Obligation of Buyer to Indemnify. Buyer agree to indemnify, defend and hold harmless Sellers (and its directors, officers, employees, affiliates, stockholders, agents, attorneys, successors and assigns) from and against any Losses based upon, arising out of or otherwise in respect of any (i) inaccuracy in any representation or warranty of Buyer contained in this Agreement or in the Exhibits hereto or (ii) breach by Buyer of any covenant or agreement contained in this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Trinad Capital L.P.), Stock Purchase Agreement (Trinad Capital L.P.)
Obligation of Buyer to Indemnify. The Buyer agree to shall indemnify, defend and hold harmless Sellers (and its directors, officers, employees, affiliates, stockholders, agents, attorneys, successors and assigns) the Seller from and against any Losses based upon, arising out of or otherwise due to:
a. Any inaccuracy in respect or any breach of any (i) inaccuracy in any representation representation, warranty, covenant or warranty agreement of the Buyer contained in this Agreement or in any document or other writing delivered pursuant hereto;
b. Any liability or obligation assumed by the Exhibits hereto or (ii) breach by Buyer of any covenant or agreement contained in this Agreement.pursuant to Section 2.1; and
Appears in 2 contracts
Samples: Asset Purchase Agreement (Point Capital, Inc.), Asset Purchase Agreement (Point Capital, Inc.)
Obligation of Buyer to Indemnify. Buyer agree agrees to indemnify, defend and hold harmless Sellers each Seller (and its directors, officers, employees, affiliates, stockholders, agents, attorneys, successors and assignsany successor or assignee thereof) from and against any Losses based upon, suffered or incurred by such Seller or any of the foregoing persons arising out of any breach of the representations and warranties of Buyer or otherwise in respect of any (i) inaccuracy in any representation or warranty the covenants and agreements of Buyer contained in this Agreement or in the Exhibits hereto Schedules or (ii) breach by Buyer of any covenant or agreement contained in this Agreementother Transaction Document.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Preferred Employers Holdings Inc), Stock Purchase Agreement (Preferred Employers Holdings Inc)
Obligation of Buyer to Indemnify. Buyer agree agrees to indemnify, defend and hold harmless Sellers (and its directors, officers, employees, affiliates, stockholders, agents, attorneys, successors and assigns) from and against any Losses based upon, arising out of or otherwise in respect of any (i) inaccuracy in any representation or warranty of Buyer contained in this Agreement or in the Exhibits hereto or (ii) breach by Buyer of any covenant or agreement contained in this Agreement.
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Obligation of Buyer to Indemnify. Buyer agree agrees to indemnify, defend and hold harmless Sellers each Seller (and its directorsany director, officersofficer, employeesemployee, affiliates, stockholders, agents, attorneys, Affiliate or successors and assignsassigns of any thereof) from and against any Losses based upon, suffered or incurred by either Seller or any of the foregoing persons arising out of or otherwise in respect of any (i) inaccuracy in any representation breach of the representations and warranties of Buyer or warranty of the covenants and agreements of Buyer contained in this Agreement or in the Exhibits hereto Schedules or any Transaction Document; or (ii) breach by Buyer of any covenant or agreement contained in this AgreementAssumed Liabilities.
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