Apportionment of Obligations and Contribution Among the Sellers Sample Clauses

Apportionment of Obligations and Contribution Among the Sellers. (i) The indemnification obligations of the Sellers under and in connection with this Agreement are joint and several obligations, but (A) among the Sellers will be apportioned and paid in proportion to their Pro Rata Portions (including after Closing for breach of any representation or warranty of the Company in Article III) and (B) obligations under this Article VI for a breach by any Seller of any representation, warranty, covenant or agreement of such Seller in Article II or any Transaction Document executed by such Seller will ultimately be only the obligation of such breaching Seller (and not an obligation of any other Seller).
Sample 1
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Apportionment of Obligations and Contribution Among the Sellers 
Sample 1

Related to Apportionment of Obligations and Contribution Among the Sellers

  • Indemnities by the Seller Parties (a) Without limiting any other rights that the Collateral Agent, any Managing Agent or any Purchaser may have hereunder or under applicable law, (A) Seller hereby agrees to indemnify the Collateral Agent, the Managing Agents and each Purchaser and their respective assigns, officers, directors, agents and employees (each an “Indemnified Party”) from and against any and all damages, losses, claims, taxes, liabilities, costs, expenses and for all other amounts payable, including reasonable attorneys’ fees (which attorneys may be employees of the Collateral Agent, the Managing Agents or such Purchaser) and disbursements (all of the foregoing being collectively referred to as “Indemnified Amounts”) awarded against or incurred by any of them arising out of or as a result of this Agreement or the acquisition, either directly or indirectly, by a Purchaser of an interest in the Receivables, and (B) the Servicer hereby agrees to indemnify each Indemnified Party for Indemnified Amounts awarded against or incurred by any of them arising out of any breach by the Servicer (whether in its capacity as Servicer or in its capacity as Originator) of a representation, warranty, covenant or obligation made by the Servicer hereunder or under any other Transaction Document excluding, however, in all of the foregoing instances under the preceding clauses (A) and (B):

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