Indemnification Obligations of Parent. If the Closing shall occur, Parent, subject to the limitations set forth in this Article VIII, will indemnify and hold harmless Buyer and its Affiliates (including the Transferred Companies) and their respective directors, officers and employees of the foregoing Persons (collectively, the “Buyer Indemnitees”), on a Net After-Tax Basis, against and in respect of any and all Losses, which may be incurred by Buyer Indemnitees based upon, resulting from or arising out of:
Indemnification Obligations of Parent. From and after the Closing, Parent shall indemnify, defend, save and keep HIIC, HIEC and the Affiliates of HIIC (including their respective directors, officers, employees and agents) (each, an "Indemnitee") forever harmless against and from all loss, cost, damage, liability and expense, including reasonable attorney's fees and expenses (collectively, "Damages"), sustained or incurred by any Indemnitee as a result of or arising out of or by virtue of or in connection with any inaccuracy in or breach of any representation or warranty made by Parent or Sub in Article II of this Agreement.
Indemnification Obligations of Parent. Parent will indemnify Representative and the Former Equity Owners and each of their respective successors and permitted assigns (collectively, the “Former Equity Owner Indemnified Parties”) and will save and hold each of them harmless against and pay on behalf of or reimburse such Former Equity Owner Indemnified Parties as and when incurred for any Losses that any Former Equity Owner Indemnified Party may incur, suffer, sustain or become subject to as a result of:
Indemnification Obligations of Parent. Subject to the provisions and limitations set forth in Section 7.4, Parent (the “Parent Indemnifying Person”) will defend, indemnify and hold harmless Seller and its Affiliates, officers, directors, agents, representatives, stockholders and employees (collectively, the “Seller Indemnified Persons” and each individually, a “Seller Indemnified Person”) from and against any Damages directly or indirectly incurred, resulting from or arising out of:
Indemnification Obligations of Parent. (a) Subject to the other terms of this Article VII, from and after Closing Date, Parent shall indemnify, defend and hold harmless each Stockholder and Option Holder, each of their respective Affiliates and each of their respective officers, directors, employees, agents and representatives and each of the heirs, executors, successors and permitted assigns of any of the foregoing (the “Stockholder Indemnified Parties”) from, against and in respect of any and all Losses arising out of or resulting from:
Indemnification Obligations of Parent. To the extent provided in Section 7.3, Parent shall indemnify and hold harmless the Shareholders and each of the affiliates, heirs, executors, successors and assigns of such Shareholders (collectively, the "Shareholder Indemnification Parties") from, against and in respect of any and all claims, liabilities, obligations, losses, costs, expenses, penalties, fines and judgments (at equity or at law) and damages (consequential or otherwise) whenever arising or incurred (including, without limitation, amounts paid in settlement, costs of investigation and reasonable attorneys' fees and expenses) arising out of or relating to:
Indemnification Obligations of Parent. Parent shall indemnify Seller, its Affiliates, and their respective officers, directors, stockholders, agents and other representatives and their successors and assigns (each a “Seller Indemnitee” and collectively, the “Seller Indemnitees” and together with any Parent Indemnitees, the “Indemnitees”) from all Damages sustained or incurred by any of them resulting from or arising out of or by virtue of:
Indemnification Obligations of Parent. From and after the Closing, Parent shall indemnify and hold harmless the Equityholders, Topco, the Retained Subsidiaries, their respective Affiliates and their respective Representatives (collectively, the “Equityholder Indemnified Parties”) from and against, and compensate, reimburse and pay the Equityholder Indemnified Parties for, any and all Losses to the extent arising out of, resulting from or incurred in connection with:
Indemnification Obligations of Parent. From and following the Closing and subject to the limitations contained in this Article X, Parent will indemnify and hold harmless the Stockholder Indemnified Parties from, against and in respect of any and all claims, Liabilities, losses, damages, costs, expenses, penalties, fines and judgments (at equity or at Law, including statutory and common) whenever arising or incurred (including amounts paid in settlement, costs of investigation and reasonable attorneys’ fees and expenses) (collectively, the “Stockholder Losses”, and together with the Parent Losses, the “Losses”) arising out of or relating to:
Indemnification Obligations of Parent. Subject to the provisions of Section 5.4, Parent and its successors and assigns shall indemnify and hold harmless the Stockholders and their respective Affiliates, stockholders, officers, managers, directors, employees, agents, successors and assigns (collectively, the "Stockholder Indemnitees") from and after the Closing, in respect of any Loss which any Stockholder Indemnitees suffer, sustain or become subject to as a result of or by virtue of, without duplication:
