Common use of Indemnification by MLP Clause in Contracts

Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS Indemnitees”) from and against any and all Losses asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS Indemnitees as a result of or arising out of: (a) the breach of any of the representations or warranties under ARTICLE V; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and (c) to the extent that HOLDINGS is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.2, the Assumed Obligations.

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement, Contribution Agreement (DCP Midstream Partners, LP)

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Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS Indemnitees”) from and against any and all Losses asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS Indemnitees as a result of or arising out of: (a) the breach of any of the representations or warranties under ARTICLE VIV; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and (c) to the extent that HOLDINGS is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.2, the Assumed Obligations.

Appears in 3 contracts

Samples: Contribution Agreement (DCP Midstream Partners, LP), Contribution Agreement (DCP Midstream Partners, LP), Contribution Agreement (DCP Midstream, LLC)

Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS Indemnitees”) from and against any and all Losses asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS Indemnitees as a result of or arising out of: (a) the breach of any of the representations or warranties under ARTICLE Article V; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and (c) to the extent that HOLDINGS is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.2, the Assumed Obligations.

Appears in 2 contracts

Samples: Contribution Agreement (DCP Midstream Partners, LP), Contribution Agreement (DCP Midstream Partners, LP)

Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS Indemnitees”) from and against any and all Losses asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS Indemnitees as a result of or arising out of: : (a) the breach of any of the representations or warranties under ARTICLE Article V; ; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and and (c) to the extent that HOLDINGS is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.2, the Assumed Obligations.. 10.2

Appears in 1 contract

Samples: Contribution Agreement

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Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS MIDSTREAM and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS MIDSTREAM Indemnitees”) from and against any and all Losses (other than the Reserved Liabilities which are retained by Midstream) asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS MIDSTREAM Indemnitees as a result of or arising out of: (a) the breach of any of the representations or warranties under ARTICLE VIV; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and (c) to the extent that HOLDINGS MIDSTREAM is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.29.2, the Assumed Obligations.

Appears in 1 contract

Samples: Purchase and Sale Agreement (DCP Midstream Partners, LP)

Indemnification by MLP. Effective upon Closing, MLP shall defend, indemnify and hold harmless HOLDINGS MIDSTREAM and its Affiliates, and all of its and their directors, officers, employees, partners, members, contractors, agents, and representatives (collectively, the “HOLDINGS MIDSTREAM Indemnitees”) from and against any and all Losses asserted against, resulting from, imposed upon or incurred by any of the HOLDINGS MIDSTREAM Indemnitees as a result of or arising out of: (a) the breach of any of the representations or warranties under ARTICLE Article V; (b) the breach of any covenants or agreements of MLP contained in this Agreement; and (c) to the extent that HOLDINGS MIDSTREAM is not required to indemnify any of the MLP Indemnitees pursuant to Section 10.2, the Assumed Obligations.

Appears in 1 contract

Samples: Contribution Agreement (DCP Midstream Partners, LP)

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