Common use of General Indemnification by the Company Clause in Contracts

General Indemnification by the Company. The Company covenants and agrees that it will indemnify, defend, protect and hold harmless the Purchaser and its officers, stockholders, members, directors, divisions, subdivisions, affiliates, subsidiaries, parents, agents, employees, successors and assigns (the "Purchaser Indemnified Parties") at all times from and after the date of this Agreement, from and against all claims, damages, losses, liabilities, actions, suits, proceedings, demands, assessments, adjustments, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, which shall include, without limitation, expenses of investigation) (collectively, "Losses") incurred by the Purchaser Indemnified Parties as a result of or arising from any breach of the representations and warranties made by the Company set forth herein or on the schedules or certificates delivered in connection herewith. Notwithstanding the foregoing, the Company shall have no obligations to indemnify any Purchaser Indemnified Party against any Losses resulting from any claims brought under or with respect to any of the Mortgage Loan, the Subordinated Loan or the Investor Loan, except to the extent such claims are directly caused by the fraud, gross negligence or willful misconduct of any Company Indemnified Party prior to the effective date hereof.

General Indemnification by the Company. The Company covenants and agrees that it will indemnify, defend, protect and hold harmless the Purchaser and its officers, stockholders, members, directors, divisions, subdivisions, affiliates, subsidiaries, parents, agents, employees, successors and assigns (the "Purchaser Indemnified Parties") at all times from and after the date of this Agreement, from and against all claims, damages, losses, liabilities, actions, suits, proceedings, demands, assessments, adjustments, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, which shall include, without limitation, expenses of investigation) (collectively, "Losses") incurred by the Purchaser Indemnified Parties as a result of or arising from any breach of the representations and warranties made by the Company set forth herein or on the schedules or certificates delivered in connection herewith. Notwithstanding the foregoing, the Company shall have no obligations to indemnify any Purchaser Indemnified Party against any Losses resulting from any claims brought under or with respect to any of the Mortgage Loan, the Subordinated Loan or the Investor Mezzanine Loan, except to the extent such claims are directly caused by the fraud, gross negligence or willful misconduct of any Company Indemnified Party prior to the effective date hereof.

General Indemnification by the Company. The Company covenants and agrees that it will indemnify, defend, protect and hold harmless the Purchaser and its officers, stockholders, members, directors, divisions, subdivisions, affiliates, subsidiaries, parents, agents, employees, successors and assigns (the "Purchaser Indemnified Parties") at all times from and after the date of this Agreement, from and against all claims, damages, losses, liabilities, actions, suits, proceedings, demands, assessments, adjustments, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, which shall include, without limitation, expenses of investigation) (collectively, "Losses") incurred by the Purchaser Indemnified Parties as a result of or arising from any breach of the representations and warranties made by the Company set forth herein or on the schedules or certificates delivered in connection herewith. Notwithstanding the foregoing, the Company shall have no obligations to indemnify any Purchaser Indemnified Party against any Losses resulting from any claims brought under or with respect to any of the Mortgage Loan, the Subordinated Loan or the Investor Loan, except to the extent such claims are directly caused by the fraud, gross negligence or willful misconduct of any Company Indemnified Party prior to the effective date hereof.