Covenant of Indemnity. The Vendor will indemnify and hold harmless the Purchaser from and against:
(a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at closing and which are not agreed to be assumed by the Purchaser under this Agreement;
(b) any and all losses, claims, damages and costs incurred or suffered by the Purchaser arising out of the breach or inaccuracy of any representation or warranty of the Vendor contained in this Agreement; and
(c) any and all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Vendor will indemnify and hold harmless the Purchaser from and against:
(a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at closing and which are not agreed to be assumed by the Purchaser under this Agreement;
(b) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfillment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation in or omission from any certificate or other instrument furnished or to be furnished to the Purchaser under this Agreement; and
(c) any and all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Vendor and the Covenantor shall jointly and severally indemnify and hold harmless the Purchaser from and against:
(a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at closing and which are not agreed to be assumed by the Purchaser under this Agreement;
(b) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation in or omission from any certificate or other instrument furnished or to be furnished to the Purchaser under this Agreement; and
(c) any and all claims, actions, suits, demands, costs and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Vendor will indemnify and hold harmless the Purchaser from and against:
(a) any and all Indebtedness existing at or arising after the Closing Date;
(b) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty, or non-fulfillment of any covenant on the Vendor's part under this Agreement or from any misrepresentation in or omission from any certificate or other instrument furnished or to be furnished to the Purchaser; and
(c) any and all actions, suits, proceedings, demands, assessments, judgments, costs, and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. Sonic will indemnify and hold harmless Quantum from and against:
(a) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of Sonic under this Agreement furnished or to be furnished to Quantum under this Agreement; and
(b) any and all claims, actions, suits, demands, proceedings, assessments, judgments, costs and legal and other expenses incident to any of the foregoing. Private and Confidential – Not for Distribution Sonic Quantum
Covenant of Indemnity. Columbia will indemnify and hold harmless Origin from and against any damage, or loss arising from any misrepresentation, or non-fulfillment or breach of any covenant on the part of Columbia under this Agreement, or from any misrepresentation in, or omission from, any certificate, or other instrument furnished, or to be furnished, to Origin under this Agreement.
Covenant of Indemnity. PPM & PPMH will indemnify and hold Ninn harmless from and against:
(a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at the Closing Date relating to the Assets transferred to Ninn which are not agreed to be assumed by Ninn under this Agreement; (b) any and all losses, claims, damages and costs incurred or suffered by Ninn arising out of any breach or inaccuracy of any representation, warranty or covenant of PPM & PPMH contained in this Agreement; and (c) any and all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Purchaser will indemnify and hold harmless the Purchaser from and against:
(a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at closing;
(b) any and all losses, leases, damages and costs incurred by the Vendor; and
(c) any and all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Vendor will indemnify and hold harmless each of the Purchaser and the Parent Company from and against:
(a) any and all Indebtedness existing at or arising before, up to, or after the Closing Date;
(b) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty, or non-fulfillment of any covenant on the Vendor's part under this Agreement or from any misrepresentation in or omission from any certificate or other instrument furnished or to be furnished to the Purchaser and the Parent Company; and
(c) any and all actions, suits, proceedings, demands, assessments, judgments, costs, and legal and other expenses incident to any of the foregoing.
Covenant of Indemnity. The Seller and the Target will, jointly and severally, indemnify and hold harmless the Buyer from and against:
i) any liability, whether accrued, absolute, contingent, or otherwise, existing at the Closing Time, and which is not agreed to be assumed by the Buyer under this Agreement;
ii) any damage, or loss arising from any misrepresentation, or non-fulfilment of any covenant, on the part of the Seller or the Target under this Agreement, or from any misrepresentation in, or omission from, any certificate, or other instrument, furnished, or to be furnished, to the Buyer under this Agreement; and
iii) any action, suit, proceeding, claim, costs, legal expenses (on a solicitor and own client basis), and any other expense, incidental to any of the liability, damage or loss referred to in paragraph 8.1(g)(i) and paragraph 8.1(g)(ii).
