Common use of Indemnification by Buyer Clause in Contracts

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller and the Selling Member harmless from and against any Losses in respect of the following:

Appears in 11 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Alliance MMA, Inc.), Asset Purchase Agreement (Alliance MMA, Inc.)

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Indemnification by Buyer. Buyer hereby agrees to indemnifyindemnify and defend Seller, defend its officers, directors, shareholders, agents and each of its and their Affiliates (the “Seller Indemnified Parties”) against, and agrees to hold Seller it and the Selling Member them harmless from and against from, any Losses in respect incurred or suffered by any of the Seller Indemnified Parties relating to or arising out of any of the following:

Appears in 9 contracts

Samples: Asset Purchase and Sale Agreement (ERF Wireless, Inc.), Asset Purchase and Sale Agreement (KeyOn Communications Holdings Inc.), Asset Purchase and Sale Agreement (KeyOn Communications Holdings Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller harmless against and the Selling Member harmless from with respect to, and against any Losses in respect of the followingshall reimburse Seller for:

Appears in 7 contracts

Samples: Asset Purchase Agreement (Paxson Communications Corp), Asset Purchase Agreement (Paxson Communications Corp), Option Agreement (Paxson Communications Corp)

Indemnification by Buyer. Buyer hereby agrees to shall indemnify, defend and hold Seller Seller, its Affiliates and the Selling Member their respective Indemnified Parties harmless from and against any and all Losses in respect of the followingarising from or directly or indirectly relating to:

Appears in 6 contracts

Samples: Asset Purchase Agreement (Solar Energy Initiatives, Inc.), Asset Purchase Agreement (Solar Energy Initiatives, Inc.), Asset Purchase Agreement (Solar Park Initiatives, Inc.)

Indemnification by Buyer. Buyer does hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member harmless from and against any Losses in respect of the following:

Appears in 6 contracts

Samples: Stock Purchase Agreement (Hungarian Telephone & Cable Corp), Stock Purchase Agreement (Hungarian Telephone & Cable Corp), 96 Stock Purchase Agreement (SBC Communications Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller and the Selling Member Members harmless from and against any Losses in respect of the following:

Appears in 5 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Alliance MMA, Inc.), Asset Purchase Agreement (Alliance MMA, Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold ------------------------ harmless Seller and the Selling Member harmless its Affiliates and their respective directors, officers, partners, employees, agents and representatives from and against any Losses in respect of the followingagainst:

Appears in 5 contracts

Samples: Asset Purchase Agreement (Nm Licensing LLC), Asset Purchase Agreement (Nm Licensing LLC), Asset Purchase Agreement (Nm Licensing LLC)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend defend, and hold harmless Seller and the Selling Member harmless its Representatives, from and against any and all Claims and Losses arising out of such Claims, in respect each case, to the extent caused by any of the following:

Appears in 2 contracts

Samples: Vehicle Purchase and Supply Agreement (Workhorse Group Inc.), Vehicle Purchase and Supply Agreement (GREENPOWER MOTOR Co INC.)

Indemnification by Buyer. Buyer BUYER hereby agrees to indemnify, defend indemnify and hold Seller harmless SELLER and the Selling Member harmless from its respective Affiliates from, against, and against any Losses in respect of the followingany and all Losses suffered or incurred by any of them:

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (New York Regional Rail Corp), Stock and Asset Purchase Agreement (New York Regional Rail Corp)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless from and against any and all Losses and Expenses incurred by Seller in respect of the followingconnection with or arising from:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Stats Chippac Ltd.), Asset Purchase Agreement (Lsi Corp)

