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 Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Critical Home Care Inc), Stock Purchase Agreement (Arcadia Resources, Inc), Purchase Agreement (VDC Communications Inc)

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INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Genetronics Biomedical Corp), Stock Purchase Agreement (Setech Inc /De), Acquisition Agreement (Carnegie International Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller, and will pay to Sellers Seller the amount of any Damages arising, directly or indirectly, arising from or in connection with (a) any Breach breach of any representation representation, warranty, covenant or warranty obligation made by Buyer in this Agreement Agreement, Buyer's Closing Documents or in any certificate delivered additional documents executed by Buyer and delivered to Seller pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer . The remedies provided in this AgreementSection shall be the exclusive remedy available to Seller against Buyer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Isonics Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller and its officers, directors, employees, agents and affiliates and will pay to Sellers Seller the amount of any Damages (defined in Section 10.2) arising, directly or indirectly, from or in connection with any breach, falsity or inaccuracy (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, Agreement or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Grocers Inc /Or/)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, Sellers and will pay to Sellers the amount of any Damages suffered or incurred by the Seller arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, Agreement or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (H&r Block Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (ai) any material Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (bii) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Integrated Communication Networks Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller, and will pay to Sellers Seller the amount of any Damages loss, Liability, claim, Damage (including incidental and consequential damages), expense (including costs of investigation, defense and reasonable attorneys' fees), arising, directly or indirectly, from or in connection with (a) any Breach breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Critical Home Care Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, their respective heirs, executors and personal representatives, and will pay to Sellers Sellers, their respective heirs, executors and personal representatives the amount of any Damages arising, directly or indirectly, from or in connection with (ai) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, ; or (bii) any Breach by Buyer of any covenant or obligation of Buyer in this AgreementAgreement which is to be performed by Buyer after the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Speizman Industries Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller, and will pay to Sellers Seller the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement, or (c) any claim by any Person for brokerage or finder's fees or commissions or similar payments in connection with any of the Contemplated Transactions.

Appears in 1 contract

Samples: Share Exchange Agreement (Origin Investment Group Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and their heirs and personal representatives, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this AgreementAgreement which is to be performed by Buyer after the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Speizman Industries Inc)

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INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement (without giving effect to any supplement to the Buyer's Disclosure Letter), the Buyer's Disclosure Letter, the supplements to the Buyer's Disclosure Letter, or in any other certificate or document delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.;

Appears in 1 contract

Samples: Stock Purchase Agreement (Gainsco Inc)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will shall indemnify and hold harmless SellersSellers for all losses, liabilities, claims, damages and will pay to Sellers the amount of any Damages arising, directly or indirectly, reasonable expenses (including reasonable attorneys' fees) arising from or in connection with (ai) any Breach breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (bii) any Breach breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Big Flower Holdings Inc/)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.or

Appears in 1 contract

Samples: Stock Purchase Agreement (Medicis Pharmaceutical Corp)

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless Sellers, and will pay to Sellers the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.,

Appears in 1 contract

Samples: Stock Purchase Agreement

INDEMNIFICATION AND PAYMENT OF DAMAGES BY BUYER. Buyer will indemnify and hold harmless SellersSeller, and will pay to Sellers Seller the amount of any Damages arising, directly or indirectly, from or in connection with (a) any Breach of any representation or warranty made by Buyer in this Agreement or in any certificate delivered by Buyer pursuant to this Agreement, or (b) any Breach by Buyer of any covenant or obligation of Buyer in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (American Physicians Capital Inc)

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