Common use of Covenant of Indemnity Clause in Contracts

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 will indemnify and hold harmless the Purchaser from and against: (a) any and all liabilities, whether known, unknown, accrued, absolute, contingent or otherwise, existing at closing Closing which arise out of Vendor's ownership of the Claims and operation of its business prior to Closing and which are not agreed to be assumed by the Purchaser under this Agreement; (b) any and all damage losses, claims, damages and costs incurred or deficiencies resulting from any misrepresentation, suffered by the Purchaser arising out of the breach of warranty or non-fulfillment inaccuracy of any covenant on the part representation or warranty of the Vendor under this Agreement or from any misrepresentation contained 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 will indemnify and hold harmless the Purchaser from and against: (a) any and all liabilitiesIndebtedness arising after the Closing Date, whether accruedexcept any legal, absoluteaccounting, contingent or otherwise, existing at closing regulatory fees incurred in connection with and which are not agreed to be assumed by as part of carrying out the Purchaser under terms of this Agreement; (b) any and all damage or deficiencies resulting from any misrepresentation, breach of warranty 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 Agreementhereunder; and (c) any and all actions, suits, proceedings, demands, assessments, judgments, costs costs, and legal and other expenses incident to any of the foregoing.

Covenant of Indemnity. The Vendor will shall indemnify and hold harmless the Purchaser from and against: (a) any and all liabilities, whether accrued, absolute, contingent or otherwise, existing at closing the 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 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, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.

Covenant of Indemnity. The Vendor will shall indemnify and hold harmless the Purchaser Purchasers 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 Purchasers 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 Purchasers under this Agreement; and (c) any and all claims, actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incident to any of the foregoing.