Indemnification by the Purchaser. The Purchaser agrees to indemnify AMID, the General Partner and their respective Representatives (collectively, “AMID Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided further, that no AMID Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.
Appears in 4 contracts
Samples: Securities Purchase Agreement (American Midstream Partners, LP), Securities Purchase Agreement (American Midstream Partners, LP), Convertible Preferred Unit Purchase Agreement (American Midstream Partners, LP)
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMIDRegency, the General Partner Partners and their respective Representatives (collectively, “AMID Regency Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, including the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties any representation or warranty is made prior to the expiration of such representations and warranties; and provided furtherrepresentation or warranty, provided, however, that no AMID Related Party the liability of the Purchaser shall not be entitled to recover special, consequential (including lost profits or diminution greater in value) or punitive damagesamount than the Purchase Price.
Appears in 4 contracts
Samples: Common Unit Purchase Agreement, Common Unit Purchase Agreement (Regency Energy Partners LP), Common Unit Purchase Agreement (Regency Energy Partners LP)
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMIDETP, the General Partner Partner, and their respective Representatives (collectively, “AMID ETP Related Parties”) from, and hold each of them harmless against, any and all losses, actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, including the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties any representation or warranty is made prior to the expiration of such representations and warranties; and provided furtherrepresentation or warranty, provided, however, that no AMID Related Party the liability of the Purchaser shall not be entitled to recover special, consequential (including lost profits or diminution greater in value) or punitive damagesamount than the Purchase Price.
Appears in 4 contracts
Samples: Unit Purchase Agreement (Energy Transfer Partners, L.P.), Unit Purchase Agreement (Energy Transfer Equity, L.P.), Unit Purchase Agreement
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMIDthe Partnership, the General Partner and their respective Representatives (collectively, “AMID Partnership Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided provided, further, that no AMID Partnership Related Party Parties shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.
Appears in 3 contracts
Samples: Common Unit Purchase Agreement, Common Unit Purchase Agreement, Common Unit Purchase Agreement (Sunoco LP)
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMID, the General Partner and their respective Representatives (collectively, “AMID Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided further, that no AMID Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.. Section 6.3
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Indemnification by the Purchaser. The Purchaser agrees to indemnify AMID, the General Partner Company and their its respective Representatives (collectively, “AMID Company Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any proceedings, investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach or inaccuracy of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach or inaccuracy of the representations and or warranties is made prior to the expiration of such representations and warrantiesor warranties to the extent applicable; and provided provided, further, that except with respect third-party claims no AMID Company Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damagesdamages under this Section 6.02.
Appears in 1 contract
Samples: Common Stock Subscription Agreement (Ivanhoe Electric Inc.)
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMID, the General Partner Company and their its respective Representatives (collectively, “AMID Company Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, demands and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, damages or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties any representation or warranty is made prior to the expiration of such representations and warrantiesrepresentation or warranty; and provided further, that no AMID Company Related Party shall be entitled to recover special, consequential (including lost profits or diminution in valueprofits) or punitive damages. The maximum liability of the Purchaser for any indemnification of the Company and the Company Related Parties pursuant to this Section 6.2 shall not exceed $90,000,000.
Appears in 1 contract
Samples: Exchange Agreement (Franklin BSP Realty Trust, Inc.)
Indemnification by the Purchaser. The Purchaser Vopak Parent agrees to indemnify AMIDBuckeye, the General Partner and their respective Representatives (collectively, “AMID Buckeye Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided further, that no AMID Buckeye Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.
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Indemnification by the Purchaser. The Purchaser agrees to indemnify AMIDBuckeye, the General Partner and their respective Representatives (collectively, “AMID Buckeye Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided further, that no AMID Buckeye Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.
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Indemnification by the Purchaser. The Purchaser Each Purchaser, severally and not jointly, agrees to indemnify AMID, the General Partner and their respective Representatives (collectively, “AMID Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, and causes of action, and, in connection therewith, promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties is made prior to the expiration of such representations and warranties; and provided further, that no AMID Related Party shall be entitled to recover special, consequential (including lost profits or diminution in value) or punitive damages.
Appears in 1 contract
Samples: Series B Unit Purchase Agreement (American Midstream Partners, LP)
Indemnification by the Purchaser. The Purchaser agrees to indemnify AMID, the General Partner Company and their its respective Representatives (collectively, “AMID Company Related Parties”) from, and hold each of them harmless against, any and all actions, suits, proceedings (including any investigations, litigation or inquiries), demands, demands and causes of action, and, in connection therewith, and promptly upon demand, to pay or reimburse each of them for all reasonable costs, losses, liabilities, damages, damages or expenses of any kind or nature whatsoever, including, without limitation, the reasonable fees and disbursements of counsel and all other reasonable expenses incurred in connection with investigating, defending or preparing to defend any such matter that may be incurred by them or asserted against or involve any of them as a result of, arising out of, or in any way related to the breach of any of the representations, warranties or covenants of the Purchaser contained herein, provided that such claim for indemnification relating to a breach of the representations and warranties any representation or warranty is made prior to the expiration of such representations and warrantiesrepresentation or warranty; and provided further, that no AMID Company Related Party shall be entitled to recover special, consequential (including lost profits or diminution in valueprofits) or punitive damages. The maximum liability of the Purchaser for any indemnification of the Company and the Company Related Parties pursuant to this Section 6.2 shall not exceed the aggregate Purchase Price paid by the Purchaser at the Closing.
Appears in 1 contract
Samples: Purchase and Exchange Agreement (Benefit Street Partners Realty Trust, Inc.)