Common use of Seller’s Indemnification Obligations Clause in Contracts

Seller’s Indemnification Obligations. The Seller shall indemnify and hold harmless the Purchaser from and against any and all Losses incurred or suffered by the Purchaser based upon, arising out of, or otherwise in respect of (i) any inaccuracies in or any breach of any representation or warranty of the Seller contained in this Agreement or (ii) any breach of any covenant or agreement of the Seller contained in this Agreement.

Seller’s Indemnification Obligations. The Seller shall indemnify and hold harmless the Purchaser from and against any and all Losses incurred or suffered by the Purchaser based upon, arising out of, or otherwise in respect of (i) any inaccuracies in or any breach of any representation or warranty of the Seller contained in this Agreement or (ii) any breach of any covenant or agreement of the Seller contained in this Agreement.. (b)

Seller’s Indemnification Obligations. The Seller shall indemnify indemnify, defend and hold harmless the Purchaser from and against any and all Losses demands, claims, actions or causes of action, judgments, assessments, losses, liabilities, damages or penalties and reasonable attorneys' fees and related disbursements (collectively, "Claims") incurred by Purchaser which arise out of or suffered by the Purchaser based uponresult from a misrepresentation, arising out ofbreach of warranty, or otherwise in respect of (i) any inaccuracies in or any breach of any representation or warranty of the Seller contained in this Agreement or (ii) any breach of any covenant or agreement of the Seller contained herein or in this Agreementconnection with the transactions contemplated hereby.

Seller’s Indemnification Obligations. The Seller Sellers shall indemnify and hold harmless the Purchaser from and against any and all Losses incurred or suffered by the Purchaser based upon, arising out of, or otherwise in respect of (i) any inaccuracies in or any breach of any representation or warranty of the Seller Sellers contained in this Agreement or (ii) any breach of any covenant or agreement of the Seller Sellers contained in this Agreement.

Seller’s Indemnification Obligations. The Seller shall hereby agrees to indemnify Buyer against and hold harmless the Purchaser from and against in respect of any and all Losses losses, claims, actions, damages and liabilities, and any and all out-of-pocket costs and expenses, including reasonable attorneys’ fees and disbursements and costs of investigation (collectively, “Losses”), incurred by Buyer in connection therewith which constitute, arise by reason of or suffered by the Purchaser based upon, arising out ofin connection with, or otherwise in respect of (i) are based upon or attributable to any inaccuracies inaccuracy in or any breach of any representation the representations or warranty warranties made by Seller in Section 2 of the Seller contained in this Agreement or (ii) any breach of any covenant or agreement of the Seller contained in this Agreement.

Seller’s Indemnification Obligations. The Seller shall indemnify and hold harmless the harmless, Purchaser and its Affiliates and their respective officers, directors and employees, from and against any and all Losses incurred (as hereinafter defined) arising from or suffered by the Purchaser based upon, arising out of, or otherwise in respect of relating to: (i) any inaccuracies in or any breach the inaccuracy of any representation or the breach of any warranty of the Seller contained in this Agreement or the Assignment and Assumption Agreement; or (ii) the failure by Seller to perform any breach of any covenant or agreement of the Seller its covenants contained in this Agreement or the Assignment and Assumption Agreement.