Common use of Buyer’s Indemnification Clause in Contracts

Buyer’s Indemnification. Buyer will indemnify and hold Seller and Seller's directors, officers, and employees harmless against any Damages incurred or suffered by Seller or affiliate of Seller as a result of or arising from (i) the incorrectness or breach of any of the representations, warranties, covenants and agreements of Buyer contained in this Agreement or given on the Closing Date; or (ii) any Assumed Liability.

Buyer’s Indemnification. Buyer will indemnify shall defend, indemnify, and save and hold harmless Seller and Seller's directorsits Affiliates and their respective members, managers, shareholders, officers, directors, employees and employees harmless agents, from and against any Damages incurred all Losses which arise directly or suffered by Seller indirectly from or affiliate of Seller as a result of or arising from in connection with (i) the incorrectness or breach of any of the representationsAssumed Liabilities, warranties, covenants and agreements of Buyer contained in this Agreement or given on the Closing Date; or (ii) any Assumed Liabilitybreach by Buyer of any of Buyer’s representations and warranties contained in this Agreement, or (iii) any breach of Buyer’s covenants or agreements contained in this Agreement.

Buyer’s Indemnification. Buyer will shall indemnify and hold Seller Seller, its subsidiaries, its and Seller's directorstheir successors and assigns, officers, employees and employees agents harmless against from any Damages incurred claims for personal injury or suffered property damage caused by Seller any defect in design or affiliate of Seller as a result of or arising from (i) the incorrectness or breach of any manufacture of the representationsBuyer's products or by Buyer's negligent act, warranties, covenants and agreements of Buyer contained in this Agreement omission or given on the Closing Date; or (ii) any Assumed Liabilitywillful misconduct.

Buyer’s Indemnification. Buyer will agrees to defend, indemnify and hold harmless Seller against and Seller's directorsin respect of any and all loss, officers, liability and employees harmless against any Damages incurred or suffered by Seller or affiliate of Seller as a result of or arising expense resulting from (i) the incorrectness inaccuracy of any representation or breach of warranty or non-fulfillment of any of the representationsobligation by Buyer under this Agreement, warranties, covenants and agreements of Buyer contained in this Agreement or given on the Closing Date; or (ii) any Assumed Liabilityact or negligence of Buyer, its officers, employees, and agents occurring subsequent to the Closing and directly related to its conduct of the operations of the Ongoing Business.

Buyer’s Indemnification. Buyer will shall indemnify Sellers and hold Seller Sellers harmless from and Seller's directorsagainst the payment by Sellers of any loss, officersliability, cost or expense (including all reasonable attorneys' fees and employees harmless against any Damages incurred or suffered by Seller or affiliate of Seller as a result of disbursements) based upon or arising from (i) the incorrectness or out of any breach of any of the representations, warranties, covenants and or agreements of Buyer contained in this Agreement or given on the Closing Date; any other certificate or (ii) any Assumed Liabilitydocument delivered pursuant hereto.

Buyer’s Indemnification. Buyer will shall defend, indemnify and hold Seller Seller, and Seller's directorssuccessors, officersassigns, and employees agents, harmless from and against any Damages incurred and all loss, cost, damage, claim, liability, obligation, or suffered by Seller or affiliate of Seller as a result of or expense, including, but not limited to, reasonable attorney fees and costs, in any way arising from (i) the incorrectness or breach of any related to Buyer's ownership or use of the representations, warranties, covenants Assets from and agreements of Buyer contained in this Agreement or given on after the Closing Date; or (ii) any Assumed Liability.

Buyer’s Indemnification. In addition to any other agreement on the part of Buyer will to indemnify Seller set forth in this Agreement, Buyer shall indemnify and hold Seller harmless from and Seller's directors, officers, and employees harmless against any Damages incurred and all loss, cost, damage, claim, liability, or suffered by Seller or affiliate of Seller as a result of or expense, including reasonable attorney fees and costs, in any way arising from (i) the incorrectness or breach of any related to Buyer's ownership or use of the representations, warranties, covenants Assets from and agreements of Buyer contained in this Agreement or given on after the Closing Date; or (ii) any Assumed Liability.

