Common use of Indemnification by Buyer Clause in Contracts

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify indemnify, defend, and hold each Seller harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses Loss arising out of, or relating to, (a) any breach of any representation or resulting from:warranty made by Buyer in this Agreement or (b) any breach of any covenant to be performed or observed by Buyer under this Agreement.

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and their respective officers and directors, employees, agents agents, and representatives representatives, and any Person claiming by or through any of them, as the case may be (each, a “Seller Indemnitee”), from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller Sellers and its their Affiliates, and their respective officers and directors, employees, agents agents, and representatives representatives, and any Person claiming by or through any of them, as the case may be (each, a “Seller Indemnitee”), from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From Buyer hereby agrees, from and after the Closing, Buyer shall to indemnify and hold harmless Seller and its Affiliatesdirectors, and officers and directorsofficers, employees, agents Affiliates, agents, Representatives, successors and representatives permitted assigns (collectively, the “Seller Indemnified Parties”) harmless from and against any and all Losses arising out of or resulting fromto the extent:

Indemnification by Buyer. From and after Closingthe Closing Date, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliates, and officers and officers, directors, employees, agents and representatives from agents, against and against in respect of any and all Losses resulting or arising out of from or resulting fromotherwise relating to:

Indemnification by Buyer. From and after Closing, Buyer shall ------------------------ indemnify and hold harmless Seller and Seller, its Affiliatesaffiliates, and officers and directors, employees, agents and representatives and any person claiming by or through any of them, as the case may be, from and against any and all Losses claims, losses, liabilities, damages, penalties, costs and expenses, including reasonable attorneys' fees, arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Following the Closing, Buyer shall will indemnify and hold harmless Seller and its Affiliatesshareholders, and officers and owners, directors, officers, employees, agents agents, successors and representatives assigns, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses resulting from or arising out of or resulting fromof:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of from or resulting fromin connection with:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify indemnify, protect, defend and hold harmless Seller and its AffiliatesSeller, and officers and each of its officers, directors, employees, agents advisors, agents, parents, subsidiaries, affiliates, successors and representatives assigns (the “Seller Indemnified Persons”) from and against any and all Losses arising out of of, attributable to, occasioned by or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall defend, indemnify and hold harmless Seller and Seller, its Affiliates, and officers and shareholders, officers, directors, employees, agents agents, and representatives representatives, and any third party claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, The Buyer shall indemnify and hold harmless Seller against and its Affiliates, and officers and directors, employees, agents and representatives from and against in respect of any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify defend and hold harmless Seller and its AffiliatesRepresentatives (collectively, and officers and directors, employees, agents and representatives the “Seller Group”) from and against any and all Losses imposed upon or incurred in connection with, arising out of or resulting fromfrom any of the following:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directorsshareholders, members, officers, managers, employees, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall agrees to indemnify and hold harmless Seller and its Affiliatesrespective employees, and officers and officers, directors, employees, agents and representatives Affiliates from and against any and all Losses that they may suffer, incur or sustain arising out of or resulting fromin connection with:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and the directors, employeesofficers, agents employees and representatives Representatives of Seller and its Affiliates, from and against any and all Losses incurred or suffered, directly or indirectly, by any such Person arising out from, by reason of or resulting fromin connection with:

Indemnification by Buyer. From and after Closingthe Closing Date, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives Sellers’ Indemnified Persons from and against any and all Losses arising out of directly or resulting fromindirectly incurred by or sought to be imposed upon them:

Indemnification by Buyer. (a) From and after the Closing, Buyer shall agrees to indemnify and hold Sellers harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses (not covered and paid by insurance) incurred by Sellers in connection with or arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall defend, indemnify and hold harmless Seller and its Affiliatesprior to Closing the Company, and officers after the Closing each Seller, and, in the case of such individuals, such Seller’s personal representative, heirs and directors, employees, agents and representatives beneficiaries (each a “Seller Indemnitee”) from and against any and all Losses arising that constitute, or arise out of or resulting fromin connection with:

Indemnification by Buyer. From and after After the Closing, Buyer shall indemnify and hold Seller harmless Seller against and its Affiliateswith respect to, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of or resulting fromshall reimburse Seller for:

