Common use of No Circular Recovery Clause in Contracts

No Circular Recovery. Seller hereby agrees that it will not make any claim for indemnification against Purchaser or any Acquired Company by reason of the fact that Seller was a controlling person, director, employee or Representative of an Acquired Company or was serving as such for another Person at the request of Purchaser or an Acquired Company (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statute, Organizational Document, Contractual Obligation or otherwise) with respect to any claim brought by a Purchaser Indemnitee against Seller relating to this Agreement or any of the Contemplated Transactions. With respect to any claim brought by a Purchaser Indemnitee against Seller relating to this Agreement and any of the Contemplated Transactions, Seller expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired Company with respect to any amounts owed by Seller pursuant to this Article VIII.

Appears in 1 contract

Samples: Stock Purchase Agreement (Allied Defense Group Inc)

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No Circular Recovery. Seller hereby agrees that it will not make any claim for indemnification against Purchaser Buyer or any Acquired Company by reason of the fact that such Seller was a controlling person, director, employee or Representative of an Acquired a Company or was serving as such for another Person at the request of Purchaser or an Acquired a Company (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statuteLegal Requirement, Organizational Document, Contractual Obligation or otherwise) with respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against Seller under this Agreement or otherwise relating to this Agreement, any Ancillary Agreement or any of the Contemplated Transactions. With respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against Seller under this Agreement or otherwise relating to this Agreement, any Ancillary Agreement and or any of the Contemplated Transactions, each Seller expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired Company with respect to any amounts owed by such Seller pursuant to this Article VIIIX or otherwise.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thor Industries Inc)

No Circular Recovery. Each Seller hereby agrees that it will not make any claim for indemnification against Purchaser the Buyer or any Acquired the Company by reason of the fact that such Seller was a controlling person, director, employee or Representative of an Acquired the Company or was serving as such for another Person at the request of Purchaser the Buyer or an Acquired the Company (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statute, Organizational Document, Contractual Obligation or otherwise) with respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against any Seller relating to this Agreement or any of the Contemplated Transactions. With respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against any Seller relating to this Agreement and any of the Contemplated Transactions, each Seller expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired the Company with respect to any amounts owed by such Seller pursuant to this Article VIIISection 10.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sapient Corp)

No Circular Recovery. Seller hereby agrees that it will not make any claim for indemnification against Purchaser Buyer, the Company or any Acquired Company of their respective Affiliates by reason of the fact that Seller was a controlling person, director, manager, officer, employee or Representative of an Acquired the Company or was serving as such for another Person at the request of Purchaser or an Acquired Company (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statute, Organizational Document, Contractual Obligation or otherwise) at the request of Buyer, the Company or any of their respective Affiliates with respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against Seller relating to this Agreement or any of the Contemplated Transactions. With respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against Seller relating to this Agreement and or any of the Contemplated Transactions, Seller expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired the Company with respect to any amounts owed by Seller pursuant to this Article ARTICLE VIII.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Emcor Group Inc)

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No Circular Recovery. Seller Each Shareholder hereby agrees that it will not make any claim for indemnification against Purchaser the Buyer or any Acquired Company the Business by reason of the fact that Seller such Shareholder was a controlling person, director, employee or Representative of an Acquired Company the Seller or the Business or was serving as such for another Person at the request of Purchaser the Buyer, the Seller or an Acquired Company the Business (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statute, Organizational Documentorganizational document, Contractual Obligation contractual obligation or otherwise) with respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against the Seller or any Shareholder relating to this Agreement or any of the Contemplated Transactions. With respect to any claim brought by a Purchaser Indemnitee Buyer Indemnified Person against the Seller or any Shareholder relating to this Agreement and any of the Contemplated Transactions, the Seller and each Shareholder expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired Company the Buyer or the Business with respect to any amounts owed by such Seller or Shareholder pursuant to this Article VIIISection 9.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mastec Inc)

No Circular Recovery. Each Seller hereby agrees that it will not make any claim for indemnification against Purchaser Buyer or any Acquired the Company by reason of the fact that such Seller was a controlling person, director, employee or Representative representative of an Acquired the Company or was serving as such for another Person at the request of Purchaser any Seller or an Acquired the Company (whether such claim is for Losses of any kind or otherwise and whether such claim is pursuant to any statute, Organizational Document, Contractual Obligation statute or any organizational document or contractual obligation of the Company or otherwise) with respect to any claim brought by a Purchaser Indemnitee against Seller relating to this Agreement or the Transaction or that is based on any of facts or circumstances that form the Contemplated Transactionsbasis for an indemnification claim by any -42- Seller hereunder. With respect to any such claim brought by a Purchaser Indemnitee any Seller against the Company or by any Seller relating to this Agreement and any of the Contemplated TransactionsTransaction, each such Seller expressly waives any right of subrogation, contribution, advancement, indemnification or other claim against any Acquired Company Buyer or the Company, with respect to any amounts owed by such Seller pursuant to this Article VIIISection 9.

Appears in 1 contract

Samples: Stock Purchase Agreement (Lifeway Foods Inc)

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