Common use of Indemnification by Transferor Clause in Contracts

Indemnification by Transferor. From and after the Closing, Transferor shall indemnify, defend and hold Transferee, its Affiliates, and their respective directors, officers, representatives, employees and agents harmless from and against any and all Liabilities that may be incurred by Transferee resulting or arising from, related to or incurred in connection with: (i) the failure of Transferor to assume, pay, perform and discharge the Retained Liabilities and (ii) any breach of any representation, warranty, covenant, obligation or agreement of Transferor contained herein or in any other Transaction Document.

Appears in 4 contracts

Samples: Asset Transfer Agreement (Union Electric Co), Asset Transfer Agreement (Union Electric Co), Asset Transfer Agreement (Ameren Corp)

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