Indemnification by Buyer. From and after the Closing, Buyer shall will indemnify Seller and Affiliates of Seller against and hold them harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after After the Closing, Buyer shall will defend, indemnify and hold harmless Seller the Sellers and its their equity holders, directors, officers, Affiliates, and officers and directors, employees, agents representatives, attorneys, successors and representatives permitted assigns (each a "Buyer Indemnitee") from and against against, and shall pay and reimburse each Buyer Indemnitee the amount of, any and all Losses arising that constitute, or arise out of or resulting fromin connection with:

Indemnification by Buyer. From and after Closing, Buyer shall agrees to indemnify and hold harmless Seller and its Affiliatesemployees, and officers and officers, directors, employees, agents and representatives Affiliates from and against any and all Losses that they may suffer, incur or sustain arising out of or resulting fromin connection with:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify and hold harmless Seller Sellers and its each of their respective Affiliates, and officers and directors, managers, trustees, officers, employees, agents attorneys, agents, representatives, successors and representatives from and against assigns in respect of any and all Losses arising out of reasonably incurred by Sellers in connection with, or resulting from, each and all of the following:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify will indemnify, defend and hold the Company harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses suffered or incurred by the Company resulting or arising out from any breach of, or misrepresentation in, the representations, warranties and covenants of Buyer contained in this Agreement or resulting from:in the documents delivered pursuant to this Agreement.

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify and hold harmless Seller and its Alliance and each of their respective Affiliates, and officers and directors, officers, employees, agents attorneys, agents, representatives, successors and representatives from and against assigns in respect of any and all Losses arising out of reasonably incurred by Seller or Alliance in connection with, or resulting from, each and all of the following:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its each of the Sellers, their Affiliates, and officers and directors, employees, agents agents, and representatives representatives, and any Person claiming by or through any of them, as the case may be (each, a “Seller Indemnitee”), from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify indemnify, defend and hold harmless Seller and its Affiliatesofficers, and officers and directors, employees, agents agents, representatives, Affiliates, successors and representatives assigns from and against against, and pay or reimburse each of them for and with respect to any and all Losses Loss relating to, arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, their agents and representatives and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify indemnify, defend and hold harmless Seller and its Affiliates, and officers and each of the directors, employeesofficers, shareholders, agents and representatives employees of Seller and any Affiliates thereof harmless at all times from and after the Closing Date against and in respect of any and all Losses arising out of or Damages resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, Affiliates and their respective officers and directors, employeesagents, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Upon Closing, Buyer shall indemnify to the fullest extent permitted by law, release, defend, indemnify, and hold harmless Seller Seller, its Affiliates and its Affiliatestheir respective directors, and officers and directorsofficers, employees, agents and other representatives from and against any and all Losses arising out of or resulting fromthe following:

Indemnification by Buyer. From and after the Closing, Buyer shall and its Subsidiaries jointly and severally agree to indemnify and hold the Seller Indemnified Persons harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses that any Seller Indemnified Person actually suffers or incurs arising out of or resulting from:

Indemnification by Buyer. From Subject to the terms and conditions set forth herein, from and after Closingthe Closing Date, Buyer shall indemnify and hold harmless Seller and its directors, officers, employees, Affiliates, and officers and directors, employeescontrolling persons, agents and representatives and their successors and assigns (collectively, the “Seller Indemnitees”) from and against any and all Losses Damages asserted against or incurred by any Seller Indemnitee as a result of or arising out of or resulting fromof:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and and/or its Affiliatesshareholders, and officers and directors, officers, employees, agents and representatives agents, successors and/or assigns harmless from and against any and all Losses arising suffered or incurred by any of them which result from or arise out of or resulting fromof:

Indemnification by Buyer. From and after Closingthe Closing Date, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliatesaffiliates, and officers and their respective officers, directors, employees, agents agents, consultants, representatives and representatives successors (collectively, the “Seller Indemnified Group”) from and against any and all Losses incurred by any of them arising out of or resulting fromfrom any of the following:

Indemnification by Buyer. From and after Closingthe Closing Date, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliatesaffiliates, and officers and their respective officers, directors, employees, agents agents, consultants, representatives and representatives successors, and the Betancourts (collectively, the “Seller Indemnified Group”) from and against any and all Losses incurred by any of them arising out of or resulting fromfrom any of the following:

