Common use of Breach of Buyer's Agreements, Representations and Warranties Clause in Contracts

Breach of Buyer's Agreements, Representations and Warranties. Buyer shall reimburse Seller for, and indemnify and hold harmless Seller from and against, any loss, damage, liability, obligation, deficiency, claim, suit, cause of action, demand, judgment, or expense (including without being limited to, payments, fines, penalties, interest, taxes, assessments, reasonable attorneys' fees and accounting fees of any kind or nature), contingent or otherwise, arising out of or sustained by reason of: (a) any breach of any warranty, representation, or agreement of Buyer contained under this Agreement or any certificate or other instrument furnished by Buyer pursuant to this Agreement or in connection with any of the transactions contemplated hereby; (b) Buyer's operation of the Station subsequent to Closing (including, but not limited to, any and all claims, liabilities and obligations arising or required to be performed on or after Closing under the Agreements); (c) any transaction entered into by Buyer or arising in connection with the Station or the operation of the Station subsequent to the Closing; (d) any and all liabilities or obligations of Seller expressly assumed by Buyer pursuant to this Agreement; or (e) any and all actions, suits, or proceedings incident to any of the foregoing.

Breach of Buyer's Agreements, Representations and Warranties. ============================================================ Buyer shall reimburse Seller for, and indemnify and hold harmless Seller from and against, any loss, damage, liability, obligation, deficiency, claim, suit, cause of action, demand, judgment, or expense (including without being limited to, payments, fines, penalties, interest, taxes, assessments, reasonable attorneys' attorney's fees and accounting fees of any kind or nature), contingent or otherwise, whether incurred or asserted prior to or after Closing Date, arising out of or sustained by Seller by reason of: (a) any material breach of any warranty, representation, or agreement of Buyer contained under this Agreement or any certificate or other instrument furnished by Buyer pursuant to this Agreement or in connection with any of the transactions contemplated hereby; ; (b) Buyer's the operation of the Station or the ownership of the Assets subsequent to Closing (including, but not limited to, any and all claims, liabilities and obligations first arising or required to be performed on or after subsequent to the Closing Date under the AgreementsAgreement); ; (c) any transaction entered into by Buyer or first arising in connection with the Station or the operation of the Station business thereof or any of the Assets subsequent to the Closing; (d) any and all liabilities or obligations of Seller expressly assumed by Buyer pursuant to this Agreement; or (e) any and all actions, suits, or proceedings incident to any of the foregoing.