Common use of Buyer Indemnification Clause in Contracts

Buyer Indemnification. The Buyer shall indemnify, defend and hold each Seller and each of its respective affiliates, officers, managers, members, agents, heirs, successors, attorneys and assigns (collectively, the “Seller Parties” and each, a “Seller Party”), harmless from and against any and all Losses a Seller Party may suffer through and resulting from, arising out of, relating to or caused by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement and Escrow Instructions (NNN 2002 Value Fund LLC), Purchase Agreement and Escrow Instructions (G REIT Liquidating Trust)

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Buyer Indemnification. The Buyer shall indemnifyprotect, defend defend, indemnify and hold each the Seller and each harmless of its respective affiliates, officers, managers, members, agents, heirs, successors, attorneys and assigns (collectively, the “Seller Parties” and each, a “Seller Party”), harmless liability from and against all the losses, damages, responsibilities and claims of any and all Losses a Seller nature such Indemnified Party may suffer through and resulting fromhave incurred, arising out ofendured, relating suffered, to the extent they arise or caused are related to any inaccuracy of any representation made or warrant granted by the Buyer in this Agreement, or the breach by Buyer of the Buyer’s representations, warranties and/or covenants any obligation contained in this Agreement.

Appears in 2 contracts

Samples: Sale Purchase of Shares and Equipment and Indebtedness Repayment Agreement (CMS Energy Corp), Sale Purchase of Shares and Equipment and Indebtedness Repayment Agreement (CMS Energy Corp)

Buyer Indemnification. The Buyer shall indemnify, defend indemnify and hold each Seller harmless the Sellers and each of its their respective affiliatesofficers, officersdirectors, managers, members, agents, heirsemployees, successors, attorneys successors and assigns (collectively, the “Seller Indemnified Parties”) for, and eachshall pay to the Sellers, a “Seller Party”), harmless from and against any and all Losses a Seller Party may suffer through and resulting from, Damages arising out of, resulting from or relating to or caused by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.to:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Flamel Technologies Sa)

Buyer Indemnification. The Buyer shall indemnifyindemnify the Equityholders, defend the Representative and hold each Seller and each of its their respective affiliates, officers, managersdirectors, membersemployees, agents, heirsrepresentatives, successorsAffiliates, attorneys successors and permitted assigns (collectively, the “Seller Parties”) and each, a “Seller Party”), hold each of them harmless from and against and pay on behalf of or reimburse the Seller Parties in respect of any and all Losses a Loss which any such Seller Party may suffer through and resulting fromsuffer, arising out sustain or become subject to, as the result of, in connection with, relating to or caused incidental to or by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.virtue of:

Appears in 1 contract

Samples: Stock Purchase Agreement (Bluebird Bio, Inc.)

Buyer Indemnification. The Buyer shall indemnify, defend and hold each indemnify Seller and each of its Affiliates and its and their respective affiliates, officers, managersdirectors, membersemployees, agents, heirsrepresentatives, successors, attorneys successors and permitted assigns (collectively, the “Seller Parties”) and each, a “Seller Party”), hold each of them harmless from and against and pay on behalf of or reimburse such Seller Parties in respect of any and all Losses a that any such Seller Party may suffer through and resulting from, arising out has actually suffered or sustained or become subject to (expressly including lost profits) as a result of, in connection with or relating to or caused by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.to:

Appears in 1 contract

Samples: Asset Purchase Agreement (Hillman Companies Inc)

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Buyer Indemnification. The Buyer shall indemnify, defend and hold each indemnify Seller and each of its respective affiliates, officers, managersdirectors, membersemployees, agents, heirsrepresentatives, successorsAffiliates, attorneys successors and permitted assigns (collectively, the "Seller Parties") and each, a “Seller Party”), hold each of them harmless from and against and pay on behalf of or reimburse such Seller Parties in respect of any and all Losses a Loss which such Seller Party Parties may suffer through and resulting fromsuffer, arising out sustain or become subject to, as the result of, in connection with, relating to or caused incidental to or by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.virtue of:

Appears in 1 contract

Samples: Securities Purchase Agreement (Gaylord Container Corp /De/)

Buyer Indemnification. The Buyer shall indemnify, defend and hold each indemnify Seller and each of its respective affiliates, officers, managersdirectors, membersemployees, agentsequity holders, heirsAffiliates, successors, attorneys successors and permitted assigns (each, a “Seller Party” and collectively, the “Seller Parties”) and each, a “Seller Party”), hold each of them harmless from and against and pay on behalf of or reimburse the Seller Parties in respect of any and all Losses a Loss which any such Seller Party may suffer through and resulting fromsuffer, arising out sustain or become subject to, as the result of, in connection with, relating to or caused incidental to or by the breach of the Buyer’s representations, warranties and/or covenants in this Agreement.virtue of:

Appears in 1 contract

Samples: Asset Purchase Agreement (Compuware Corp)

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