Indemnification by Buyer. (a) From and after the Closing, Buyer shall agrees to indemnify and hold harmless Seller and its Affiliatesofficers, and officers and directors, employees, Affiliates, agents and representatives representatives, and each of the heirs, executors, successors and assigns of any of the foregoing (each a “Seller Indemnitee”) from and against any and all Losses incurred by any Seller Indemnitee resulting from or arising out of or resulting fromof:

Indemnification by Buyer. From and after Upon Closing, Buyer shall indemnify defend, indemnify, and hold harmless Seller Seller, its Affiliates and its Affiliatestheir respective members, and officers and managers, directors, officers, employees, agents and other representatives from and against any and all Losses arising out of or resulting fromthe following:

Indemnification by Buyer. From and after the Closing, Buyer shall defend, indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses sustained by Xxxxxx, arising out of from or resulting fromwith respect to:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and the directors, employeesofficers, employees and other agents and representatives of Seller and its Affiliates from and against any and all Losses incurred or suffered, directly or indirectly, by any such Person arising out from, by reason of or resulting fromin connection with:

Indemnification by Buyer. From and after After the Closing, Buyer shall indemnify and hold harmless Seller and its AffiliatesAffiliates and their respective directors, and officers and directorsofficers, managers, employees, agents and representatives from harmless against and against with respect to, and shall reimburse such Persons for any and all Losses arising out of from or resulting fromrelating to:

Indemnification by Buyer. From and after Closing, Buyer ------------ ------------------------ shall indemnify and hold harmless each Seller and its Affiliates, and officers and partners, directors, officers, employees, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses and Expenses arising out of or resulting from:

Indemnification by Buyer. (a) From and after the Closing, Buyer shall indemnify indemnify, defend and hold harmless Seller and its Affiliates, and officers and shareholders, members, directors, officers, partners, employees, successors, assigns, representatives and agents and representatives (the “Seller Indemnified Persons”) harmless from and against any and all Indemnified Losses incurred by any of them resulting from or arising out of or resulting fromof:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless each Seller and its Affiliateseach ------------------------ of their officers, and officers and directors, employees, agents and representatives affiliates and hold each of them harmless at all times from and after the Closing Date against and in respect of any and all Losses Loss arising out of or resulting from:

Indemnification by Buyer. From and after the Initial Closing, Buyer shall indemnify and hold harmless Sellers and their Covered Affiliates and their respective Representatives (each a “Seller and its Affiliates, and officers and directors, employees, agents and representatives Indemnitee”) from and against any and all Losses suffered, incurred or paid by any of them, directly or indirectly, as a result of or arising out of or resulting fromof:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify indemnify, defend and hold the Seller Indemnified Parties harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses arising arise out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliates, and officers and directors, employeesofficers, shareholders, employees and agents and representatives from and against any and all Losses arising Loss which arises out of or resulting results from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless each Seller and its Affiliates, and officers and partners, directors, officers, employees, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses and Expenses arising out of or resulting from:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify and hold harmless Seller and its AffiliatesAffiliates and their respective Representatives and their respective successors and assignees (collectively, and officers and directors, employees, agents and representatives the “Seller Indemnitees”) from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after the Closing, Buyer shall will indemnify and hold harmless harmless, without duplication, Seller and its AffiliatesAffiliates (collectively, and officers and directors, employees, agents and representatives the “Seller Indemnified Persons”) from and against any and all Losses incurred by any Seller Indemnified Person arising out of or resulting from:any Business Liability.

Indemnification by Buyer. From and after Closing, Buyer shall indemnify indemnify, defend and hold harmless Seller and its Affiliatesofficers, and officers and directors, employees, agents agents, representatives, partners, members, managers, Affiliates, successors and representatives assigns from and against against, and pay or reimburse each of them for and with respect to any and all Losses Loss relating to, arising out of or resulting fromfrom any of the following:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify indemnify, defend, and hold harmless Seller and its Affiliatesrespective successors and assigns and the directors, and officers and directorsofficers, employees, and agents of each at, and representatives at any time after (subject to the limitations herein), the Closing, from and against any and all Losses asserted against, imposed upon, or incurred by the Seller, to the extent arising out from any of or resulting fromthe following:

