Common use of Indemnification by Assignee Clause in Contracts

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managers, employees and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignee of those obligations, terms or covenants under or pursuant to the Leases which relate to the physical or environmental condition of the Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the Closing, and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, under or pursuant to the Leases, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable limitations on liabilities and other provisions contained in the Agreement relating to Assignee’s liability.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managersemployees, employees managers and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) ), if any, arising out of or relating to (i) the breach by Assignee of those obligations, terms or covenants under or pursuant to the Leases Licenses and Permits and Warranties assigned hereunder which relate to the physical or environmental condition of the Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the Closing, and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, Assignor under or pursuant to the LeasesLicenses and Permits and the Warranties, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 3 shall be subject to all applicable limitations on liabilities and other provisions contained in the Agreement relating to Assignee’s liability.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managersemployees, employees managers and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignor or Assignee of those the obligations, terms or covenants under or pursuant to the Leases Licenses and Permits and Warranties assigned hereunder which relate to the physical or environmental condition of the Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the Closing, and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, Assignor under or pursuant to the LeasesLicenses and Permits and the Warranties assigned hereunder, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable limitations on liabilities and other provisions contained in the Agreement relating to Assignee’s liability. 5.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managers, employees and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignor or Assignee of those obligations, terms or covenants under or pursuant to the Leases Fxxxxx Ground Lease which relate to the physical or environmental condition of the Fxxxxx Ground Leased Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the ClosingClosing (as defined in the Agreement), and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, as ground lessee under or pursuant to the LeasesGround Lease, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable procedures, limitations on liabilities and other provisions contained in the Agreement Agreement, in each instance relating to Assignee’s liability.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managers, employees and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignee of those obligations, terms or covenants under or pursuant to the Leases Contracts which relate to the physical or environmental condition of the Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the Closing, and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, Assignor under or pursuant to the LeasesContracts, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable limitations on liabilities and other provisions contained in the Agreement relating to Assignee’s liability.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managers, employees and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignor or Assignee of those obligations, terms or covenants under or pursuant to the Leases Xxxxxx Ground Lease which relate to the physical or environmental condition of the Xxxxxx Ground Leased Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the ClosingClosing (as defined in the Agreement), and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, as ground lessee under or pursuant to the LeasesGround Lease, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable procedures, limitations on liabilities and other provisions contained in the Agreement Agreement, in each instance relating to Assignee’s liability. 5.

Indemnification by Assignee. Assignee hereby agrees to indemnify, defend and hold harmless Assignor, and its partners, officers, directors, members, shareholders, affiliates, managersemployees, employees managers and agents, from, of and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to (i) the breach by Assignor or Assignee of those the obligations, terms or covenants under or pursuant to the Leases Licenses and Permits and Warranties assigned hereunder which relate to the physical or environmental condition of the Property, irrespective of whether same arose or accrued (or arises or accrues) prior to, on or after the Closing, and (ii) the breach by Assignee of any of the other obligations, terms or covenants of Assignor, Assignor under or pursuant to the LeasesLicenses and Permits and the Warranties assigned hereunder, which other obligations, terms or covenants accrue from and after the date hereof. The indemnification obligation contained in this Section 4 shall be subject to all applicable limitations on liabilities and other provisions contained in the Agreement relating to Assignee’s liability.