Indemnification of Seller. Buyer agrees to indemnify, defend and hold harmless Seller Indemnified Parties from and against any and all Losses caused by or arising out of or resulting from any of the following: (a) a breach of any representation and warranty by Buyer contained in this Agreement; or (b) a breach by Buyer of any of its covenants or agreements contained in this Agreement.
Appears in 3 contracts
Samples: Assignment and Equity Purchase Agreement, Assignment and Equity Purchase Agreement, Assignment and Equity Purchase Agreement (Arc Logistics Partners LP)
Indemnification of Seller. Buyer agrees to shall indemnify, defend and hold harmless Seller and its shareholders, officers, employees, successors, agents, representatives and assigns (each, a “Seller Indemnified Parties Party”) from and against any and all Losses caused by to the extent which arise out of, or arising out of result from, or resulting from relate to any of the following:
(a) a breach or inaccuracy of any representation and warranty by representation, warranty, covenant or agreement of Buyer contained in this Agreement; or
(b) a breach Agreement or in any certificate delivered by Buyer of any of its covenants or agreements contained in this Agreementhereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Ladenburg Thalmann Financial Services Inc)
Indemnification of Seller. Buyer agrees Buyers hereby agree to indemnify, defend indemnify and hold harmless Seller Indemnified Parties and its officers, shareholders, employees, agents, representatives, and Affiliates, as applicable (the “Seller Indemnitees”) from and against any and all Losses caused by or based upon, arising out of or resulting from any of the following:
(a) a breach of any representation and warranty by Buyer contained in this Agreement; or
(b) a breach by Buyer of any of its Buyers’ representations, warranties, covenants or agreements contained in this Agreementagreements.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Radiation Therapy Services Holdings, Inc.)
Indemnification of Seller. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Sellers and their respective agents, representatives and Affiliates, as applicable (the “Seller Indemnified Parties Indemnitees”) from and against any and (a) all Losses caused by or based upon, arising out of or resulting from any of the following:
(a) a breach of any representation and warranty by Buyer contained in this Agreement; or
(b) a breach by Buyer of any of its Buyer’s representations, warranties, covenants or agreements contained in this AgreementAgreement and (b) all Losses associated with the operation of the Business on and after the Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Radiation Therapy Services Holdings, Inc.)
Indemnification of Seller. Buyer hereby agrees to indemnify, defend indemnify and hold harmless Seller Indemnified Parties and its officers, shareholders, employees, agents, representatives, and Affiliates, as applicable (the “Seller Indemnitees”) from and against any and all Losses caused by or based upon, arising out of or resulting from any of the following:
(a) a breach of any representation and warranty by Buyer contained in this Agreement; or
(b) a breach by Buyer of any of its Buyer’s representations, warranties, covenants or agreements contained in this Agreement.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Radiation Therapy Services Holdings, Inc.)
Indemnification of Seller. Buyer agrees to indemnify, defend that it shall indemnify and hold harmless Seller Indemnified Parties Seller, its affiliated companies and subsidiaries, and their respective employees, directors, officers, agents, successors and assigns from and against any Loss and all Losses caused Expense incurred directly or indirectly by such persons by reason of, or arising out of or resulting from any of the followingof:
(a) a any breach of any representation and or warranty made by Buyer contained in pursuant to this Agreement; or
(b) a breach any failure by Buyer of to perform or fulfill any of its covenants or agreements contained set forth in this Agreement.
Appears in 1 contract