Common use of Buyer Indemnification Clause in Contracts

Buyer Indemnification. Buyer hereby agrees to indemnify and hold Seller and each of its Affiliates, and the officers, directors, employees and agents thereof, harmless from and against any and all Losses arising out of, based upon, attributable to or resulting from any breach of any representation, warranty, agreement or covenant on the part of Buyer contained in or made pursuant to this Agreement or any certificate delivered pursuant to Section 9.4 of this Agreement.

Buyer Indemnification. Buyer hereby agrees to indemnify and hold Seller and each of Seller, its Affiliates, and the officers, directors, employees employees, owners, agents and agents thereofAffiliates, harmless for, against, from and against in respect of any and all Losses arising out of, based upon, attributable to which may be sustained or suffered by any of them resulting from any breach of any representationcustomer claims, warrantywhenever asserted, agreement or covenant which are based on the part of failure by Buyer contained in or made pursuant to this Agreement or any certificate delivered pursuant perform its obligations under contracts constituting Assumed Liabilities relating to Section 9.4 of this Agreementproducts shipped by Buyer after the Closing Date.

Buyer Indemnification. Buyer hereby agrees to indemnify and hold Seller and each of its Affiliates, and the officers, directors, employees and agents thereof, Sellers harmless from and against any and all Losses arising out of, based upon, attributable to or resulting from any breach of any representation, warranty, agreement or covenant on the part of Buyer contained in or made pursuant to this Agreement or any certificate delivered pursuant to Section 9.4 of this Agreementthe transactions contemplated herein.

Buyer Indemnification. Buyer hereby agrees to indemnify and hold Seller Seller, the Company, each of their respective Affiliates and each of its Affiliates, and the their respective officers, directors, employees and agents thereof, harmless from and against any and all Losses arising out of, based upon, attributable to or resulting from any breach of any representation, warranty, agreement or covenant on the part of Buyer contained in or made pursuant to this Agreement (without giving effect to any limitation as to "materiality" or any certificate delivered pursuant to Section 9.4 of this Agreement"Material Adverse Effect" set forth therein).

Buyer Indemnification. Buyer hereby agrees to indemnify and hold Seller Seller, the Company, each of their respective Affiliates and each of its Affiliates, and the their respective officers, directors, employees and agents thereof, harmless from and against any and all Losses arising out of, based upon, attributable to or resulting from any breach of any representation, warranty, agreement or covenant on the part of Buyer contained in or made pursuant to this Agreement (without giving effect to any limitation as to “materiality” or any certificate delivered pursuant to Section 9.4 of this Agreement“Material Adverse Effect” set forth therein).

Buyer Indemnification. The Buyer hereby agrees to indemnify indemnify, defend, release, and hold Seller and each of Seller, including its Affiliatesaffiliates, and the all of their respective directors, officers, directorsemployees, employees and agents thereofagents, harmless from and against any and all Losses asserted against, incurred or required to be paid by the Seller arising out of, based upon, attributable of or relating to or resulting from any the breach of any representation, warranty, covenant or agreement or covenant on made by the part of Buyer contained Seller in or made pursuant to this Agreement or in any document or certificate delivered pursuant to Section 9.4 of or in connection with this Agreement.

Buyer Indemnification. The Buyer hereby agrees to indemnify indemnifies and hold Seller and each of its Affiliates, holds --------------------- harmless the Stockholders and the officers, directors, employees and agents thereof, harmless Company from and against any and all material Losses arising out of, based upon, attributable to or resulting from in connection with any breach or non-performance by the Buyer of any representation, warranty, agreement covenant or covenant on the part of Buyer condition contained in or made pursuant to this Agreement and any certificates, exhibits, schedules or any certificate documents delivered pursuant to Section 9.4 of this Agreementhereunder.