Common use of General Indemnification by Sellers Clause in Contracts

General Indemnification by Sellers. Following the Closing, and subject to the provisions of this Article VIII, Sellers shall, jointly and severally, indemnify and hold harmless Purchaser and its Representatives and Affiliates (including the Purchased Companies after Closing) (collectively, the “Purchaser Indemnified Persons”) for, and shall pay to the Purchaser Indemnified Persons the amount of, any loss, liability, claim, damage, cost, penalty, fine, judgment, expense (including reasonable out-of-pocket attorneys’ fees), whether or not involving a Third Party claim (collectively, “Damages”), arising out of or resulting from: (a) any breach of any representation or warranty made by any Seller in this Agreement; and (b) any breach by any Seller of any covenant or obligation of any Seller in this Agreement. Sellers have not given any representations or warranties with respect to terminations of grants of Copyrights pursuant to 17 U.S.C. Section 203 or Section 304, or the exercise of any rights thereunder, by any Person. Sellers shall have no liability with respect to claims for Damages or indemnification by any Purchaser Indemnified Persons concerning any such rights or the exercise thereof, under 17 U.S.C. Section 203 or Section 304. *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.

General Indemnification by Sellers. Following the Closing, and subject to the provisions of this Article VIII, Sellers shall, jointly and severally, indemnify and hold harmless Purchaser and its Representatives and Affiliates (including the Purchased Companies after Closing) (collectively, the “Purchaser Indemnified Persons”) for, and shall pay to the Purchaser Indemnified Persons the amount of, any loss, liability, claim, damage, cost, penalty, fine, judgment, expense (including reasonable out-of-pocket attorneys’ fees), whether or not involving a Third Party claim (collectively, “Damages”), arising out of or resulting from: (a) any breach of any representation or warranty made by any Seller in this Agreement; and (b) any breach by any Seller of any covenant or obligation of any Seller in this Agreement. Sellers have not given any representations or warranties with respect to terminations of grants of Copyrights pursuant to 17 U.S.C. Section 203 or Section 304, or the exercise of any rights thereunder, by any Person. Sellers shall have no liability with respect to claims for Damages or indemnification by any Purchaser Indemnified Persons concerning any such rights or the exercise thereof, under 17 U.S.C. Section 203 or Section 304. *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.