Common use of Indemnification Based on Agreement Clause in Contracts

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI shall indemnify and hold harmless OSI, Outback and JVP CORP, and OSI, Outback and JVP CORP, jointly and severally, shall indemnify and hold harmless SUMISLAWSKI, against any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI shall indemnify OSI, Outback and JVP CORP, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP for any period prior to and including the Effective Date and (ii) any debt of JVP CORP, and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP which arise out of or are based upon events first occurring on or before the Effective Date.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI OVERHOLT shall indemnify and hold harmless OSI, Outback and JVP CORP, and OSIxxx XXX, Outback and JVP CORP, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIOVERHOLT, against any losses, claims, damages or liabilities to which such indemnified xxxx xxdemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI OVERHOLT shall indemnify OSI, Outback and JVP CORP, as provided in the first thx xxxxx paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP for any period prior to and including the Effective Date and (ii) any debt of JVP CORPCORP (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI shall Aarox xxxll indemnify and hold harmless OSI, Outback and JVP CORPARG, and OSI, Outback and JVP CORPARG, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIAarox, against xxainst any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI shall Aarox xxxll indemnify OSI, Outback and JVP CORPARG, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP ARG for any period prior to and including the Effective Date December 31, 1997 and (ii) any debt of JVP CORPARG (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP ARG which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI shall Flanxxxx xxxll indemnify and hold harmless OSI, Outback and JVP CORPFAI, and OSI, Outback and JVP CORPFAI, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIFlanxxxx, against xxainst any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI shall Flanxxxx xxxll indemnify OSI, Outback and JVP CORPFAI, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP FAI for any period prior to and including the Effective Date and (ii) any debt of JVP CORPFAI (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP FAI which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI LITTLE shall indemnify and hold harmless OSI, Outback and JVP CORP, and OSI, Outback and JVP CORP, jointly and severally, shall indemnify and hold harmless SUMISLAWSKILITTLE, against any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI LITTLE shall indemnify OSI, Outback and JVP CORP, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP for any period prior to and including the Effective Date and (ii) any debt of JVP CORPCORP (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI KADOW shall indemnify and hold harmless OSI, Outback Carrabba's and JVP CORP, and xxx OSI, Outback Carrabba's and JVP CORP, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIKADOW, against any losses, claims, damages or liabilities to which such indemnified suxx xxdemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI KADOW shall indemnify OSI, Outback Carrabba's and JVP CORP, as provided in the first thx xxxst paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP for any period prior to and including the Effective Date and (ii) any debt of JVP CORPCORP (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Carrabba's), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Carrabba's as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI shall Ericxxxx xxxll indemnify and hold harmless OSI, Outback and JVP CORPSonglines, and OSI, Outback and JVP CORPSonglines, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIEricxxxx, against xxainst any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI shall Ericxxxx xxxll indemnify OSI, Outback and JVP CORPSonglines, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP Songlines for any period prior to and including the Effective Date October 1, 1997 and (ii) any debt of JVP CORPSonglines (other than the debts specified in Item 11.1 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP Songlines which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 11.1 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI shall Novexxx xxxll indemnify and hold harmless OSI, Outback and JVP CORPNAI, and OSI, Outback and JVP CORPNAI, jointly and severally, shall indemnify and hold harmless SUMISLAWSKINovexxx, against xxainst any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI shall Novexxx xxxll indemnify OSI, Outback and JVP CORPNAI, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP NAI for any period prior to and including the Effective Date October 1, 1997 and (ii) any debt of JVP CORPNAI (other than the debts specified in Item 11.1 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP NAI which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 11.1 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 hereof, SUMISLAWSKI GRAPPO shall indemnify and hold harmless OSI, Outback and JVP CORP, and OSI, Outback and JVP CORP, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIGRAPPO, against any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI GRAPPO shall indemnify OSI, Outback and JVP CORP, as provided in the first paragraph of this SECTION 11.1, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP for any period prior to and including the Effective Date and (ii) any debt of JVP CORPCORP (other than the debts specified in Item 6.2 of the Disclosure Schedule to the extent assumed by Outback), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 6.2 of the Disclosure Schedule.

Indemnification Based on Agreement. Subject to the limitations contained in SECTION 11.2 Section 11.3 and Section 11.6 hereof, SUMISLAWSKI Grappo shall indemnify and hold harmless OSI, Outback and JVP CORPNSC, and OSI, Outback and JVP CORPNSC, jointly and severally, shall indemnify and hold harmless SUMISLAWSKIGrappo, against any losses, claims, damages or liabilities to which such indemnified party may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any facts or circumstances that would constitute a breach by the other of any representation, warranty or covenant contained herein or in any agreement executed pursuant hereto and will reimburse any legal or other expenses reasonably incurred by any indemnified party in connection with investigating or defending any such loss, claim, damage, liability or action. In addition to the above, SUMISLAWSKI Grappo shall indemnify OSI, Outback and JVP CORPNSC, as provided in the first paragraph of this SECTION 11.1Section 11.2, against any loss, claim, damage or liability arising out of (i) any tax liability of JVP CORP NSC for any period prior to and including the Effective Date and (ii) any debt of JVP CORPNSC or the Partnership (other than the debts specified in Item 11.2 of the Disclosure Schedule to the extent assumed by OSF), and (iii) all claims, obligations, causes of action and liabilities, of whatever kind or character, of any of JVP CORP NSC which arise out of or are based upon events first occurring on or before the Effective Date, except only the liabilities assumed by Outback as specified in Item 11.2 of the Disclosure Schedule.