Buyer’s Indemnification. Buyer will indemnify and hold indemnifies Seller and Seller's directorsfor any Damages, officerssuffered by or resulting to Seller arising from, and employees harmless against will defend Seller from, any Damages incurred or suffered inaccurate representation made by Seller or affiliate of Seller as a result of or arising from (i) the incorrectness or Buyer, and any breach of any of warranty given by Buyer to the representations, warranties, covenants and agreements of Buyer contained in this Agreement or given on extent that they survive the Closing Date; or (ii) any Assumed Liability.

Buyer’s Indemnification. Buyer will agrees to defend, indemnify and hold harmless Seller against and Seller's directorsin respect of any and all loss, officers, liability and employees harmless against expense resulting from the inaccuracy of any Damages incurred or suffered by Seller or affiliate of Seller as a result of or arising from (i) the incorrectness representation or breach of warranty or non-fulfillment of any of the representations, warranties, covenants and agreements of obligation by Buyer contained in under this Agreement or given on the Closing Date; or (ii) any Assumed LiabilityAgreement.

Buyer’s Indemnification. Buyer will agrees to indemnify and hold harmless Seller and Seller's directors’s Affiliates, officers, directors, employees, representatives and employees harmless agents from and against any Damages incurred based upon, or suffered by Seller or affiliate of Seller as a result arising out of or arising from (i) the incorrectness otherwise in respect of, either directly or indirectly, any material misrepresentation or breach of any of the representationsrepresentation, warranties, covenants and agreements of warranty or covenant made by Buyer contained in this Agreement or any document, certificate or exhibit given on the Closing Date; or (ii) any Assumed Liabilitydelivered to Seller pursuant to or in connection with this Agreement.

Buyer’s Indemnification. Buyer will indemnify Seller for, and will hold Seller harmless from and Seller's directorswill pay when due, officersany and all claims, costs, damages, liabilities and expenses of any kind whatsoever which may be asserted against or imposed on Seller at any time, and employees harmless against any Damages incurred or suffered by Seller or affiliate of Seller as a result of or arising from which are based upon (ia) the incorrectness ownership or breach operation of the Assets on or after the Closing Date, or (b) the inaccuracy of any of the representations, warranties, covenants and agreements representation or warranty of Buyer contained in this Agreement or given on the Closing Date; or (ii) any Assumed Liabilityherein.

Buyer’s Indemnification. Buyer will shall indemnify and hold Seller harmless Seller, its parents, subsidiaries, successors and Seller's directorsassigns, officersfrom and against all costs, losses, claims, taxes, liabilities, fines, penalties, damages and employees harmless against expenses (including any Damages interest and court costs imposed in connection therewith and reasonable fees and disbursements of counsel) incurred or suffered by Seller in connection with any breach or affiliate of Seller as a result of or arising from (i) the incorrectness or breach inaccuracy of any of the representations, warranties, covenants and or agreements of made by Buyer contained in this Agreement or given on the Closing Date; or (ii) any Assumed LiabilityAgreement.

Buyer’s Indemnification. Buyer will indemnify agrees to defend, indemnify, and hold harmless Seller and Seller's its directors, officers, principals, shareholders, agents, successors and employees harmless assigns from and against any all Damages incurred or suffered by Seller or affiliate of Seller as a result arising out of or arising from related to: (ia) the incorrectness Any breach or breach inaccuracy of any of the representations, warranties, covenants and agreements representation or warranty of Buyer contained made in this Agreement Agreement; (b) Any failure by Buyer to perform any covenant required to be performed by it pursuant to this Agreement; and (c) Any liability or given on obligation relating to the Closing Date; or (ii) any Assumed LiabilityAssets that arises following the Closing.