Common use of General Indemnification by Acquiror Clause in Contracts

General Indemnification by Acquiror. Subject to the provisions of Section 10.10, the Acquiror hereby indemnifies and holds the Contributor harmless from and against any and all claims, costs, penalties, damages, losses, liabilities and expenses (including reasonable attorneys' fees), net of any insurance proceeds, income tax benefits, or other benefits or recoveries, that may at any time be incurred by the Contributor, whether before or after Closing, as a result of any breach by the Acquiror of any of its representations, warranties, covenants or obligations set forth herein or in any other document delivered by the Acquiror pursuant hereto, other than the representation set forth in Section 4.22 hereof regarding the tax consequences of the transaction to the Contributor and its partners who execute the Guaranty Agreement, the liabilities agreed to be assumed by the Acquiror, include the Mortgage and accounts payable, and Post Closing Covenants of Acquiror pursuant to Article VII, to the extent claims of the Contributor arising under such breaches exceed in the aggregate $500,000.

Appears in 5 contracts

Samples: Contribution Agreement (Innkeepers Usa Trust/Fl), Contribution Agreement (Innkeepers Usa Trust/Fl), Contribution Agreement (Innkeepers Usa Trust/Fl)

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General Indemnification by Acquiror. Subject to the provisions of Section 10.10, the Acquiror hereby indemnifies and holds the Contributor harmless from and against any and all claims, costs, penalties, damages, losses, liabilities and expenses (including reasonable attorneys' fees), net of any insurance proceeds, income tax benefits, or other benefits or recoveries, that may at any time be incurred by the Contributor, whether before or after Closing, as a result of any breach by the Acquiror of any of its representations, warranties, covenants or obligations set forth herein or in any other document delivered by the Acquiror pursuant hereto, other than the representation set forth in Section 4.22 hereof regarding the tax consequences of the transaction to the Contributor and its partners who execute the Guaranty Agreement, the liabilities agreed to be assumed by the Acquiror, include the Mortgage Documents and accounts payable, and Post Closing Covenants of Acquiror pursuant to Article VII, to the extent claims of the Contributor arising under such breaches exceed in the aggregate $500,000.

Appears in 1 contract

Samples: Contribution Agreement (Innkeepers Usa Trust/Fl)

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General Indemnification by Acquiror. Subject to the provisions of Section 10.1010.10 and the more specific provisions of Section 9.4 below with respect to certain tax matters, the Acquiror hereby indemnifies and holds the Contributor harmless from and against any and all claims, costs, penalties, damages, losses, liabilities and expenses (including reasonable attorneys' fees), net of any insurance proceeds, income tax benefits, or other benefits or recoveries, that may at any time be incurred by the Contributor, whether before or after Closing, as a result of any breach by the Acquiror of any of its representations, warranties, covenants or obligations set forth herein or in any other document delivered by the Acquiror pursuant hereto, other than the representation set forth in Section 4.22 hereof regarding the tax consequences of the transaction to the Contributor and its partners who execute the Guaranty Agreementtransaction, the liabilities agreed to be assumed by the Acquiror, include the Mortgage Acquiror and accounts payable, and Post Closing Covenants post closing covenants of Acquiror pursuant to Article VII, to the extent claims of the Contributor arising under such breaches exceed in the aggregate $500,000.to

Appears in 1 contract

Samples: Contribution Agreement (Innkeepers Usa Trust/Fl)

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