Indemnification by Buyer. Buyer hereby agrees to indemnify, indemnify and defend and hold Seller and its officers, directors and employees (the Selling Member “Seller Indemnified Parties”) against, and agrees to hold them harmless from and against from, any Losses to the extent such Losses arise from or in respect of connection with the following:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Termination Agreement (AzurRx BioPharma, Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller and the Selling Member Stockholders harmless from and against any Losses in respect of the following:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Alliance MMA, Inc.), Asset Purchase Agreement (Alliance MMA, Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member harmless from and against any Losses in respect and all Claims suffered or incurred by Seller as a result of any of the following:

Appears in 2 contracts

Samples: Mortgage Purchase Agreement (Care Investment Trust Inc.), Assignment Agreement (Care Investment Trust Inc.)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend indemnify and hold harmless each Seller and the Selling Member harmless from and against any and all Losses and Expenses incurred by such Seller in respect of the followingconnection with or arising from:

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement

Indemnification by Buyer. Buyer hereby agrees to indemnifydefend, defend indemnify and hold Seller harmless Sellers, and the Selling Member harmless shall reimburse Sellers for, from and against any Losses in respect of the followingresulting from or arising out of:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nelson Thomas Inc), Asset Purchase Agreement (Nelson Thomas Inc)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless from and against any Losses and all Loss and Expense incurred by Seller up to the Purchase Price in respect of the followingconnection with or arising from:

Appears in 1 contract

Samples: Stock Purchase Agreement (China INSOnline Corp.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold harmless Seller against and the Selling Member harmless from and against any Losses in respect of the followingany Losses incurred by Seller which arise out of or result from:

Appears in 1 contract

Samples: Asset Purchase Agreement

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold ------------------------ save harmless Seller and the Selling Member harmless from and against any Losses in respect and all Losses, incurred or suffered by Seller arising out of or related to any of the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Thaxton Group Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member Seller Shareholder and their representatives harmless from and against any Losses Loss incurred by Seller and the Seller Shareholder in respect of connection with or alleged to result from the following:

Appears in 1 contract

Samples: Agreement of Purchase (Zila Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold harmless Seller and any parent, subsidiary or affiliate companies of Seller (the Selling Member harmless "Seller Companies") from and against any Losses in respect Damages arising by reason of the followingor resulting from:

Appears in 1 contract

Samples: Purchase Agreement (Arvin Industries Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnifyindemnify Seller ------------------------ and its Affiliates, defend and their respective officers, directors, employees, agents and representatives, against, and agrees to hold Seller it harmless from, any and the Selling Member harmless from and against all Losses incurred or suffered by it relating to or arising out of or in connection with any Losses in respect of the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Advanced Communications Group Inc/De/)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless its Affiliates from and against any Losses in respect of the followingagainst:

Appears in 1 contract

Samples: Asset Purchase Agreement (Corinthian Colleges Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller harmless Seller, its successors, assigns, agents and the Selling Member harmless representatives from and against any and all Losses in respect which any of the followingthem may sustain by reason of:

Appears in 1 contract

Samples: Asset Purchase Agreement (Geeks on Call Holdings, Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member its successors and assigns harmless from and against any Losses in respect of the followingagainst:

Appears in 1 contract

Samples: Asset Purchase Agreement (Spanish Broadcasting System Inc)

Indemnification by Buyer. (a) Buyer hereby indemnifies and agrees to indemnify, defend and hold harmless Seller and the Selling Member harmless from and against any and all Losses and Expenses incurred by Seller in respect of the followingconnection with or arising from:

Appears in 1 contract

Samples: Stock Purchase Agreement (Russ Berrie & Co Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller and the Selling Member Shareholders harmless from and against any Losses in respect of the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Alliance MMA, Inc.)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member its representatives harmless from and against any Losses Loss incurred by Seller in respect of connection with or alleged to result from the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Nbty Inc)

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Indemnification by Buyer. Buyer hereby agrees to shall indemnify, defend and hold Seller ------------------------ harmless Sellers from, against and the Selling Member harmless from and against with respect to any Losses Loss arising out of or in respect connection with any of the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (SMTC Corp)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless from Shareholder and against any Losses their respective Affiliates from, against, and in respect of the followingany and all Losses suffered or incurred by any of them:

Appears in 1 contract

Samples: Asset Purchase Agreement (Satcon Technology Corp)

Indemnification by Buyer. Buyer hereby indemnifies and agrees to indemnify, defend and hold Seller harmless from, against, and the Selling Member harmless from and against any Losses in respect of the following:(and shall on demand reimburse Seller for):

Appears in 1 contract

Samples: Stock Purchase Agreement (Cyber Defense Systems Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, indemnify Sellers and to promptly defend and hold Seller and the Selling Member Buyer and/or Avemarau harmless against from and against any and all Losses in respect incurred by Sellers resulting from to any of the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Gsi Group Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold harmless Seller and the Selling Member harmless from and against any Losses in respect of the followingagainst:

Appears in 1 contract

Samples: Stock Purchase Agreement (Tb Woods Corp)

Indemnification by Buyer. Buyer hereby BUYER agrees to indemnify, defend indemnify and hold Seller and the Selling Member SELLER harmless from and against any Losses in respect of the followingliabilities or losses resulting from:

Appears in 1 contract

Samples: Agreement (Worldcall Corp)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller (and the Selling Member Trustees of Seller to the extent of subsection (iv) below) harmless from and against any and all Losses and Expenses, (including reasonable attorney's fees) incurred by Seller (or Seller's Trustees) in respect of the followingconnection with or arising from:

Appears in 1 contract

Samples: Asset Purchase Agreement (Rose Hills Co)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless its Affiliates from and against any and all Losses in respect arising out of the followingor resulting from:

Appears in 1 contract

Samples: Asset Purchase Agreement (Corinthian Colleges Inc)

Indemnification by Buyer. (a) After the Closing, Buyer hereby agrees to indemnify, defend and hold Seller harmless against and the Selling Member harmless from with respect to, and against any Losses in respect of the followingshall reimburse Seller for:

Appears in 1 contract

Samples: Asset Purchase Agreement (Meredith Corp)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold harmless Seller and the Selling Member harmless its directors, officers, agents and employees (each a “Seller Indemnitee) from and against any and all Losses in respect which any of them may become subject to as the followingresult of:

Appears in 1 contract

Samples: Asset Purchase Agreement

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller and harmless the Selling Member harmless Sellers from and against any Losses in respect of the followingagainst:

Appears in 1 contract

Samples: Stock Purchase Agreement (B&g Foods Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold Seller and the Selling Member ------------------------ harmless from any and against any all Losses suffered or incurred by Seller as a result of or arising directly or indirectly out of or in respect of the followingconnection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Powerwave Technologies Inc)

Indemnification by Buyer. (a) Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless its Affiliates from and against any Losses in respect of the followingas a result of, or based upon or arising out of:

Appears in 1 contract

Samples: Asset Purchase Agreement (Corinthian Colleges Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold harmless Sellers and any parent, subsidiary or affiliate companies of Sellers (the "Seller and the Selling Member harmless Companies") from and against any Losses in respect Damages arising by reason of the followingor resulting from:

Appears in 1 contract

Samples: Purchase Agreement (Clarcor Inc)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller and the Selling Member harmless from for and against any Losses in respect of the following:following ("Buyer's Indemnifiable Claims"):

Appears in 1 contract

Samples: Master Recording Purchase Agreement (Planet Entertainment Corp)

Indemnification by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller and the Selling Member Primary Shareholder harmless from and against any Losses in respect of the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Alliance MMA, Inc.)

Indemnification by Buyer. Buyer hereby agrees to indemnifyindemnify Seller, defend Seller’s Affiliates and their respective officers, directors and employees (the “Seller Indemnified Parties”) against, and agrees to hold Seller and them harmless from, any Loss to the Selling Member harmless extent such Loss arises from and against any Losses or in respect of connection with the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Cell Therapeutics Inc)

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