Buyer’s Indemnification. Provided that the Closing occurs, subject to the other provisions of this Article 13, Buyer shall release, defend, indemnify and hold harmless the Seller Indemnitees from and against any and all Losses suffered by such Seller Indemnitees arising out of or related to: (a) The breach of any covenant or agreement made by Buyer that may require performance after the Closing; and/or (b) The breach of any representation or warranty made by Buyer in Article 5 or any representation with respect thereto in the certificate delivered pursuant to Section 9.1.
Appears in 5 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Memorial Production Partners LP), Purchase and Sale Agreement (Memorial Production Partners LP)
Buyer’s Indemnification. Provided that the Closing occurs, subject to the other provisions of this Article 13, Buyer shall release, defend, indemnify and hold harmless the Seller Indemnitees from and against any and all Losses suffered by such Seller Indemnitees arising out of or related to:
(a) The Buyer’s breach of any covenant or agreement made by Buyer that may require performance after the Closingin this Agreement; and/orand
(b) The breach of any representation or warranty made by Buyer in Article 5 or any representation with respect thereto in the certificate delivered pursuant to Section 9.19.3(c).
Appears in 4 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement, Purchase and Sale Agreement (Mid-Con Energy Partners, LP)
Buyer’s Indemnification. Provided that the Closing occurs, subject to the other provisions of this Article 13, Buyer Xxxxx shall release, defend, indemnify and hold harmless the Seller Indemnitees from and against any and all Losses suffered by such Seller Indemnitees arising out of or related to:
(a) The breach of any covenant or agreement made by Buyer that may require performance after the Closing; and/or
(b) The breach of any representation or warranty made by Buyer in Article 5 or any representation with respect thereto in the certificate delivered pursuant to Section 9.1.
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement
Buyer’s Indemnification. Provided that the Closing occurs, subject to the other provisions of this Article 13, Buyer shall release, defend, indemnify and hold harmless the Seller Indemnitees from and against any and all Losses suffered by such Seller Indemnitees arising out of or related to:
(a) The breach of any covenant or agreement made by Buyer that may require performance after the Closing; and/or
and/or (b) The breach of any representation or warranty made by Buyer in Article 5 or any representation with respect thereto in the certificate delivered pursuant to Section 9.1.
Appears in 1 contract
Samples: Purchase and Sale Agreement
Buyer’s Indemnification. Provided that the Closing occurs, subject to the other provisions of this Article 1311, Buyer shall release, defend, indemnify and hold harmless the Seller Indemnitees from and against any and all Losses suffered by such Seller Indemnitees arising out of or related to:
(a) The breach of any covenant or agreement made by Buyer that may require performance after the Closing; and/or
(b) The breach of any representation or warranty made by Buyer in Article 5 or any representation with respect thereto in the certificate delivered pursuant to Section 9.19.3(g).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Memorial Production Partners LP)