Common use of Indemnification Covenants of Seller Clause in Contracts

Indemnification Covenants of Seller. Subject to the limitations set forth in this Section 9, Seller shall defend, indemnify, save and keep harmless the Buyer and its affiliates, directors, officers, agents or representatives and their respective successors and permitted assigns (the "Buyer Indemnitees"), against and from all liability, demands, claims, actions or causes of action, assessments, losses, fines, penalties, costs, damages and expenses, including reasonable attorneys' fees (collectively, the "Damages") sustained or incurred by any of the Buyer Indemnitees as a result of or arising out of or relating to: (a) Any inaccuracy in a representation or breach of a warranty made by the Seller and Member in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement; or (b) The failure of the Seller to comply with, or the breach by the Seller of, any of the covenants contained in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement, to be performed by the Seller; or (c) Any liability now or subsequently existing arising out of or in connection with the Business, solely to the extent that such liabilities and/or obligations relate to periods prior to the Effective Date, except to the extent that any such liability is expressly assumed by the Buyer pursuant to this Agreement.

Indemnification Covenants of Seller. Subject to the limitations set forth in this Section 98, the Seller shall defend, indemnify, save and keep harmless the Buyer and its affiliates, directors, officers, agents or representatives and their respective successors and permitted assigns (the "Buyer Indemnitees"), against and from all liability, demands, claims, actions or causes of action, assessments, losses, fines, penalties, costs, damages and expenses, including reasonable attorneys' fees (collectively, collectively the "Damages") sustained or incurred by any of the Buyer Indemnitees as a result of or arising out of or relating to: (a) Any inaccuracy in a representation or breach of a warranty made by the Seller and Member in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement; or (b) The failure of the Seller to comply with, or the breach by the Seller of, any of the covenants contained in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement, to be performed by the Seller; or (c) Any liability now or subsequently existing arising out of or in connection with the Business, solely to the extent that such liabilities and/or obligations relate Business relating to periods prior to the Effective Date, except to the extent that any such liability is expressly assumed by the Buyer pursuant to this Agreement.

Indemnification Covenants of Seller. Subject to the limitations set forth in this Section 910, Seller shall defend, indemnify, save and keep harmless the Buyer and its affiliates, directors, officers, agents or representatives and their respective successors and permitted assigns (the "“Buyer Indemnitees"”), against and from all liability, demands, claims, actions or causes of action, assessments, losses, fines, penalties, costs, damages and expenses, including reasonable attorneys' ’ fees (collectively, the "“Damages"”) sustained or incurred by any of the Buyer Indemnitees as a result of or arising out of or relating to: (a) Any inaccuracy in a representation or breach of a warranty made by the Seller and Member Member(s) in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement; or (b) The failure of the Seller to comply with, or the breach by the Seller of, any of the covenants contained in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement, to be performed by the Seller; or (c) Any liability now or subsequently existing arising out of or in connection with the Business, solely to the extent that such liabilities and/or obligations relate to periods prior to the Effective Date, except to the extent that any such liability is expressly assumed by the Buyer pursuant to this Agreement.

Indemnification Covenants of Seller. Subject to the limitations set forth in this Section 9, Seller shall defend, indemnify, save and keep harmless the Buyer and its affiliates, directors, officers, agents or representatives and their respective successors and permitted assigns (the "Buyer Indemnitees"), against and from all liability, demands, claims, actions or causes of action, assessments, losses, fines, penalties, costs, damages and expenses, including reasonable attorneys' fees (collectively, collectively the "Damages") sustained or incurred by any of the Buyer Indemnitees as a result of or arising out of or relating to: (a) Any inaccuracy in a representation or breach of a warranty made by the Seller and Member in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement; or (b) The failure of the Seller to comply with, or the breach by the Seller of, any of the covenants contained in this Agreement or in any document or instrument delivered to the Buyer in connection with this Agreement, to be performed by the Seller; or (c) Any liability now or subsequently existing arising out of or in connection with the Business, solely to the extent that such liabilities and/or obligations relate Business relating to periods prior to the Effective Date, except to the extent that any such liability is expressly assumed by the Buyer pursuant to this Agreement.