Indemnification of the Sellers. After the Closing, Purchaser agrees to indemnify, reimburse and hold harmless each Seller Group Member from and against any and all Losses incurred by any such Seller Group Member, directly or indirectly, in connection with or arising from: (a) any breach of any representation or warranty of Purchaser in Article III (disregarding any materiality, “Purchaser Material Adverse Effect” or similar qualifications contained in such representations and warranties); (b) any breach by Purchaser of any covenant to be performed by Purchaser hereunder; or (c) any breach by the Company of any covenant to be performed by the Company hereunder following the Closing.
Appears in 4 contracts
Samples: Unit Purchase Agreement (Graham Holdings Co), Unit Purchase Agreement (McClatchy Co), Unit Purchase Agreement (A. H. Belo Corp)
Indemnification of the Sellers. After the Closing, Purchaser agrees to indemnify, reimburse and hold harmless each Seller Group Member from and against any and all Losses incurred by any such Seller Group Member, directly or indirectly, in connection with or arising from:
: (a) any breach of any representation or warranty of Purchaser in Article III (disregarding any materiality, “Purchaser Material Adverse Effect” or similar qualifications contained in such representations and warranties);
; - 48 - (b) any breach by Purchaser of any covenant to be performed by Purchaser hereunder; or
or (c) any breach by the Company of any covenant to be performed by the Company hereunder following the Closing.
Appears in 1 contract
Samples: Unit Purchase Agreement