Common use of Indemnification Provisions for Benefit of the Buyer Clause in Contracts

Indemnification Provisions for Benefit of the Buyer. In the event the Seller breaches any of its representations, warranties, and covenants contained herein, and, if there is an applicable survival period pursuant to ss.8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to ss.10(g) below within such survival period, then the Seller agrees to indemnify the Buyer from and against any Adverse Consequences the Buyer shall suffer through and after the date of the claim for indemnification (but EXCLUDING any Adverse Consequences the Buyer shall suffer after the end of any applicable survival period) caused by the breach; PROVIDED, HOWEVER, that the Seller shall not have any obligation to indemnify the Buyer from and against any Adverse Consequences caused by the breach of any representation or warranty or covenant of the Seller contained in ss.4 above: (A) until the Buyer has suffered Adverse Consequences by reason of all such breaches in excess of a $50,000.00 aggregate deductible (after which point the Seller will be obligated only to indemnify the Buyer from and against further such Adverse Consequences) or thereafter

Appears in 1 contract

Sources: Stock Purchase Agreement (Visual Data Corp)

Indemnification Provisions for Benefit of the Buyer. In the event the Seller breaches any of its representations, warranties, and covenants contained herein, herein and, if there is an applicable survival period pursuant to ss.8(ass. 10 (a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to ss.10(gss. 12(h) below within such survival period, then the Seller agrees to indemnify the Buyer from and against any Adverse Consequences the Buyer shall suffer through and after the date of the claim for indemnification (but EXCLUDING any Adverse Consequences the Buyer shall suffer after the end of any applicable survival period) caused by the breach; PROVIDEDprovided, HOWEVERhowever, that the Seller shall not have any obligation to indemnify the Buyer from and against any Adverse Consequences caused by the breach of any representation or warranty or covenant of the Seller contained in ss.4 above: ss. 5 above (other than ss. 5(e), (t), and (u)): (A) until the Buyer has suffered Adverse Consequences by reason of all such breaches in excess of a $50,000.00 100,000 aggregate deductible (after which point the Seller will be obligated only to indemnify the Buyer from and against further such Adverse Consequences) or thereafter

Appears in 1 contract

Sources: Stock Purchase Agreement (Asc Holdings Inc)

Indemnification Provisions for Benefit of the Buyer. (i) In the event the Seller breaches any of its representations, warranties, warranties and covenants contained hereinin ss. 4 above, and, if (but only if) there is an applicable survival period pursuant to ss.8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to ss.10(gss.9(g) below within such survival period, then the Seller agrees to indemnify the Buyer from and against any Adverse Consequences the Buyer shall suffer through and after the date of the claim for indemnification (but EXCLUDING excluding any Adverse Consequences the Buyer shall suffer after the end of any applicable survival period) caused by the breach; PROVIDEDprovided, HOWEVERhowever, that the Seller shall not have any obligation to indemnify the Buyer from and against any Adverse Consequences caused by the breach of any representation or warranty or covenant of the Seller contained in ss.4 above: (A) until the Buyer has suffered Adverse Consequences by reason of all such breaches in excess of a $50,000.00 25,000.00 aggregate deductible (after which point the Seller will be obligated only to indemnify the Buyer from and against further such Adverse Consequences) or thereafterindemnify

Appears in 1 contract

Sources: Stock Purchase Agreement (Cereus Technology Partners Inc)

Indemnification Provisions for Benefit of the Buyer. (i) In the event the Seller breaches Sellers breach any of its their representations, warranties, and covenants contained hereinin this Agreement, and, if there is an applicable survival period pursuant to ss.8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller Sellers pursuant to ss.10(gSection 10(g) below with respect to Sellers' representations and warranties within such the survival periodperiod pursuant to Section 8(a) above, then the Seller agrees Sellers jointly and severally agree to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer shall suffer through and after the date of the claim for indemnification (but EXCLUDING any Adverse Consequences the Buyer shall suffer after the end of any applicable survival period) caused by the breach; PROVIDEDprovided, HOWEVERhowever, that the Seller Sellers shall not have any obligation to indemnify the Buyer from and against any Adverse Consequences caused by the breach of any representation or warranty or covenant of the Seller contained in ss.4 aboveSellers: (A) until the Buyer has suffered Adverse Consequences by reason of all such breaches in excess of a deductible in the amount of $50,000.00 100,000 in the aggregate deductible (after which point the Seller Sellers will be obligated only to indemnify the Buyer from and against further such Adverse Consequences) or thereafter

Appears in 1 contract

Sources: Asset Purchase and Sale Agreement (Omniamerica Inc)

Indemnification Provisions for Benefit of the Buyer. In the event the Seller breaches any of its representations, warranties, and covenants contained herein, and, if there is an applicable survival period pursuant to ss.8(aSection 7(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to ss.10(gSection 9(g) below within such survival period, then the Seller agrees to indemnify the Buyer from and against any Adverse Consequences the Buyer shall suffer through and after the date of the claim for indemnification (but EXCLUDING excluding any Adverse Consequences the Buyer shall suffer after the end of any applicable survival period) caused proximately by the breach; PROVIDEDprovided, HOWEVERhowever, that the Seller shall not have any obligation to indemnify the Buyer from and against any Adverse Consequences caused by the breach of any representation or warranty or covenant of the Seller contained in ss.4 above: Section 3 above (A) until the Buyer has suffered Adverse Consequences by reason of all such breaches in excess of a $50,000.00 10,000 in the aggregate deductible (after at which point the Seller will be obligated only to indemnify the Buyer from and against further all such Adverse Consequences) or thereafter

Appears in 1 contract

Sources: Stock Purchase Agreement (Aris Corp/)