Common use of Indemnification by Sellers Clause in Contracts

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend and hold harmless each of the Purchaser and its Affiliates, and each of their officers, directors, employees and agents, and their heirs and successors, against any Losses relating to or arising out of:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Genesis Group Holdings Inc), Stock Purchase Agreement (Genesis Group Holdings Inc)

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Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend and defend, hold harmless each of and waive any claim for contribution against Purchaser, the Purchaser Company and its Affiliates, and each all of their officers, directors, shareholders, Affiliates, employees and agents, agents (the "Purchaser Indemnified Persons") after the Closing from and their heirs and successors, against any Losses relating to or Adverse Consequence arising out ofof or resulting from:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Ski Lifts Inc), Stock Purchase Agreement (Plato Learning Inc)

Indemnification by Sellers. Sellers, jointly (a) Each Seller shall indemnify and severally, agree to indemnify, defend and hold harmless each of the Purchaser Buyer and its AffiliatesAffiliates (including, following the Closing, the Acquired Company and each of its Subsidiary) and their respective stockholders, members, managers, officers, directors, employees and employees, agents, successors and their heirs assigns (the “Buyer Indemnitees”) against, and successorsshall hold them harmless from, against any and all Losses relating to or resulting from, arising out of, or incurred by any Buyer Indemnitee in connection with, or otherwise with respect to:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Li3 Energy, Inc.), Stock Purchase Agreement (Li3 Energy, Inc.)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend shall indemnify and hold harmless each of Purchaser, the Purchaser and its Affiliates, and each of their officers, directors, employees and agentsCompany, and their heirs respective directors, officers, employees, agents, attorneys and successorsshareholders (collectively, against the "Purchaser Group") in respect of any Losses relating to or arising out ofand all Claims incurred by the Purchaser Group, in connection with each and all of the following:

Appears in 1 contract

Samples: Paac Purchase Agreement (Hallmark Financial Services Inc)

Indemnification by Sellers. Sellers, Sellers jointly and severally, severally agree to indemnify, defend defend, and hold harmless each of the Purchaser and its AffiliatesPurchasers, and each of their respective officers, directors, and employees and agentsthe Partnership harmless from, against and in respect of, and their heirs shall, on demand, reimburse Purchasers (or if Purchasers so direct, the Partnership) for any and successorsall loss, against any Losses relating to offset, liability or arising damages suffered or incurred by the Partnership which arises out of:

Appears in 1 contract

Samples: Partnership Interest Purchase Agreement (Ridgewood Electric Power Trust Ii)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend indemnify and to hold harmless each of the Purchaser Buyer and its Affiliatesshareholders, and each of their officers, directors, employees employees, representatives and agentsagents harmless from and against and in respect of any losses, damages, costs, expenses (including costs of investigations and their heirs reasonable attorneys' fees), suits, demands and successorsjudgments (collectively, against any Losses relating to "Losses") suffered or incurred by them arising out offrom or related to:

Appears in 1 contract

Samples: Asset Purchase Agreement (Health Chem Corp)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend shall indemnify and hold harmless Purchaser, each of the Purchaser and its Affiliates, and each of their officers, directors, employees and agentsCompany, and their heirs respective directors, officers, employees, agents, attorneys and successorsshareholders (collectively, against the "Purchaser Group") in respect of any Losses relating to or arising out ofand all Claims incurred by the Purchaser Group, in connection with each and all of the following:

Appears in 1 contract

Samples: Purchase Agreement (Hallmark Financial Services Inc)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend and defend, hold harmless each of and waive any claim for contribution against Purchaser, the Purchaser Company and its Affiliates, and each all of their officers, directors, shareholders, Affiliates, employees and agents, agents (the "Purchaser Indemnified Persons") after the date hereof from and their heirs and successors, against any Losses relating to or Adverse Consequence arising out ofof or resulting from:

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Ski Lifts Inc)

Indemnification by Sellers. Sellers, jointly on a joint and severallyseveral basis, hereby agree to indemnify, defend indemnify and hold harmless each of the and defend Purchaser and its Affiliates, and each of their officersmembers, directors, employees officers, representatives and agentsagents (collectively, the “Purchaser Indemnified Parties”) from and their heirs and successors, against any Losses relating to or arising out of:and

Appears in 1 contract

Samples: Asset Purchase Agreement

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Indemnification by Sellers. SellersSellers will, jointly and severally, agree to indemnify, defend and hold harmless each of the Purchaser Companies and its their shareholders and members and their respective Subsidiaries and Affiliates, and each of their officersthe shareholders, directors, employees and officers, employees, agents, successors and their heirs assigns of any of such Persons, from and successors, against any Losses relating to or arising out ofagainst:

Appears in 1 contract

Samples: Asset Purchase Agreement (Liberty Livewire Corp)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend shall indemnify and hold harmless each of the Purchaser Purchaser, and its Affiliatesrespective members and managers, and each of their officersemployees, directors, employees and agents, and their heirs attorneys (Purchaser Group) in respect of any and successorsall claims incurred by the Purchaser Group, against any Losses relating to or arising out ofin connection with each and all of the following:

Appears in 1 contract

Samples: Asset and Renewal Rights Acquisition Agreement (Hallmark Financial Services Inc)

Indemnification by Sellers. Sellers, jointly and severally, agree to indemnify, defend shall indemnify and hold harmless Purchaser, each of the Purchaser and its Affiliates, and each of their officers, directors, employees and agentsCompany, and their heirs respective directors, officers, employees, agents, attorneys and successorsshareholders (collectively, against the “Purchaser Group”) in respect of any Losses relating to or arising out ofand all Claims incurred by the Purchaser Group, in connection with each and all of the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Hallmark Financial Services Inc)

Indemnification by Sellers. Sellers, Sellers shall jointly and severally, agree to indemnify, defend severally indemnify and hold harmless each of the Purchaser and its Affiliates, and each of their members, officers, managers, directors, employees and employees, agents, "control persons" and their heirs other representatives (collectively, "Seller Indemnified Persons"), in respect of any and successorsall Losses incurred by, imposed upon or asserted against any Losses relating to or arising out ofSeller Indemnified Person in connection with:

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Harvey Entertainment Co)

Indemnification by Sellers. Each of the Sellers, jointly and severally, agree to indemnify, defend will indemnify and hold harmless each of the Purchaser and its Affiliatesdirectors, officers, shareholders, employees, agents, subsidiaries and affiliates (collectively, the “Purchaser Indemnified Persons”), and each will reimburse the Purchaser Indemnified Persons for, any loss, liability, claim, damage or expense (including reasonable costs of their officers, directors, employees investigation and agents, defense and their heirs reasonable attorneys’ fees and successors, against expenses) arising or resulting from or in connection with any Losses relating to or arising out ofof the following:

Appears in 1 contract

Samples: Stock Purchase Agreement (Innerworkings Inc)

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