Common use of INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER Clause in Contracts

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons the amount of, any Damages arising, directly or indirectly, from or in connection with:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

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INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Parent, GPX and its Sellers and their respective Representatives, stockholders, controlling persons and other Related Persons and Affiliates (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer Seller -------------------------- Indemnified Persons the amount of any Damages sustained or incurred by any Seller Indemnified Person to the extent relating to, resulting from or arising out of, or any Damages arising, directly or indirectly, from or in connection withallegation by any third party of:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Global Industrial Technologies Inc), Asset Purchase Agreement (Global Industrial Technologies Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, any Damages arising, directly or indirectly, arising from or in connection with:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Newcare Health Corp), Asset Purchase Agreement (Meadowbrook Rehabilitation Group Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify shall protect, defend, indemnify, and hold the Members and their Affiliates harmless Seller from and its stockholdersagainst any and all Damages sustained, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons the amount of, any Damages arisingincurred or suffered by or asserted, directly or indirectly, from as a result of or in connection withrelating to or arising out of:

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Liquid Holdings Group LLC), Membership Interest Purchase Agreement (Liquid Holdings Group LLC)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons Affiliates and Affiliates Representatives of each of the foregoing (collectively, the "Buyer Indemnified PersonsSELLER INDEMNIFIED PERSONS") for, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 2 contracts

Samples: Unit Purchase Agreement (Source Interlink Companies Inc), Unit Purchase Agreement (Source Interlink Companies Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons Seller the amount of, any Damages arisingloss, liability, claim, damage (including incidental and consequential damages), expense (including reasonable costs of investigation and defense and reasonable attorneys’ fees) or diminution of value, whether or not involving a third-party claim (collectively, “Damages”), directly or indirectly, resulting from or in connection with:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Source Gold Corp.), Stock Purchase Agreement (Micron Enviro Systems Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Sellers, and its stockholdersSellers’ Affiliates, controlling Persons officers, directors, employees and Affiliates agents (collectively, the "Buyer “Seller Indemnified Persons") forfrom, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Industrial Services of America Inc), Asset Purchase Agreement (Industrial Services of America Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons Seller the amount of, any Damages arising, directly suffered or indirectly, incurred by Seller arising from or in connection with:

Appears in 1 contract

Samples: Share Purchase Agreement (Transatlantic Petroleum Ltd.)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will defend, indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSellers, and will pay to the Buyer Indemnified Persons Sellers the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Share Purchase Agreement (Chiquita Brands International Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Sellers, the Company, the Surviving Corporation (from and its stockholders, controlling Persons after the Closing) and their respective Representatives and Affiliates (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer Indemnified Persons the amount of, any Damages arising, directly or indirectly, arising from or in connection with:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integrated Security Systems Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholdersSeller’s managers, controlling Persons officers, employees, agents, and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (BOSTON OMAHA Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Envoy Corp /Tn/)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify ----------------------------------------------- indemnify, defend and hold harmless Seller Seller, the Principals and its their respective Representatives, stockholders, controlling Persons persons and Affiliates affiliates (collectively, the "Buyer Seller's Indemnified Persons") for, and will pay to the Buyer Seller's Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (One Source Telecommunications Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. The Buyer will shall indemnify and hold harmless the Seller and its stockholdersrespective Representatives, shareholders, controlling Persons persons, and Affiliates affiliates (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer Seller Indemnified Persons the amount of, any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Api Electronics Group Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Seller, and its stockholdersRepresentatives, controlling Persons stockholder, and Affiliates affiliates (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Timeline Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. The Buyer will indemnify and hold harmless Seller the Parent Seller, and its Representatives, stockholders, controlling Persons persons and Affiliates (collectively, the "Buyer Indemnified Persons") affiliates for, and will pay to the Buyer Indemnified Persons Parent Seller the amount of, of any Damages arising, directly or indirectly, from or in connection withcaused by and attributable to:

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Measurement Specialties Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will shall indemnify and hold harmless Seller the Sellers and its stockholderstheir Representatives, controlling Persons persons and Affiliates affiliates (collectively, the "Buyer Seller Indemnified Persons") for), and will shall pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dream Finders Homes, Inc.)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. From and after the Closing, Buyer will shall indemnify and hold harmless Seller and its Affiliates and their representatives, stockholders, members, controlling Persons persons, lenders, successors and Affiliates assigns (collectively, the "Buyer Seller Indemnified PersonsParties") for, and will pay for any Damages to the Buyer Indemnified Persons the amount of, any Damages arising, directly or indirectly, extent arising from or in connection withby virtue of:

