Common use of Indemnification by Sellers Clause in Contracts

Indemnification by Sellers. From and after the Closing, and subject to this Article 8, Sellers shall defend, indemnify and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents (collectively, the “Buyer Indemnitees”) from and against, and pay or reimburse the Buyer Indemnitees for, any and all Losses to the extent resulting from, arising from or relating to:

Appears in 2 contracts

Samples: Securities and Asset Purchase Agreement (Triumph Group Inc), Securities and Asset Purchase Agreement (Aar Corp)

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Indemnification by Sellers. (a) From and after the Closing, and subject to the provisions of this Article 8Section 12.1, Sellers shall defendshall, jointly and severally, indemnify Purchaser and defend and reimburse Purchaser for and hold Purchaser harmless Buyer from and each of its Affiliates against any loss, suit, liability, claim, actual damage, charge, cost or expense (including reasonable legal fees and its and their respective officers, directors, employees and agents expenses) (collectively, the Buyer IndemniteesLosses) from and against), and pay actually incurred by Purchaser arising out of or reimburse the Buyer Indemnitees for, any and all Losses to the extent resulting from, arising from or relating toin connection with following:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Devcon International Corp)

Indemnification by Sellers. From Subject to Sections 9.1 and after the Closing, and subject to this Article 89.4, Sellers shall defend, jointly and severally indemnify and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents Representatives (collectively, the “Buyer IndemniteesGroup”) from and against, and pay or reimburse the Buyer Indemnitees for, any and against all Losses to the extent resulting fromarising, arising directly or indirectly, from or relating toin connection with:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Otter Tail Corp), Asset Purchase Agreement (Otter Tail Corp)

Indemnification by Sellers. From Subject to and to the extent provided in this Section 9, from and after the Closing, and subject to this Article 8, Sellers shall defendjointly and severally indemnify, indemnify defend and hold harmless Buyer Buyer's Indemnified Persons, and each of its Affiliates and its and their respective officersthem, directors, employees and agents (collectively, the “Buyer Indemnitees”) from and againstagainst any Losses incurred or suffered by Buyer's Indemnified Persons, and pay directly or reimburse the Buyer Indemnitees forindirectly, any and all Losses to the extent resulting as a result of or arising from, arising from or relating to:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Shaw Group Inc), Asset Purchase Agreement (Stone & Webster Inc)

Indemnification by Sellers. From and after Subject to the Closing, and subject to other terms of this Article 8, Sellers shall defendwill jointly and severally indemnify, indemnify defend and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents (collectively, the “Buyer Indemnitees”) Buyer’s Other Indemnified Persons from and against, and pay or reimburse the Buyer Indemnitees for, any and against all Losses to the extent arising out of or resulting from, arising from directly or relating toindirectly, any:

Appears in 1 contract

Samples: Equity Purchase Agreement (Gruma Sab De Cv)

Indemnification by Sellers. From Subject to and to the extent provided in this Article, from and after the Closing, and subject to this Article 8, Sellers shall defendjointly and severally indemnify, indemnify defend and hold harmless Buyer Buyer's Indemnified Persons, and each of its Affiliates and its and their respective officersthem, directors, employees and agents (collectively, the “Buyer Indemnitees”) from and againstagainst any Losses incurred or suffered by Buyer's Indemnified Persons, and pay directly or reimburse the Buyer Indemnitees forindirectly, any and all Losses to the extent resulting as a result of or arising from, arising from or relating to:

Appears in 1 contract

Samples: Asset Purchase Agreement (VHS of Phoenix Inc)

Indemnification by Sellers. From Subject to and to the extent provided in this Article, from and after the Closing, and subject to this Article 8, Sellers shall defendjointly and severally indemnify, indemnify defend and hold harmless Buyer Purchaser's Indemnified Persons, and each of its Affiliates and its and their respective officersthem, directors, employees and agents (collectively, the “Buyer Indemnitees”) from and againstagainst any Losses incurred or suffered by Purchaser's Indemnified Persons, and pay directly or reimburse the Buyer Indemnitees forindirectly, any and all Losses to the extent resulting as a result of or arising from, arising from or relating to:

Appears in 1 contract

Samples: Agreement for Purchase and Sale of Assets (VHS of Phoenix Inc)

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Indemnification by Sellers. From Subject to and only to the extent provided in this Section 8.1, from and after the Closing, and subject to this Article 8, Sellers shall defendindemnify, indemnify defend and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents (collectively, after the “Buyer Indemnitees”) Closing from and against any claims, demands, suits, judgments, and losses made against, and pay incurred, or reimburse suffered by Buyer directly or indirectly, for the Buyer Indemnitees for, any and all Losses period prior to the extent resulting Closing and/or as a result of or arising from, arising from or relating to:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Great American Food Chain, Inc.)

Indemnification by Sellers. From Subject to and only to the extent provided in this Section 11.1, from and after the Closing, and subject to this Article 8, Sellers shall defendindemnify, indemnify defend and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents (collectively, after the “Buyer Indemnitees”) Closing from and against any claims, demands, suits, judgments, and losses made against, and pay incurred, or reimburse suffered by Buyer directly or indirectly, for the Buyer Indemnitees for, any and all Losses period prior to the extent resulting Closing and/or as a result of or arising from, arising from or relating to:

Appears in 1 contract

Samples: Asset Purchase Agreement (Great American Food Chain, Inc.)

Indemnification by Sellers. From (a) Subject to the limitations in paragraph (b) below, from and after the ClosingClosing Date, the Sellers, jointly and subject severally, agree to this Article 8, Sellers shall defend, indemnify and hold harmless Buyer and each of its Affiliates and its and their respective officers, directors, employees and agents (collectively, the “Buyer Indemnitees”) Buyer's Indemnified Persons from and against, and pay or reimburse the Buyer Indemnitees for, any and against all Losses directly or indirectly incurred by or sought to the extent be imposed upon any of them resulting from, arising from or relating toarising out of:

Appears in 1 contract

Samples: Stock Purchase Agreement (Interleaf Inc /Ma/)

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