Common use of Purchaser’s Indemnification Clause in Contracts

Purchaser’s Indemnification. Purchaser hereby agrees to indemnify, hold harmless and defend Seller from and against any and all loss, damage, claim, cost and expense and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason of

Appears in 2 contracts

Samples: Escrow Agreement, Guaranty Agreement (Red Lion Hotels CORP)

AutoNDA by SimpleDocs

Purchaser’s Indemnification. Purchaser hereby agrees to defend, indemnify, and hold harmless and defend Seller Sellers from and against any and all lossclaims, damageliabilities, claim, cost and expense obligations of every kind and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred description arising out of or related to the operation of the Purchaser's business following Closing or arising out of Purchaser's failure to perform obligations of Seller assumed by Seller by reason ofPurchaser pursuant to this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (A1 Internet Com Inc)

Purchaser’s Indemnification. Purchaser hereby agrees to indemnifyshall defend, indemnify and hold Seller and its Affiliates harmless and defend Seller from and against all claims, expenses (including reasonable attorneys' fees), loss or liability arising from or related to any and all loss, damage, claim, cost and expense and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofcontamination with respect to the Marketing Sites that is not Covered Contamination or a Retained Liability.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Valero Energy Corp/Tx)

Purchaser’s Indemnification. Purchaser hereby agrees to defend, indemnify, and hold harmless and defend Seller from and against all actions, claims, losses, liabilities, damages, costs, and expenses (including without limitation reasonable attorney fees) that are caused by Purchaser’s failure to perform any landlord’s or owner’s obligation under any lease of or contract relating to the Property on and all loss, damage, claim, cost and expense and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofafter the Closing Date or for which Purchaser is responsible in accordance with the terms of this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Evio, Inc.)

Purchaser’s Indemnification. Purchaser hereby agrees and Purchaser Shareholder agree to indemnify, indemnify and hold harmless and defend Seller from and against against, any and all claim, loss, damage, claim, cost and or expense and any other liability whatsoever, includingincluding attorneys' fees and expenses of litigation, without limitationwhich Seller may incur or suffer by reason, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofeither directly or indirectly of the following:

Appears in 1 contract

Samples: Asset Exchange Agreement (Ebiz Enterprises Inc)

Purchaser’s Indemnification. Purchaser hereby indemnifies Seller against, and agrees to indemnifyhold and save Seller harmless of and from, hold harmless and defend Seller from and against any and all loss, cost, damage, claiminjury, cost and or expense and arising out of, or in any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofway related to:

Appears in 1 contract

Samples: Sale Purchase Agreement (New Valley Corp)

Purchaser’s Indemnification. Purchaser hereby agrees to indemnify, shall indemnify and hold Seller harmless and defend Seller from and against any and all lossdamages, damagelosses, claimliabilities, cost costs, actions, suits, proceedings, demands, assessments, and expense and any other liability whatsoeverjudgements, including, without limitationbut not limited to, reasonable accountants’ and documented attorneys’ fees' fees and reasonable costs and expenses of litigation, charges and costs incurred by Seller by reason ofarising out of or in any manner related to any misrepresentation of a material fact, breach of a representation or warranty, or material breach of any agreement on the part of Purchaser under this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Integrated Health Services Inc)

AutoNDA by SimpleDocs

Purchaser’s Indemnification. Purchaser hereby agrees to indemnifydefend, indemnify and hold Seller harmless and defend Seller from and against any and all lossclaims, damageliabilities and obligations of every kind and description arising out of or related to the operation of the Acquired Business on or after the Closing Date, claim, cost and expense and any other liability whatsoeverand all damage or deficiency resulting from any misrepresentation, includingbreach of warranty or covenant, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofor nonfulfillment of any agreement on the part of Purchaser under this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mercer Island Investors Group, Inc.)

Purchaser’s Indemnification. Purchaser hereby agrees to indemnify, hold harmless shall indemnify and defend Seller from and hold Seller harmless against and in respect of any and all loss, damage, claim, cost and expense and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs Losses incurred by Seller resulting from any breach of any representation, warranty, covenant, or agreement made by reason ofPurchaser herein or in any Transaction Document.

Appears in 1 contract

Samples: Membership Interest Assignment Agreement (Cardiff Lexington Corp)

Purchaser’s Indemnification. Purchaser hereby agrees to indemnifydefend, indemnify and hold harmless and defend Seller from and against any and all lossclaims, damageliabilities, claim, cost and expense obligations of every kind and any other liability whatsoever, including, without limitation, reasonable accountants’ and attorneys’ fees, charges and costs incurred by Seller by reason ofdescription arising out of or related to the operation of the assets

Appears in 1 contract

Samples: 1 Asset Purchase Agreement (Nu Pizza Holding Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!