Appears in 1 contract

Samples: Stock Purchase Agreement (Lci Industries)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify ----------------------------------------------- and hold harmless Seller Sellers and its stockholders, controlling Persons and Affiliates Sellers' Representatives (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer such Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Purchase Agreement (Commercial Aggregates Transportation & Sales LLC)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Shareholders and Seller and its stockholdersdirectors. officers, employees, agents, controlling Persons Persons, and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (BOSTON OMAHA Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will shall indemnify and hold harmless Seller and its Representatives, stockholders, members, controlling Persons persons and Affiliates (collectively, the "Buyer “Seller Indemnified Persons") forParties”), and will shall pay to the Buyer Indemnified Persons Seller the amount of, of any Damages arising, directly or indirectly, arising from or in connection with:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Mastec Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates affiliates (collectively, the "Buyer Seller Indemnified Persons") for, and will pay to the Buyer Seller Indemnified Persons, the amount of any Damages incurred by the Seller Indemnified Persons the amount of, any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Greif Brothers Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will agrees to indemnify and hold harmless the Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Wilson Greatbatch Technologies Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify ----------------------------------------------- and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Standard Pacific Corp /De/)

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INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller, the direct and indirect owners of Seller, the direct and indirect Subsidiaries of Seller and its stockholders, controlling Persons and Affiliates each of the respective Representatives of each of the foregoing (collectively, the "Buyer Indemnified PersonsSELLER INDEMNIFIED PERSONS") for, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Unit Purchase Agreement (Source Interlink Companies Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Seller, its Subsidiaries (excluding for the avoidance of doubt the Company after Closing), and its stockholderstheir respective Representatives, shareholders, controlling Persons persons, and Affiliates (collectively, the "Buyer Indemnified Seller Persons") for, and will pay to the Buyer Indemnified Seller Persons the amount of, of any Damages incurred by any of them and arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Share Purchase and Transfer Agreement (Cohu Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSellers, and will pay to the Buyer Indemnified Persons Sellers the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Gainsco Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will ----------------------------------------------- indemnify and hold harmless Seller Sellers and its stockholders, controlling Persons their successors and Affiliates assigns (collectively, the "Buyer Indemnified Persons") for, and will pay to the Buyer ------------------------- Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Entravision Communications Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSellers, and will pay to the Buyer Indemnified Persons Sellers the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Tickets Com Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholdersSeller’s Affiliates, controlling Persons and Affiliates each of their respective officers, directors, employees, agents, successors and permitted assigns (collectively, the "Buyer “Seller Indemnified Persons") for”), from and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection withactually incurred by such Seller Indemnified Persons arising from:

Appears in 1 contract

Samples: Stake Purchase Agreement (Nucor Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller Seller, and its stockholdersSeller’s Affiliates, controlling Persons officers, directors, employees and Affiliates agents (collectively, the "Buyer “Seller Indemnified Persons") forfrom, and will pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Worthington Industries Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will and Buyer Parent, jointly and severally, hereby agree to indemnify and hold harmless Seller Seller, its Representatives and its stockholders, controlling Persons their respective successors and Affiliates (collectively, the "Buyer Indemnified Persons") for, assigns and will pay to the Buyer Indemnified Persons such persons the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Supply Agreement (Aldila Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forCompany, and will pay to the Buyer Indemnified Persons Company the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Morrison Health Care Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify defend, indemnify, and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, of any Damages Losses arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (IMAC Holdings, Inc.)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will shall indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Russ Berrie & Co Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Seller and its stockholders, controlling Persons and Affiliates (collectively, the "Buyer Indemnified Persons") forSeller, and will pay to the Buyer Indemnified Persons Seller the amount of, of any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: Stock Purchase Agreement (Valley of the Rio Doce Co)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will shall indemnify and hold harmless Seller and its Representatives, stockholders, controlling Persons directors, officers, employees and Affiliates (collectively, the "Buyer “Seller Indemnified Persons") for”), and will shall pay to the Buyer Seller Indemnified Persons the amount of, of any Damages arisingwhich any such Seller Indemnified Persons may suffer, directly sustain or indirectly, from or become subject to in connection with:

Appears in 1 contract

Samples: Asset Purchase Agreement (Perseon Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. The Buyer will indemnify and hold harmless Seller the Shareholders and its stockholders, controlling Persons and Affiliates their Representatives (collectively, the "Buyer “Shareholder Indemnified Persons") for, and will pay to the Buyer Shareholder Indemnified Persons the amount of, of any Damages arising, directly or indirectly, from or in connection withcaused by and attributable to:

Appears in 1 contract

Samples: Share Purchase Agreement (Qad Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify indemnify, defend and hold harmless Seller and its Representatives, stockholders, controlling Persons persons, and Affiliates affiliates (collectively, the "Buyer “Seller Indemnified Persons") for, and will pay to the Buyer Seller Indemnified Persons the amount of, any Damages arising, directly or indirectly, from or in connection with:

Appears in 1 contract

Samples: LLC Interest Assignment and Purchase Agreement (MGP Ingredients Inc)

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