Common use of Indemnification of Buyer by Seller Clause in Contracts

Indemnification of Buyer by Seller. Subject to the limitation imposed by Section 8.5 below, notwithstanding any investigation by Buyer or its representatives, the Seller, its successors and assigns, will indemnify and hold the Buyer, and its Affiliates, harmless from and fully pay any and all Losses, that Buyer, or any of its Affiliates, may suffer or incur as a result of or relating to (a) the breach of any representations or warranties made by Seller in Article V and elsewhere in this Agreement, or in any other document delivered by Seller to Buyer pursuant hereto to include, without limitation, the Xxxx of Sale (collectively, the "TRANSACTION DOCUMENTS"), or any allegation by a third party that, if true, would constitute such a breach, or (b) the breach of any covenant or agreement of Seller in this Agreement or the Transaction Documents.

Indemnification of Buyer by Seller. Subject to the limitation imposed by Section 8.5 below, notwithstanding any investigation by Buyer or its representatives, the Seller, its successors and assigns, will indemnify and hold the Buyer, and its Affiliates, harmless from and fully pay any and all Losses, that Buyer, or any of its Affiliates, may suffer or incur as a result of or relating to (a) the breach of any representations or warranties made by Seller in Article V and elsewhere in this Agreement, or in any other document delivered by Seller to Buyer pursuant hereto to include, without limitation, the Xxxx of Sale (collectively, the "TRANSACTION DOCUMENTS"“Transaction Documents”), or any allegation by a third party that, if true, would constitute such a breach, or (b) the breach of any covenant or agreement of Seller in this Agreement or the Transaction Documents.

Indemnification of Buyer by Seller. Subject to the limitation imposed by Section 8.5 below, notwithstanding any investigation by Buyer or its representatives, the Seller, its successors and assigns, will indemnify and hold the Buyer, and its Affiliates, harmless from and fully pay any and all Losses, that Buyer, or any of its Affiliates, may suffer or incur as a result of or relating to (ato(a) the breach of any representations or warranties made by Seller in Article V and elsewhere in this Agreement, or in any other document delivered by Seller to Buyer pursuant hereto to include, without limitation, the Xxxx of Sale and the Assignment (collectively, the "TRANSACTION DOCUMENTS"), or any allegation by a third party that, if true, would constitute such a breach, or (b) the breach of any covenant or agreement of Seller in this Agreement or the Transaction Documents, or (c) any Pre-Closing Liability.

Indemnification of Buyer by Seller. Subject to the limitation imposed by Section 8.5 below, notwithstanding any investigation by Buyer or its representatives, the Seller, its successors and assigns, will indemnify and hold the Buyer, and its Affiliates, harmless from and fully pay any and all Losses, that Buyer, or any of its Affiliates, may suffer or incur as a result of or relating to (ato(a) the breach of any representations or warranties made by Seller in Article V and elsewhere in this Agreement, or in any other document delivered by Seller to Buyer pursuant hereto to include, without limitation, the Xxxx of Sale and the Assignment (collectively, the "TRANSACTION DOCUMENTS"“Transaction Documents”), or any allegation by a third party that, if true, would constitute such a breach, or (b) the breach of any covenant or agreement of Seller in this Agreement or the Transaction Documents, or (c) any Pre-Closing Liability.