Common use of Indemnification and Reimbursement by Seller Clause in Contracts

Indemnification and Reimbursement by Seller. Seller shall indemnify and hold harmless Buyer, and its directors, stockholders, members, partners, employees, representatives, and agents (collectively, the "BUYER INDEMNIFIED PERSONS"), and shall reimburse the Buyer Indemnified Persons, for any loss, liability, claim, damage or expense (including costs of investigation and defense and reasonable attorneys' fees and expenses) whether or not involving a third-party claim (collectively, "DAMAGES"), arising, directly or indirectly, from or in connection with: (a) any breach of any representation or warranty made by Seller in this Agreement, or the certificates delivered pursuant to SECTION 1.7; (b) any breach of any covenant or obligation of Seller in this Agreement; and (c) any Retained Liabilities.

Appears in 2 contracts

Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions Group, Inc.)

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Indemnification and Reimbursement by Seller. Seller shall indemnify and hold harmless Buyer, and its directors, stockholders, members, partners, employees, representatives, representatives and agents (collectively, the "BUYER INDEMNIFIED PERSONS"), and shall reimburse the Buyer Indemnified Persons, for any loss, liability, claim, damage (including incidental and consequential damages), or expense (including costs of investigation and defense and reasonable attorneys' fees and expenses) whether or not involving a third-party claim (collectively, "DAMAGES"), arising, directly or indirectly, from or in connection with: (a) any breach of any representation or warranty made by Seller in this Agreement, or the certificates in any certificate of Seller delivered pursuant to SECTION 1.71.7(A); (b) any breach of any covenant or obligation of Seller in this Agreement; and (c) any Retained Liabilities.

Appears in 1 contract

Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)

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Indemnification and Reimbursement by Seller. Seller shall indemnify and hold harmless Buyer, and its directors, stockholders, members, partners, employees, representatives, and agents (collectively, the "BUYER INDEMNIFIED PERSONS"“Buyer Indemnified Persons”), and shall reimburse the Buyer Indemnified Persons, for any loss, liability, claim, damage or expense (including costs of investigation and defense and reasonable attorneys' fees and expenses) whether or not involving a third-party claim (collectively, "DAMAGES"“Damages”), arising, directly or indirectly, from or in connection with: (a) any breach of any representation or warranty made by Seller in Sellerin this Agreement, or the certificates delivered pursuant to SECTION Section 1.7; (b) any breach of any covenant or obligation of Seller in this Agreement; and (c) any Retained Liabilities.

Appears in 1 contract

Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)

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