Common use of Indemnification by the Purchaser Clause in Contracts

Indemnification by the Purchaser. The Purchaser agrees to indemnify Regency, the General Partners and their respective Representatives (collectively, “Regency Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warranty, provided, however, that the liability of the Purchaser shall not be greater in amount than the Purchase Price.

Appears in 4 contracts

Samples: Common Unit Purchase Agreement, Common Unit Purchase Agreement (Regency Energy Partners LP), Common Unit Purchase Agreement (Regency Energy Partners LP)

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Indemnification by the Purchaser. The Purchaser agrees to indemnify RegencyAMID, the General Partners Partner and their respective Representatives (collectively, “Regency AMID Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of any representation or warranty the representations and warranties is made prior to the expiration of such representation or warranty, provided, howeverrepresentations and warranties; and provided further, that the liability of the Purchaser no AMID Related Party shall not be greater entitled to recover special, consequential (including lost profits or diminution in amount than the Purchase Pricevalue) or punitive damages.

Appears in 4 contracts

Samples: Securities Purchase Agreement (American Midstream Partners, LP), Securities Purchase Agreement (American Midstream Partners, LP), Purchase Agreement (American Midstream Partners, LP)

Indemnification by the Purchaser. The Purchaser agrees to indemnify RegencyETP, the General Partners Partner, and their respective Representatives (collectively, “Regency ETP Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warranty, provided, however, that the liability of the Purchaser shall not be greater in amount than the Purchase Price.

Appears in 4 contracts

Samples: Common Unit Purchase Agreement (Energy Transfer Equity, L.P.), Common Unit Purchase Agreement (Energy Transfer Partners, L.P.), Common Unit Purchase Agreement

Indemnification by the Purchaser. The Purchaser agrees to indemnify Regencythe Partnership, the General Partners Partner and their respective Representatives (collectively, “Regency Partnership Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of any representation or warranty the representations and warranties is made prior to the expiration of such representation or warranty, representations and warranties; and provided, howeverfurther, that the liability of the Purchaser no Partnership Related Parties shall not be greater entitled to recover special, consequential (including lost profits or diminution in amount than the Purchase Pricevalue) or punitive damages.

Appears in 3 contracts

Samples: Common Unit Purchase Agreement, Common Unit Purchase Agreement, Common Unit Purchase Agreement (Sunoco LP)

Indemnification by the Purchaser. The Purchaser agrees to indemnify RegencySUN, the General Partners Partner, and their respective Representatives (collectively, “Regency SUN Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein; provided, provided that such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of the survival period for such representation or warranty, providedprovided further, however, that the liability of the Purchaser shall not be greater in amount than the Purchase Price.

Appears in 2 contracts

Samples: Series a Preferred Unit Purchase Agreement (Sunoco LP), Series a Preferred Unit Purchase Agreement (Energy Transfer Equity, L.P.)

Indemnification by the Purchaser. The Purchaser agrees to indemnify Regencythe Company and its officers, the General Partners directors, employees, agents, counsel, accountants, and their respective Representatives (collectively, “Regency Related Parties”) other representatives from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the a material breach of any of the representations, warranties or covenants of the Purchaser contained herein, ; provided such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warranty, provided, however, that the liability of the Purchaser shall not be in an amount greater in amount than Xxx Xxxxxxx Xxx Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxx Dollars (U.S. $1,200,000), and the Purchase PricePurchaser shall not have any indemnification obligations hereunder for losses directly caused by the Company's gross negligence or willful misconduct.

Appears in 1 contract

Samples: Securities Purchase Agreement (Seanergy Maritime Holdings Corp.)

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Indemnification by the Purchaser. The Purchaser agrees to indemnify Regency, the General Partners Company and their its respective Representatives (collectively, “Regency Company Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warrantywarranty in accordance with Section 6.02, provided, howeverfurther, that the liability of the Purchaser shall not be greater in amount than the Purchase Price.. 14

Appears in 1 contract

Samples: Securities Purchase Agreement (DZS Inc.)

Indemnification by the Purchaser. The Purchaser agrees to indemnify Regency, the General Partners Company and their its respective Representatives (collectively, “Regency Company Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, demands and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, damages or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warranty, provided, however; and provided further, that the no Company Related Party shall be entitled to recover special, consequential (including lost profits) or punitive damages. The maximum liability of the Purchaser for any indemnification of the Company and the Company Related Parties pursuant to this Section 6.2 shall not be greater in amount than the Purchase Priceexceed $90,000,000.

Appears in 1 contract

Samples: Exchange Agreement (Franklin BSP Realty Trust, Inc.)

Indemnification by the Purchaser. The Purchaser agrees to indemnify Regency, the General Partners Company and their its respective Representatives (collectively, “Regency Company Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, demands and causes of action, and, in connection therewith, and promptly upon demand, pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, damages or expenses of any kind or nature whatsoever, including including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of any representation or warranty is made prior to the expiration of such representation or warranty, provided, however; and provided further, that the no Company Related Party shall be entitled to recover special, consequential (including lost profits) or punitive damages. The maximum liability of the Purchaser for any indemnification of the Company and the Company Related Parties pursuant to this Section 6.2 shall not be greater in amount than exceed the aggregate Purchase PricePrice paid by the Purchaser at the Closing.

Appears in 1 contract

Samples: Purchase and Exchange Agreement (Benefit Street Partners Realty Trust, Inc.)

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