By Parent and Sub. Parent and Sub, jointly and severally, ----------------- shall indemnify and save and hold harmless the Company, the Majority Shareholder and each of their affiliates and subsidiaries, and their respective representatives from and against any and all Damages incurred in connection with, arising out of, resulting from or incident to (1) any breach of any representation or warranty or the inaccuracy of any representation, made by Parent or Sub in or pursuant to this Agreement, (2) any breach of any covenant or agreement made by Parent or Sub in or pursuant to this Agreement; or (3) operation of the Business of the Company from and after the Closing Date; provided, however, that the Company or the Majority Shareholder, as applicable, -------- ------- make a written claim for indemnification against Parent or Sub within the applicable survival period.
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By Parent and Sub. Parent and Sub, jointly and severally, shall ----------------- shall indemnify and save and hold harmless the Company, the Majority Shareholder and each of their affiliates and subsidiaries, and their respective representatives from and against any and all Damages incurred in connection with, arising out of, resulting from or incident to (1) any breach of any representation or warranty or the inaccuracy of any representation, made by Parent or Sub in or pursuant to this Agreement, (2) any breach of any covenant or agreement made by Parent or Sub in or pursuant to this Agreement; or (3) operation of the Business of the Company from and after the Closing Date; provided, however, that the Company or the Majority Shareholder, as applicable, Shareholder -------- ------- make a written claim for indemnification against Parent or Sub within the applicable survival period.
Appears in 1 contract
By Parent and Sub. Parent and Sub, jointly and severally, shall ----------------- shall indemnify and save and hold harmless the Company, the Majority Shareholder shareholder and each of their affiliates and subsidiaries, and their respective representatives from and against any and all Damages incurred in connection with, arising out of, resulting from or incident to (1) any breach of any representation or warranty or the inaccuracy of any representation, made by Parent or Sub in or pursuant to this Agreement, (2) any breach of any covenant or agreement made by Parent or Sub in or pursuant to this Agreement; or (3) operation of the Business of the Company from and after the Closing Date; provided, however, that the Company or the Majority Shareholder, as applicable, shareholder -------- ------- make a written claim for indemnification against Parent or Sub within the applicable survival period.
Appears in 1 contract
By Parent and Sub. Parent and Sub, jointly and severally, shall ----------------- shall indemnify and save and hold harmless the Company, the Majority Shareholder shareholder and each of their affiliates and subsidiaries, and their respective representatives from and against any and all Damages incurred in connection with, arising out of, resulting from or incident to (1) any breach of any representation or warranty or the inaccuracy of any representation, made by Parent or Sub in or pursuant to this Agreement, (2) any breach of any covenant or agreement made by Parent or Sub in or pursuant to this Agreement; or (3) operation of the Business of the Company from and after the Closing Date; provided, however, that the Company or the Majority Shareholder, as applicable, -------- ------- shareholder make a written claim for indemnification against Parent or Sub within the applicable survival period.
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