Common use of No Indemnification by Seller Clause in Contracts

No Indemnification by Seller. Seller is selling to Purchaser the Purchased Assets defined in this Agreement on an “AS IS” and “WHERE IS” basis, with no representations or warranties as to merchantability, fitness or usability or in any other regard (except for the representations and warranties specifically set forth in Article 4 above) and Seller does not agree to defend, indemnify or hold harmless Purchaser, any Affiliate of Purchaser or any director, officer, employee, stockholder, agent or attorney of Purchaser or of any parent, subsidiary or affiliate of Purchaser from and against and in respect of any loss which arises out of or results from the transactions described herein.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cadrenal Therapeutics, Inc.), Asset Purchase Agreement (Cadrenal Therapeutics, Inc.)

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No Indemnification by Seller. Seller is selling to the Purchaser the Purchased Required Assets defined in this Agreement on an “AS IS” "as is" and “WHERE IS” basis"where is", with no representations or warranties as to merchantability, fitness or usability or in any other regard (except for the limited representations and warranties specifically set forth in Article 4 above) and Seller does not agree to defend, indemnify or hold harmless Purchaser, any Affiliate parent, or any subsidiary or affiliate of Purchaser or any director, officer, employee, stockholder, agent or attorney of Purchaser or of any parent, subsidiary or affiliate of Purchaser from and against and in respect of any loss Loss which arises out of or results from the transactions transaction described herein.

Appears in 1 contract

Samples: Asset Purchase Agreement (Seec Inc)

No Indemnification by Seller. Seller is selling to Purchaser right, title and interest in and to the Purchased Assets defined in this Agreement on an AS ISas is” and “WHERE IS” basiswhere is”, with no representations or warranties as to merchantability, fitness or usability or in any other regard (except for the limited representations and warranties specifically set forth in Article 4 above) and Seller does not agree to defend, indemnify or hold harmless Purchaser, any Affiliate parent, subsidiary or affiliate of Purchaser or any director, officer, employee, stockholder, agent or attorney of Purchaser or of any parent, subsidiary or affiliate of Purchaser from and against and in respect of any loss Loss which arises out of or results from the transactions transaction described herein; provided, however, that nothing in this section shall relieve Seller of any liability for breach of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Upay)

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No Indemnification by Seller. Seller is selling to Purchaser Buyer the Purchased Assets defined in this Agreement on an “AS IS” and “WHERE IS” basis, with no representations or warranties as to merchantability, fitness or usability or in any other regard (except for the limited representations and warranties specifically set forth in Article 4 above) ), and Seller does not agree to defend, indemnify or hold harmless PurchaserBuyer, any Affiliate parent, subsidiary or affiliate of Purchaser Buyer or any director, officer, employee, stockholder, agent or attorney of Purchaser Buyer or of any parent, subsidiary or affiliate of Purchaser Buyer from and against and in respect of any loss Loss which arises out of or results from the transactions described herein.

Appears in 1 contract

Samples: Asset Purchase Agreement (Context Therapeutics Inc.)

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