Common use of Indemnification Provisions for Seller’s Benefit Clause in Contracts

Indemnification Provisions for Seller’s Benefit. In the event Buyer breaches any of its representations, warranties, and covenants contained herein, or in the event Target after Closing breaches any of its covenants contained herein, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(e) below within the survival period (if there is an applicable survival period pursuant to §8(a) above), then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, or caused by the breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of Buyer to indemnify Seller from and against Adverse Consequences resulting from, arising out of, relating to, or caused by breaches of the representations and warranties of Buyer contained herein.

Indemnification Provisions for Seller’s Benefit. In the event Buyer breaches any of its representations, warranties, and covenants contained herein, or in the event Target after Closing breaches any of its covenants contained herein, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(e) below within the survival period (if there is an applicable survival period pursuant to §8(a) above), then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, or caused by the breach; provided, however, that there will be a $150,000 50,000 aggregate ceiling on the obligation of Buyer to indemnify Seller from and against Adverse Consequences resulting from, arising out of, relating to, or caused by breaches of the representations and warranties of Buyer contained herein.

Indemnification Provisions for Seller’s Benefit. In the event Buyer breaches any of its representations, warranties, and covenants contained herein, or in the event Target after Closing breaches any of its covenants contained herein, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(e5(e) below within the survival period (if there is an applicable survival period pursuant to §8(a5(a) above)) and otherwise follows the procedures for making indemnification claims set forth in this §5, then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, or caused by the breach; provided, however, that there will be a $150,000 70,000 aggregate ceiling on the obligation of Buyer to indemnify Seller from and against Adverse Consequences resulting from, arising out of, relating to, or caused by breaches of the representations and warranties of Buyer contained herein.

Indemnification Provisions for Seller’s Benefit. In the event Buyer breaches any of its representations, warranties, and covenants contained herein, or in the event Target after Closing breaches any of its covenants contained herein, and provided that any Seller makes a written claim for indemnification against Buyer pursuant to §8(e) below within the survival period (if there is an applicable survival period pursuant to §8(a) above), then Buyer agrees to indemnify each Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, or caused by the breach; provided, however, that there will be a $150,000 275,000 aggregate ceiling on the obligation of Buyer to indemnify Seller either or both Sellers from and against Adverse Consequences resulting from, arising out of, relating to, or caused by breaches of the representations and warranties of Buyer contained herein.

Indemnification Provisions for Seller’s Benefit. In the event Buyer breaches any of its representations, warranties, and covenants contained herein, or in the event Target after Closing breaches any of its covenants contained herein, herein and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(e11(h) below within the survival period (if there is an applicable survival period pursuant to §8(a) above), then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of . Buyer agrees to indemnify Seller and Access Plans from and against the entirety of any Adverse Consequences Seller or Access Plans may suffer resulting from, arising out of, relating to, in the nature of, or caused by breaches (i) the breach, on or after the Closing Date, of any agreement to which AHS or its Subsidiaries is a party and (ii) the representations operations and warranties activities of Buyer contained hereinAHS and its subsidiaries on and after the Closing Date.

Indemnification Provisions for Seller’s Benefit. (i) In the event any Buyer breaches any of its representations, warranties, and covenants contained hereinin this Agreement, or in the event Target after Closing breaches any of its covenants contained hereinand, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(eSections 7(d) and 9(g) below within the survival period (if there is an applicable survival period pursuant to §8(aSection 7(a) above), then Buyer agrees Buyers agree to indemnify Seller from and against the entirety of any Adverse Consequences suffered Seller may suffer (including any Adverse Consequences suffered Seller may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of Buyer . (ii) Buyers agree to indemnify Seller from and against the entirety of any Adverse Consequences Seller suffers resulting from, arising out of, relating to, in the nature of, or caused by breaches of any Assumed Liability or by any Buyer’s acts or omission occurring after the representations and warranties of Buyer contained hereinClosing.

Indemnification Provisions for Seller’s Benefit. (i) In the event Buyer breaches (or in the event any third party alleges facts that, if true, would mean Buyer has breached) any of its representations, warranties, and covenants contained hereinherein and, or in the event Target after Closing breaches any of its covenants contained herein, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(eSection 11(h) below within the such survival period (if there is an applicable survival period pursuant to §Section 8(a) above), then Buyer agrees to shall indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach (or the alleged breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of ). (ii) Buyer to shall indemnify Seller from and against the entirety of any Adverse Consequences Seller may suffer resulting from, arising out of, relating to, in the nature of, or caused by breaches of any occurrence or circumstance related to Target or its business that first arose, in whole or in part, after the representations and warranties of Buyer contained hereinClosing Date.

Indemnification Provisions for Seller’s Benefit. (i) In the event Buyer breaches any of its representations, warranties, and covenants contained hereinin this Agreement, or in the event Target after Closing breaches any of its covenants contained hereinand, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(eSections 7(d) and 9(g) below within the survival period (if there is an applicable survival period pursuant to §8(aSection 7(a) above), then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered Seller may suffer (including any Adverse Consequences suffered Seller may suffer after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of . (ii) Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences Seller suffers resulting from, arising out of, relating to, in the nature of, or caused by breaches of any Assumed Liability or by Buyer’s acts or omission occurring after the representations and warranties of Buyer contained hereinClosing.

Indemnification Provisions for Seller’s Benefit. (i) In the event Buyer breaches any of its representations, warranties, and covenants contained hereinin this Agreement, or in the event Target after Closing breaches any of its covenants contained hereinand, and provided that Seller makes a written claim for indemnification against Buyer pursuant to §8(eSections 8(d) and 10(g) below within the survival period (if there is an applicable survival period pursuant to §Section 8(a) above), then Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered (including any Adverse Consequences suffered after the end of any applicable survival period) resulting from, arising out of, relating to, in the nature of, or caused by the breach; provided, however, that there will be a $150,000 aggregate ceiling on the obligation of . (ii) Buyer agrees to indemnify Seller from and against the entirety of any Adverse Consequences suffered resulting from, arising out of, relating to, in the nature of, or caused by breaches of the representations and warranties of Buyer contained hereinany Assumed Liability.