Common use of Indemnification by Assignee Clause in Contracts

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold harmless Assignor from and against any and all actual, out-of-pocket claims, losses, liabilities and expenses, including reasonable attorneys’ fees, suffered or incurred by Assignor in connection with any failure by Assignee to perform its obligations under this Assignment.

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold Assignor harmless Assignor from and against any and all actualclaim, out-of-pocket claimsdemand, lossescause of action, liabilities and expensescharge, including judgment, damage, liability, cost or expense (including, without limitation, reasonable attorneys’ fees, suffered or incurred by Assignor fees and legal costs) arising out of the Contracts in connection with any failure by Assignee to perform its obligations under events occurring on or after the date of this Assignment.

Indemnification by Assignee. Assignee hereby agrees to indemnifyfully, protect, defend (with counsel reasonably satisfactory to Assignor) completely and unconditionally indemnify and hold Assignor harmless Assignor from and against any and all actual, out-of-pocket claims, losses, liabilities and expenses, liabilities, damages, including reasonable without limitation, interest and penalties, attorneys’ fees, suffered and all amounts paid in settlement of any claim, that may be asserted against Assignor, or incurred by which Assignor may incur or suffer and that arise under a Third Party Lease, License or Contract after the date of closing of the transaction contemplated in connection with any failure by Assignee to perform its obligations under this Assignmentthe Agreement.

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, hold harmless, defend (with counsel reasonably satisfactory to Assignor) and hold harmless indemnify Assignor from and against any and all actual, out-of-pocket claims, lossesjudgments, liabilities damages, liabilities, costs and expenses, including including, without limitation, reasonable attorneys’ fees' fees and costs, suffered accruing under the Lease on or incurred by Assignor after the Assignment Date in connection with any failure by the obligations of Assignee to perform its obligations under this Assignmentthereunder.

Indemnification by Assignee. Assignee hereby indemnifies Assignor, and agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold Assignor harmless Assignor from and against any and all actualliability, out-of-pocket claimsloss, lossescost, liabilities and expensesdamage and/or expense, including without limitation reasonable attorneys’ fees, suffered or incurred by which Assignor shall incur in connection with the Leases by reason of any failure by Assignee or alleged failure of Assignee, as the successor to perform its Assignor, to comply with or to fully perform, on and after the date hereof, all obligations to be performed or complied with under this Assignmentany of the terms and conditions in of the Leases.

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) indemnify and hold Assignor harmless Assignor from and against any and all actual, out-of-pocket claims, lossesdemands, liabilities suits and expensespayments of any cost or expense, including reasonable attorneys’ ' fees, suffered that Assignor shall suffer or incurred by Assignor in connection with any incur as a result of Assignee's failure by Assignee to perform its obligations under this Assignmentthe Purchase Agreement, the HUD Commitment or Assumed Contracts from and after the Effective Time.

Indemnification by Assignee. Assignee hereby indemnifies Assignor, and agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold Assignor harmless Assignor from and against any and all actualliability, out-of-pocket claimsloss, lossescost, liabilities and expensesdamage and/or expense, including without limitation reasonable attorneys’ fees, suffered or incurred by which Assignor shall incur in connection with the REA by reason of any failure by Assignee or alleged failure of Assignee, as the successor to perform its Assignor, to comply with or to fully perform, on and after the date hereof, all obligations to be performed or complied with under this Assignmentany of the terms and conditions in of the REA.

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold Assignor free and harmless Assignor of, from and against any and all actualclaims, out-of-pocket claimsdemands, damages, losses, liabilities and expensesliabilities, causes of action, costs or expenses (including reasonable attorneys’ ' fees, suffered or incurred by Assignor in connection with any failure by Assignee to perform its obligations under this Assignment.),

Indemnification by Assignee. Assignee hereby agrees to indemnify, protect, defend (with counsel reasonably satisfactory to Assignor) and hold harmless Assignor from and against any and all actual, out-of-pocket claims, losses, liabilities and expenses, including reasonable attorneys’ ' fees, suffered or incurred by Assignor in connection with any failure by Assignee to perform its obligations under this Assignment.