INDEMNIFICATION BY SKY CHEFS. Sky Chefs shall indemnify and hold harmless CII and CII's affiliates from, and shall reimburse CII and CII's affiliates for all Damages arising out of or in connection with: (a) any material inaccuracy in any representation or warranty by Sky Chefs set forth in this Agreement; (b) any material failure by Sky Chefs to perform or comply with any agreement or covenant contained in this Agreement; and (c) any Assumed Liabilities and the post-closing operation by Sky Chefs of the Acquired Assets Notwithstanding anything to the contrary set forth herein, Sky Chefs shall not indemnify CII in connection with any Damages arising as a result of the gross negligence or willful misconduct of CII. CII hereby waives and releases any claims against Sky Chefs for consequential or similar damages.
Appears in 3 contracts
Samples: Acquisition Agreement (Sky Chefs Argentine Inc), Acquisition Agreement (Sky Chefs Argentine Inc), Acquisition Agreement (Sky Chefs Argentine Inc)
INDEMNIFICATION BY SKY CHEFS. Sky Chefs shall indemnify and hold harmless CII and CII's affiliates from, and shall reimburse CII and CII's affiliates for all Damages arising out of or in connection with:
(a) any material inaccuracy in any representation or warranty by Sky Chefs set forth in this Agreement;
(b) any material failure by Sky Chefs to perform or comply with any agreement or covenant contained in this Agreement; and
(c) any Assumed Liabilities and the post-closing operation by Sky Chefs of the Acquired Assets Assets. Notwithstanding anything to the contrary set forth herein, Sky Chefs shall not indemnify CII in connection with any Damages arising as a result of the gross negligence or willful misconduct of CII. CII hereby waives and releases any claims against Sky Chefs for consequential or similar damages.
Appears in 1 contract
Samples: Acquisition Agreement (Caterair International Inc /Ii/)