Indemnification by Buyer. From and after the Closing, subject to any withholding as contemplated hereby, Buyer shall indemnify and hereby agrees to indemnify, hold harmless and reimburse Sellers and their successors and assigns and each of the foregoing's respective stockholders, officers, directors, employees and agents (collectively, the "Seller and its AffiliatesIndemnitees", and officers and directorstogether with Buyer Indemnitees, employees, agents and representatives the "Indemnitees") from and against any and all Losses arising that Sellers incur or sustain that are based upon, related to, result from or arise out of or resulting fromof:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliatesshareholders, and officers and officers, directors, employees, agents and legal representatives and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliates, and officers and directors, employees, agents and representatives and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Throughout the period following the Closing, Buyer shall indemnify and hold harmless Seller and its Affiliatesstockholders, and officers and directors, officers, affiliates, employees, agents agents, and representatives from consultants, and the successors and assigns of each of the foregoing, against any and all Losses Damages directly or indirectly incurred by any of them and arising out of or resulting fromrelating to or in connection with:

Indemnification by Buyer. From and after the Closing, Buyer shall hereby agrees to indemnify and hold harmless Seller and its Affiliatesofficers, directors, shareholders, and officers affiliates harmless against and directorswith respect to, employees, agents and representatives from and against any and all Losses arising out of or resulting fromshall reimburse Seller for:

Indemnification by Buyer. From and after the Closing, Buyer shall will indemnify and hold harmless Seller and its Affiliates, and officers and directors, employees, agents and representatives from and against any and all Losses Damages incurred by Seller , arising out of from, or resulting fromas a result of:

Indemnification by Buyer. From and after the Closing, Buyer shall ------------------------ indemnify and hold Seller harmless Seller against and its Affiliateswith respect to, and officers and directors, employees, agents and representatives from and against any and all Losses arising out of or resulting fromshall reimburse Seller for:

Indemnification by Buyer. From and after Closing, Buyer shall save, defend, indemnify and hold harmless Seller Sellers and their Affiliates, direct and indirect equity holders, owners, general partners, managers and members of Sellers or its Affiliates, and officers their respective successors and directorsassigns of each of the foregoing (collectively, employees, agents and representatives the “Seller Indemnified Parties”) from and against any and all Losses to the extent arising out of or resulting from:

Indemnification by Buyer. From and after the Closing, Buyer ------------------------- shall indemnify and hold harmless Seller and its AffiliatesSeller, and officers and directorsany person claiming by or through any of them as the case may be, employees, agents and representatives from and against any and all Losses losses and related expenses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its AffiliatesAffiliates and their respective officers, and officers and directors, employees, agents and representatives Representatives (collectively, the “Seller Indemnified Parties”) from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller Sellers and its Affiliates, their affiliates and their respective officers and directors, employeesagents, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall hereby agrees to indemnify and hold harmless Seller and its Sellers, their Affiliates, and officers and successors, assigns, officers, directors, employees, agents and representatives representatives, from and against any and all Losses arising out which any of them may sustain, directly or resulting fromindirectly, by reason of:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and Seller, its Affiliatesaffiliates, and officers and directors, employeesagents, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall indemnify and hold harmless Seller and its Affiliates, and officers and directorsshareholders, members, partners, officers, employees, managers, agents and representatives representatives, and any Person claiming by or through any of them, as the case may be, from and against any and all Losses arising out of or resulting from:

Indemnification by Buyer. From and after Closing, Buyer shall will indemnify and hold harmless Seller and its AffiliatesSeller’s Affiliates and each of their respective officers, directors and officers and directors, employees, agents and representatives shareholders harmless from and against any and all Losses arising out of or resulting fromfrom any:

Indemnification by Buyer. From and after the Closing, Buyer shall indemnify will indemnify, defend and hold harmless Seller and its AffiliatesAffiliates and their respective officers, managers, members, directors and officers and directorsemployees (“Seller Indemnitees”), employees, agents and representatives from and against any and all Losses suffered or incurred by any Seller Indemnitee(s) resulting or arising out from (a) any inaccuracy in or breach of any representation or resulting from:warranty of Buyer (b) any failure of Buyer to perform any covenant or agreement contained in this Agreement or the Transaction Documents.