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

Indemnification Provisions for Benefit of the Buyer. i. In the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) above and the representations and warranties in Section 3(a) above), and, if there is an applicable survival period pursuant to Section 8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g) below within such survival period, then the Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Penn Treaty American Corp), Stock Purchase Agreement (Penn Treaty American Corp)

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Indemnification Provisions for Benefit of the Buyer. i. In (i) Subject to the limitations set forth in (S) 6(e) below, in the event the Seller breaches Sellers breach (or in the event any third party alleges alleges, in writing, facts that, if true, would mean the Seller has Sellers have breached) any of his their representations, warranties, and covenants contained herein (other than the covenants in Section 2(a(S)2(a) above and the representations and warranties in Section 3(a(S)3(a) above), and, if there is an applicable survival period pursuant to Section 8(a(S)6(a) above, provided that the Buyer makes a written claim for indemnification against the Seller Sellers pursuant to Section 10(g(S)8(d) below within such survival period, then the Seller agrees Sellers agree to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock Purchase Agreement (Intellisys Group Inc)

Indemnification Provisions for Benefit of the Buyer. i. In (i) Subject to the event limitations set forth in Section 9(b)(iv), if any of the Seller Sellers breaches (or in the event any third party alleges facts that, if true, would mean any of the Seller Sellers has breached) any of his representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) above and the representations and warranties set forth in Section 3(a) above)3 and Section 5, and, if there is an and subject to any applicable survival period pursuant to Section 8(a) above9(a), provided that the Buyer makes a written claim for indemnification against any of the Seller Sellers pursuant to Section 10(g11(h) below within such survival period, then the Seller agrees Sellers, jointly and severally, agree to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Escrow Agreement (Romac International Inc)

Indemnification Provisions for Benefit of the Buyer. i. (i) In the event the Seller Xxxxxxx breaches (or in the event any third party alleges facts that, if true, would mean the Seller Xxxxxxx has breached) any of his the representations, warranties, and covenants contained herein (other than the covenants in Section 2(ass.2(a) above and the representations and warranties in Section 3(ass.3(a) above), and, if there is an applicable survival period pursuant to Section 8(ass.8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g) below Xxxxxxx within such survival period, then the Seller Xxxxxxx agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock Purchase Agreement (Peppermill Capital Corp)

Indemnification Provisions for Benefit of the Buyer. i. (A) In the event any of the Seller Sellers breaches (or in the event any third party alleges facts that, if true, would mean any of the Seller Sellers has breached) any of his their representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) 2.1 above and the representations and warranties in Section 3(a) Article 3 above), and, if there is an applicable survival period pursuant to Section 8(a) 9.1 above, provided that the Buyer makes a written claim for indemnification against any of the Seller Sellers pursuant to Section 10(g) 12.7 below within such survival period, then each of the Seller Sellers agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock Purchase Agreement (Remote MDX Inc)

Indemnification Provisions for Benefit of the Buyer. i. (a) In the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his its representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) above and the representations and warranties in Section 3(a) above)this Agreement, and, if there is an applicable survival period pursuant to Section 8(a) 8.1 above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g) 10.8 below within such survival period, then the Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach). Notwithstanding the foregoing, the Buyer agrees not to make any claim for indemnification hereunder until the aggregate amount of all such Adverse Consequences equals or exceeds $25,000.

Appears in 1 contract

Samples: Asset Purchase Agreement (Worksafe Industrial Inc)

Indemnification Provisions for Benefit of the Buyer. i. In (i) Subject to the provisions of Section 4 (b)(iv) below, in the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his its representations, warranties, and covenants contained herein (other than in the covenants in Section 2(a) above and the representations and warranties in Section 3(a) above)Asset Purchase Agreement, and, if there is an applicable survival period pursuant to Section 8(a4(a) above, provided that the Buyer makes a written claim for indemnification against any of the Seller Stockholders pursuant to Section 10(g5(h) below within such survival period, then each of the Seller Stockholders agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Intellisys Group Inc

Indemnification Provisions for Benefit of the Buyer. i. (i) In the event the any Seller breaches (or in the event any third party alleges facts that, if true, would mean the a Seller has breached) any of his its representations, warranties, and covenants contained herein in the Asset Purchase Agreement or any documents delivered therewith (other than which shall include a breach by Waters Industries, Inc. under the covenants in Section 2(a) above and Consulting Agreement dated as of the representations and warranties in Section 3(a) abovedate hereof), and, if there is an applicable survival period pursuant to Section 8(a4(a) above, provided that the Buyer makes a written claim for indemnification against the Seller Sellers pursuant to Section 10(g6(h) below within such survival period, then the Seller agrees Sellers agree to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, of or caused by the breach (or the alleged breach)) up to the limits provided herein below.

Appears in 1 contract

Samples: Indemnification Agreement (Blue Rhino Corp)

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Indemnification Provisions for Benefit of the Buyer. i. (i) In the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his its representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) above and the representations and warranties in Section 3(a) above), and, if there is an applicable survival period pursuant to Section 8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g10(h) below within such survival period, then the Seller agrees agrees, subject to the limitation of 8(b)(iv), below, to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock Purchase Agreement (Astor Holdings Ii Inc)

Indemnification Provisions for Benefit of the Buyer. i. (i) In the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his its representations, warranties, and covenants contained herein (other than the covenants in Section §2(a) above and the representations and warranties in Section §3(a) above), and, if there is an applicable survival period pursuant to Section §8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g§11(h) below within such survival period, then the Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock for Stock Exchange Agreement (Intac International Inc)

Indemnification Provisions for Benefit of the Buyer. i. (a) In the event any of the Seller Sellers breaches (or in the event any third party alleges facts that, if true, would mean any of the Seller Sellers has breached) any of his or its representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) 2.1 above and the representations and warranties in Section 3(a) 3.1 above), and, if there is an applicable survival period pursuant to Section 8(a) 6.1 above, provided that the Buyer makes a written claim for indemnification against any of the Seller Sellers pursuant to Section 10(g) 8.8 below within such survival period, then each of the Seller Sellers agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Koala Corp /Co/)

Indemnification Provisions for Benefit of the Buyer. i. (i) In the event the Seller breaches (or in the event any third party alleges facts that, if true, would mean the Seller has breached) any of his representations, warranties, and covenants contained herein (other than the covenants in Section 2(a) above and the representations and warranties in Section 3(a) above), and, if there is an applicable survival period pursuant to Section 8(a) above, provided that the Buyer makes a written claim for indemnification against the Seller pursuant to Section 10(g11(g) below within such survival period, then the Seller agrees to indemnify the Buyer from and against the entirety of any Adverse Consequences the Buyer may suffer through and after the date of the claim for indemnification (including any Adverse Consequences the Buyer may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach).

Appears in 1 contract

Samples: Stock Purchase Agreement (Remote MDX Inc)

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