Common use of Third Party Indemnification Clause in Contracts

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Accessity Corp), Escrow Agreement (Driversshield Com Corp)

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Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof 10.2 with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 10.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following additional terms and conditions:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Summit Midstream Partners, LP), Purchase and Sale Agreement (Summit Midstream Partners, LP)

Third Party Indemnification. The Except with respect to Tax matters governed by Section 4.7, the obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Third-Party Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ralcorp Holdings Inc /Mo)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Imperial Sugar Co /New/)

Third Party Indemnification. The obligations obligation of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations obligation of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damageshereof, in either each case resulting from the assertion of liability by a third parties party (each, as the case may be, a "Claim"), will shall be further subject to the following terms and conditions:

Appears in 1 contract

Samples: Assumption Agreement (Graymark Healthcare, Inc.)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 9.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Handy & Harman)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 5.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors Buyers and Guarantor to indemnify the Seller Indemnitees under Section 7.3 5.3 hereof with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "“Third Party Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (MMC Energy, Inc.)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof of this Agreement with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 of this Agreement with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Imperial Sugar Co /New/)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will shall be subject to the following terms and conditions:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rowan Companies Inc)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof 10.2 of this Agreement with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 10.3 of this Agreement with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Imperial Sugar Co /New/)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof 9.2 with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 9.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will shall be subject to the following terms and conditions:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Inergy L P)

Third Party Indemnification. The Except as provided in Section 5.15 of this Agreement with respect to the Selected Litigation Matters, the obligations of the Seller Sellers to indemnify the Buyer Indemnitees under Section 7.2 hereof 8.2 of this Agreement with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 8.3 of this Agreement with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Hormel Foods Corp /De/)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof 9.2 with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 9.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following additional terms and conditions:. This Section 9.4 shall not apply to any claims or proceedings with respect to Taxes, which shall be governed by Section 5.4.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Markwest Energy Partners L P)

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Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 hereof with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Cendant Corp)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 5.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 5.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:conditions described in Section 7.4 of the Stock Purchase Agreement.

Appears in 1 contract

Samples: Escrow Agreement (Driversshield Com Corp)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 8.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 8.3 hereof with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim")) other than Patent Claims (as hereinafter defined) which will be controlled exclusively by Buyer in accordance with Sections (c) and (d) below, will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Submicron Systems Corp)

Third Party Indemnification. The obligations of the Seller and each of the Members to indemnify the Buyer Indemnitees Parties under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees Parties under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Escrow Agreement (Pdi Inc)

Third Party Indemnification. The obligations of the Seller Sellers to indemnify the Buyer Indemnitees under Section 7.2 hereof 7.1 with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 7.2 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Hemiwedge Industries, Inc)

Third Party Indemnification. The obligations of the Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages Sections 6.2 and 6.4 and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages6.3 hereof, in either each case resulting from the assertion of liability Liability by a third parties party (each, as the case may be, a "Claim"), will shall be further subject to the following terms and conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (United Fuel & Energy Corp)

Third Party Indemnification. The obligations of the --------------------------- Seller to indemnify the Buyer Indemnitees under Section 7.2 hereof with respect to Buyer Damages and the obligations of the Buyer Indemnitors to indemnify the Seller Indemnitees under Section 7.3 with respect to Seller Damages, in either case resulting from the assertion of liability by third parties (each, as the case may be, a "Claim"), will be subject to the following terms and conditions:

Appears in 1 contract

Samples: Exchange Agreement (Ticketmaster Online Citysearch Inc)

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