Common use of Mutual Indemnifications for Breaches of Warranty, etc Clause in Contracts

Mutual Indemnifications for Breaches of Warranty, etc. The Partners hereby covenant and agree with the Purchaser, and the Purchaser hereby covenants and agrees with the Partners (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter in this Section 6.1 referred to as the "Indemnifying Party" and the Party so to be indemnified being hereinafter called the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, from and against any claims, demands, actions, causes of action, damage, loss, costs, liability or expense (hereinafter in this Article 6 called "Claims") which may be brought against the Indemnified Party and/or which it may suffer or incur as a result of, in respect of, or arising out of any material non-fulfillment of any covenant or agreement on the part of the Indemnify-ing Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein or in any certificate or other document furnished by the Indemnifying Party pursuant hereto. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned in Section 4.4 hereof respecting the survival of the representations and warranties of the Parties.

Appears in 1 contract

Samples: Share Exchange Agreement (Koala International Wireless Inc)

AutoNDA by SimpleDocs

Mutual Indemnifications for Breaches of Warranty, etc. The Partners Vendor hereby covenant covenants and agree agrees with the Purchaser, and the Purchaser hereby covenants and agrees with the Partners Vendor (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter in this Section 6.1 5.1 referred to as the "Indemnifying Party" and the Party party so to be indemnified being hereinafter called referred to as the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, from and against any claims, demands, actions, causes of action, damage, loss, costs, liability or expense (hereinafter in this Article 6 5 called "Claims") which may be brought against the Indemnified Party and/or which it may suffer or incur as a result of, in respect of, or arising out of any material non-fulfillment of any covenant or agreement on the part of the Indemnify-ing Indemnifying Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein or in any certificate or other document furnished by the Indemnifying Party pursuant hereto. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned in Section 4.4 3.5 hereof respecting the survival of the representations and warranties of the Parties.

Appears in 1 contract

Samples: Share Purchase Agreement (NTN Canada Inc)

Mutual Indemnifications for Breaches of Warranty, etc. The Partners Vendors and the Connollys hereby jointly and severally covenant and agree with the Purchaser, and the Purchaser hereby covenants and agrees with the Partners Vendors (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter in this Section 6.1 referred to as the "Indemnifying Party" and the Party party so to be indemnified being hereinafter called referred to as the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, from and against any claims, demands, actions, causes of action, damage, loss, costs, liability or expense (hereinafter in this Article 6 called "Claims") which may be brought against the Indemnified Party and/or which it may suffer or incur as a result of, in respect of, or arising out of any material non-fulfillment of any covenant or agreement on the part of the Indemnify-ing Indemnifying Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein or in any certificate or other document furnished by the Indemnifying Party pursuant hereto. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned in Section 4.4 hereof respecting the survival of the representations and warranties of the Parties.be

Appears in 1 contract

Samples: Share Purchase Agreement (NTN Canada Inc)

Mutual Indemnifications for Breaches of Warranty, etc. The Partners hereby Vendor and the Principals jointly and severally covenant and agree with the PurchaserPurchaser (and in the case of the Principals, limited only to Claims arising from a breach of SECTIONS 3.03, 3.09 or 3.29 or fraud by the Vendor), and the Purchaser hereby covenants and agrees with the Partners Vendor (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter referred to in this Section 6.1 referred to as the "Indemnifying Party" and the Party so to be indemnified being hereinafter called referred to as the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, from and against any claims, demands, actions, causes of action, damage, loss, costs, liability or expense (hereinafter in this Article 6 called "Claims") all Claims which may be made or brought against the Indemnified Party and/or or which it may suffer or incur incur, directly or indirectly as a result of, of or in respect of, or arising out of connection with any material non-fulfillment of any covenant or agreement on the part of the Indemnify-ing Indemnifying Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein in this Agreement or in any certificate or other document furnished by the Indemnifying Party pursuant heretoto this Agreement. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned in Section 4.4 hereof respecting the survival of the representations and warranties of the Parties.to:

Appears in 1 contract

Samples: Share Purchase Agreement (Bio One Corp)

AutoNDA by SimpleDocs

Mutual Indemnifications for Breaches of Warranty, etc. (a) The Partners Company hereby covenant covenants and agree agrees with the Purchaser, and the Purchaser hereby covenants and agrees with the Partners Company (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter in this Section 6.1 referred to 10 - 10 - as the "Indemnifying Party" and the Party so to be indemnified being hereinafter called the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, Date from and against any claims, demands, actions, causes of action, damage, loss, (including from a reduction in the price of the Shares), costs, liability or expense (hereinafter in this Article 6 Section 8 called "Claims") which may be made or brought against the Indemnified Party and/or which it may suffer or incur as a result of, in respect of, or arising out of any material non-fulfillment fulfilment of any covenant or agreement on the part of the Indemnify-ing indemnifying Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein or in any certificate or other document furnished by the Indemnifying Party pursuant hereto. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned requirements that the Indemnifying Party shall, in Section 4.4 hereof respecting respect of any Claims made by any third party, be afforded an opportunity at its sole expense to resist, defend and compromise the survival same, provided that the Indemnified Party shall provide the Indemnifying Party with notice of the representations and warranties any claims, forthwith upon its receipt of the Partiessame.

Appears in 1 contract

Samples: Share Purchase Agreement (Bb Biotech Ag)

Mutual Indemnifications for Breaches of Warranty, etc. The Partners Vendor hereby covenant covenants and agree agrees with the Purchaser, and the Purchaser hereby covenants and agrees with the Partners Vendor (the Party or Parties so covenanting and agreeing to indemnify another Party being hereinafter in this Section 6.1 5.1 referred to as the "Indemnifying Party" and the Party so to be indemnified being hereinafter called the "Indemnified Party") to indemnify and save harmless the Indemnified Party, effective as and from the Closing Time, from and against any claims, demands, actions, causes of action, damage, loss, costs, liability or expense (hereinafter in this Article 6 5 called "Claims") which may be brought against the Indemnified Party and/or which it may suffer or incur as a result of, in respect of, or arising out of any material non-fulfillment fulfilment of any covenant or agreement on the part of the Indemnify-ing Party under this Agreement or any incorrectness in or breach of any representation or warranty of the Indemnifying Party contained herein or in any certificate or other document furnished by the Indemnifying Party pursuant hereto. The foregoing obligation of indemnification in respect of such Claims shall be subject to the limitation mentioned in Section 4.4 hereof respecting the survival of the representations and warranties of the Parties.be

Appears in 1 contract

Samples: Share Purchase Agreement (Wireless Age Communications Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.