Common use of Indemnification by Xxxxx Clause in Contracts

Indemnification by Xxxxx. Subject to the provisions of this Section 8, the Buyer shall indemnify and hold harmless the Seller and his agents, advisors, representatives and consultants (the “Seller’s Indemnified Persons”) from and against, and shall reimburse the Seller Indemnified Persons for, any and all Losses arising out of or based upon: (i) any breach of any representation or warranty of the Buyer set forth in this Agreement; and (ii) any breach of any covenant or agreement made by the Buyer in this Agreement.

Indemnification by Xxxxx. Subject to the provisions other terms, conditions and limitations of this Section Article 8, the Buyer shall indemnify and hold harmless the defend Seller and his agents, advisors, representatives and consultants (the “Seller’s Indemnified Persons”) from and against, and shall reimburse the hold Seller Indemnified Persons forharmless from and against, any and all Losses incurred or sustained by, or imposed upon, Seller or its Affiliates based upon, arising out of of, related to or based uponby reason of: (i) any inaccuracy in or breach of any representation or warranty of the representations or warranties of Buyer set forth contained in this Agreement; and or (ii) any breach or non-fulfilment of any covenant covenant, agreement or agreement made obligation to be performed by the Buyer in pursuant to this Agreement.

Indemnification by Xxxxx. Subject to the provisions of this Section 87.6, the Buyer Xxxxx shall defend, indemnify and hold harmless the Seller and his agentsits directors, advisorsofficers, representatives employees and consultants agents (the each a “Seller’s Indemnified PersonsBuyer Indemnitee”) from and against, and shall reimburse the Seller Indemnified Persons for, against any and all Losses actually suffered or incurred by Seller arising out of or based upon: resulting from: (ia) any the breach of any representation or warranty of made by the Buyer set forth in this Agreementunder Article IV (“Buyer Warranty Breach”); and or (iib) any breach of any covenant or agreement made by obligation of the Buyer contained in this Agreement.