Common use of Buyer Indemnity Clause in Contracts

Buyer Indemnity. The Buyer shall indemnify and hold harmless the Sellers from and against any Losses of the Sellers based upon or arising from (i) any inaccuracy in, or any breach of, any of the warranties made by the Buyer in this Agreement or (ii) any breach or non-performance of covenants, agreements or obligations made by the Buyer in this Agreement.

Appears in 4 contracts

Samples: Acquisition Agreement, Stock Purchase Agreement (Watson Pharmaceuticals Inc), Stock Purchase Agreement (Watson Pharmaceuticals Inc)

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Buyer Indemnity. The Buyer shall indemnify Seller, Parent and their affiliates and hold each of them harmless the Sellers from and against any Losses which may be incurred or suffered by any of the Sellers based upon or arising from them (i) any inaccuracy inunder the WARN arising out of, or any breach ofrelating to, any of actions taken by Buyer on or after the warranties made by the Buyer in this Agreement Closing Date; or (ii) by reason of Buyer's or the Business' failure to comply with any breach or non-performance of covenants, agreements or obligations made by the Buyer in provisions of this AgreementArticle IX.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Plainwell Inc), Agreement of Purchase and Sale (Pope & Talbot Inc /De/)

Buyer Indemnity. The Buyer shall indemnify and hold Seller and its officers, directors and affiliates (the "Seller Parties") harmless against all Losses incurred by them directly or indirectly which exceed in the Sellers from and against any Losses aggregate $20,000 as a result of the Sellers based upon or arising from (i) any inaccuracy in, or any breach of, any of the warranties made by the a representation or warranty or Buyer contained in this Agreement Agreement, or (ii) any breach failure by Buyer to perform or non-performance of covenants, agreements or obligations made by the Buyer comply with any covenant contained in this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Powercerv Corp), Asset Purchase Agreement (Asa International LTD)

Buyer Indemnity. The Buyer shall agrees to indemnify Seller and hold it harmless the Sellers from and against any Losses and all liabilities, losses, damages, costs or expenses (including without limitation reasonable legal and expert witnesses' fees and expenses) incurred by the Seller to the extent that such Damages are occasioned by, caused by or arise out of the Sellers based upon or arising from (i) any inaccuracy in, or any breach of, of any of the representations or warranties or failure to perform any of the covenants made by the Buyer in this Agreement or (ii) any breach or non-performance of covenants, agreements or obligations made by the Buyer Buyers in this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (New York Health Care Inc)

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Buyer Indemnity. The Buyer shall indemnify and hold Seller harmless the Sellers from and against any Losses and all loss, cost, damage, injury or expense (including court costs and reasonable attorneys' fees) wheresoever and howsoever arising which Seller may incur by reason of the Sellers based upon or arising from (i) any inaccuracy in, or any breach of, by Buyer of any of the warranties made by the Buyer in this Agreement or (ii) any breach or non-performance of covenantsits warranties, agreements representations or obligations made by set forth herein or in any documents executed in connection herewith, and (ii)any occurrence with respect to the Buyer in this AgreementPurchased Assets after the Closing Date.

Appears in 1 contract

Samples: Purchase and Assignment Agreement (Restaurant Teams International Inc)

Buyer Indemnity. The Buyer shall will indemnify Seller against and agree to hold harmless the Sellers from any and against all damage, loss, liability, claim, obligation of any Losses nature whatsoever and expense (including without limitation, reasonable expenses of the Sellers based upon or investigation and reasonable attorneys' fees and expenses) ("LOSS") incurred by Seller arising from (i) any inaccuracy in, or out of any breach ofof any representation or warranty, any covenant or other agreement of the warranties made Buyer contained or incorporated by the Buyer in this Agreement or (ii) any breach or non-performance of covenants, agreements or obligations made by the Buyer in this Agreementreference herein.

Appears in 1 contract

Samples: Interest Purchase Agreement (Mypoints Com Inc)

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