Common use of Contracts and Assumed Contracts Clause in Contracts

Contracts and Assumed Contracts. Sellers shall jointly and severally Indemnify Buyer from and against any and all Claims that Buyer incurs by reason of (i) any alleged default on the part of any Seller or the Manager under a Contract not assigned to Buyer at Closing or (ii) any alleged default on the part of any Seller or the Manager, as applicable under an Assumed Contract, where the allegation of such default is based on an event or condition which occurred or arose (or is alleged to have occurred or arisen) prior to Closing. Buyer shall Indemnify Sellers from and against any and all Claims that Sellers incur by reason of any alleged default on the part of Buyer or Buyer's hotel manager under an Assumed Contract, where the allegation of default is based upon an event or condition which arose or occurred (or is alleged to have arisen or occurred) after Closing.

Appears in 1 contract

Samples: Domain Name Assignment Agreement (Capital Lodging)

AutoNDA by SimpleDocs

Contracts and Assumed Contracts. Sellers shall jointly and severally Indemnify Buyer from and against any and all Claims that Buyer incurs by reason of (i) any alleged default on the part of any Seller or the Manager under a Contract not assigned to Buyer at Closing or (ii) any alleged default on the part of any Seller or the Manager, as applicable Manager under an Assumed Contract, where the allegation of such default is based on an event or condition which occurred or arose (or is alleged to have occurred or arisen) prior to Closing. Buyer shall Indemnify Sellers from and against any and all Claims that Sellers incur by reason of any alleged default on the part of Buyer or Buyer's hotel manager under an Assumed Contract, where the allegation of default is based upon an event or condition which arose or occurred (or is alleged to have arisen or occurred) after Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Capital Lodging)

Contracts and Assumed Contracts. Sellers shall jointly and severally Indemnify Buyer from and against any and all Claims that Buyer incurs by reason of (i) any alleged default on the part of any Seller or the Manager under a Contract not assigned to Buyer at Closing or (ii) any alleged default on the part of any Seller or the Manager, as applicable Manager under an Assumed Contract, where the allegation of such default is based on an event or condition which occurred or arose (or is alleged to have occurred or arisen) prior to Closing. Buyer shall Indemnify Sellers from and against any and all Claims that Sellers incur by reason of any alleged default on the part of Buyer or Buyer's ’s hotel manager under an Assumed Contract, where the allegation of default is based upon an event or condition which arose or occurred (or is alleged to have arisen or occurred) after Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Capital Lodging)

AutoNDA by SimpleDocs

Contracts and Assumed Contracts. Sellers Seller shall jointly and severally Indemnify Buyer from and against any and all Claims that Buyer incurs by reason of (i) any alleged default on the part of any Seller the purchaser or the Manager lessee under a Contract not assigned to Buyer at Closing or (ii) any alleged default on the part of any Seller the purchaser or the Manager, as applicable lessee under an Assumed Contract, where the allegation of such default is based on an event or condition which occurred or arose (or is alleged to have occurred or arisen) prior to Closingthe Closing Date. Buyer shall Indemnify Sellers Seller from and against any and all Claims that Sellers incur Seller incurs by reason of any alleged default on the part of Buyer the purchaser or Buyer's hotel manager lessee under an Assumed Contract, where the allegation of default is based upon an event or condition which arose or occurred (or is alleged to have arisen or occurred) on or after Closingthe Closing Date.

Appears in 1 contract

Samples: Joint Escrow Instructions (Marcus Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!