Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark (the “Brokers”). Seller is responsible for the compensation of the Brokers pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalf. Bxxxx hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Rubius Therapeutics, Inc.)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark CB Xxxxxxx Xxxxx (the “BrokersSeller’s Broker”). Seller is responsible for the compensation of the Brokers Seller’s Broker pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalf, including, but not limited to the Seller’s Broker. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Xxxxx & Xxxxxx (for the Seller) and Newmark Xxxxxx Xxxxx (for the Buyer) (the “Brokers”). Seller is responsible for the compensation of the Brokers pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalf. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Rubius Therapeutics, Inc.)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark Xxxxxxx & Xxxxxxxxx (the “BrokersBroker”). Seller is responsible for the compensation of the Brokers Broker pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims by Broker and for all other brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalf. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Cb Richard Ellis Realty Trust)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark Marcus & Millichap (the “Brokers”"Seller's Broker"). Seller is responsible for the compensation of the Brokers Seller's Broker pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ ' fees) arising from any claims for brokerage or finder’s 's fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s 's behalf, including, but not limited to the Seller's Broker. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ ' fees) arising from any claims for brokerage or finders’ ' fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s 's behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.. Default, Termination and Remedies
Appears in 1 contract
Samples: Purchase and Sale Agreement (Strategic Storage Trust, Inc.)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark CBRE New England (the “BrokersBroker”). The Broker shall be compensated by Seller is responsible for the compensation of the Brokers pursuant to a separate written agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalf. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Cottonwood Multifamily Reit Ii, Inc.)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark CB Xxxxxxx Xxxxx – N.E. Partners, LP (the “BrokersBroker”). Seller is responsible for the compensation of the Brokers Broker pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finder’s fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Seller or on Seller’s behalfbehalf including, but not limited to the Broker. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ fees) arising from any claims for brokerage or finders’ fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s behalf, other than with the Brokers. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (New England Realty Associates Limited Partnership)
Representations and Indemnity. Seller and Buyer each mutually represent and warrant to the other that they have not dealt with, and are not obligated to pay, any fees or commissions to any broker in connection with the transaction contemplated by this Agreement other than Newmark CB Xxxxxxx Xxxxx - New England (the “Brokers”"Broker"). Seller is responsible for the compensation of the Brokers Broker pursuant to a separate agreement. Seller hereby agrees to indemnify, defend and hold Bxxxx Buyer harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ ' fees) arising from any claims for brokerage or finder’s 's fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims (including without limitation any claim by Xxxxxxx & Wakefield) shall be based upon alleged arrangements or agreements made by Seller or on Seller’s 's behalf. Bxxxx Buyer hereby agrees to indemnify, defend and hold Seller harmless from and against all liabilities, costs, damages and expenses (including reasonable attorneys’ ' fees) arising from any claims for brokerage or finders’ ' fees, commissions or other similar fees in connection with the transaction covered by this Agreement insofar as such claims shall be based upon alleged arrangements or agreements made by Buyer or on Buyer’s 's behalf, other than with including, but not limited to the BrokersBroker. The covenants and agreements contained in this Article shall survive the termination of this Agreement or the Closing of the transaction contemplated hereunder.
Appears in 1 contract