or suffered by them in reliance upon any note, direction, instruction, consent, statement or other documents believed by them to be genuinely and duly authorized, nor for other action or inaction except their own willful misconduct or gross negligence. The Indemnification Representatives may, in all questions arising under the Escrow Agreement, rely on the advice of counsel and for anything done, omitted or suffered in good faith by the Indemnification Representatives based on such advice, the Indemnification Representatives shall not be liable to the Indemnifying ShareholdersStockholders.
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Samples: Escrow Agreement (Eclipsys Corp)
Liability and Authority of Indemnification Representatives; Successors and Assignees. (a) The Indemnification Representatives shall not incur no any liability to the Indemnifying Shareholders Stockholders with respect to any action taken or suffered by them in reliance upon any note, direction, instruction, consent, statement or other documents believed by them to be genuinely and duly authorized, nor for other action or inaction except their own willful misconduct or gross negligence. The Indemnification Representatives may, in all questions arising under the Escrow Agreement, rely on the advice of counsel and the Indemnification Representatives shall not be liable to the Indemnifying Stockholders for anything done, omitted or suffered in good faith by the Indemnification Representatives based on such advice, the Indemnification Representatives shall not be liable to the Indemnifying Shareholders.
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