Obligation of the Seller on the Effective Date --------------------------------------------------- On the Effective Date, the Seller will:
Obligation of the Seller. The Seller shall indemnify and save harmless the Buyer and its successors and assigns from, against, for and in respect of:
Obligation of the Seller. In order to provide supply to the Buyer, the Seller books transmission and storage capacities, corresponding to the Maximum Contractual Yearly Quantity or the Maximum Contractual Monthly Quantity (if applicable in the given contract), at the cooperating natural gas system. The Seller is obliged to hold gas quantities up to the Maximum Yearly Quantity or the Contractual Monthly Quantity (if applicable in the given contract), as indicated in Annex 1 hereto, at the Buyer’s disposal from the Natural Gas quantities procured by the Seller, and to deliver natural gas in the Transmission Period as agreed in the present Contract. The Contract Seller has been entered into for the delivery of the quantity listed in Annex No 1 of the Contract and, if determined, the Maximum Yearly Quantity or the Contractual Monthly Quantity (if applicable in the given contract). The Seller informs the Buyer that, due to the international situation and/or the war/health emergency, the Seller’s performance may be hindered for an unforeseeable period and/or to an unforeseeable extent.
Obligation of the Seller. The obligation of the Seller to sell the Receivables and other property to be sold hereunder to the Issuer is subject to the satisfaction of the conditions that the Issuer shall have performed all obligations to be performed by it hereunder on or prior to the Closing Date or such Subsequent Transfer Date; provided, however, that upon payment to the Seller of the Initial Purchase Price or the Subsequent Purchase Price, as applicable, all conditions precedent in favour of the Seller shall be irrebutably deemed to have been satisfied.
Obligation of the Seller and the Stockholder to Indemnify. Subject to the limitations contained in Article V and Section 6.04 hereof, Seller and the Stockholder, jointly and severally, agree to indemnify, defend and hold harmless Buyer (and its Affiliates, successors and assigns and their respective officers and directors) from and against all losses, liabilities, damages, deficiencies, costs or expenses (including interest, penalties and reasonable attorneys' fees and disbursements, but offset by any proceeds from insurance and taking into account the present value of any tax savings to Buyer or Seller resulting from such losses, liabilities, damages, deficiencies, costs or expenses) ("Losses") based upon, arising out of or otherwise in respect of (i) any inaccuracy in or any breach of any representation, warranty, covenant or agreement of Seller or the Stockholder contained in this Agreement, (ii) any account payable of Seller accrued through or for services rendered prior to the Closing Date, whether or not set forth in Seller's financial statements provided to Buyer, including, without limitation, all insurance payments, (iii) any and all Taxes due and owing (A) for all taxable periods ending on or before the Closing Date or (B) that are attributable to gain from sale of the Assets, (iv) any liability of Seller that is not an Assumed Liability, or (v) the operation of Seller's Driver Leasing Business prior to the Closing.
Obligation of the Seller and the Principals to Indemnify. Subject to the limitations contained in Section 12, the Seller and the Principals shall indemnify, defend and hold harmless the Buyer and any of its affiliates and assigns from and against any losses, liabilities, damages or deficiencies (including interest, penalties and reasonable attorneys' fees) ("Losses") arising out of or due to:
