Obligations of Buyer. Buyer agrees that it will indemnify, hold harmless and defend Seller and each of its directors, officers, stockholders, employees and agents from and against any and all Liabilities that arise from or are in connection with: (a) a breach or default by Buyer of any of his respective covenants or agreements contained in this Agreement; (b) the operation of the Purchased Restaurants from and after the Closing, other than any act or omission of Seller; and (c) the Assumed Obligations.
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Samples: Asset Purchase Agreement (Staceys Buffet Inc), Asset Purchase Agreement (Star Buffet Inc)
Obligations of Buyer. Buyer agrees that it will indemnify, indemnify and hold harmless and defend Seller and each of its directors, officers, stockholders, employees and agents the Sellers from and against any and all Liabilities that arise from Losses of the Sellers, directly or are indirectly, as a result of, or based upon or arising from, any inaccuracy in connection with:
(a) a or breach or default by Buyer nonperformance of any of his respective the representations, warranties, covenants or agreements contained made by Buyer in or pursuant to this Agreement;
(b) the operation Agreement or arising from Buyer's conduct of the Purchased Restaurants from and Business after the Closing, other than any act or omission of Seller; and
(c) the Assumed Obligations.
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Obligations of Buyer. Buyer agrees that it will indemnify, to indemnify and hold harmless Sellers and defend Seller and each of its their directors, officers, stockholdersemployees, employees affiliates, agents and agents assigns from and against any and all Liabilities that arise from Losses, directly or are in connection withindirectly, as a result of, or based upon or arising from:
(aA) a any breach or default by Buyer of any representation, warranty or covenant of his respective covenants or agreements contained Buyer made in this Agreement;
(bB) the operation of the Purchased Restaurants from and after the Closingany liability or obligation of, other than any act or omission of Sellerclaims against, Buyer or its business; and
(cC) any liability or obligation relating to the Assumed ObligationsAssets arising after the Closing.
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Obligations of Buyer. Buyer agrees that it will indemnify, to indemnify and hold harmless and defend Seller and each of its directors, officers, stockholdersemployees, Affiliates (and directors, officers and employees of such Affiliates), agents and agents assigns from and against any and all Liabilities that arise from Losses of Seller arising from, under or are in connection with:
related to, or as a result of (a) a any breach of any of the representations, warranties, covenants or default agreements made by Buyer in or pursuant to this Agreement or the Related Agreements, (b) any other breach by Buyer of any of his respective covenants or agreements contained in this Agreement;
(b) the operation of the Purchased Restaurants from and after the Closing, other than any act or omission of Seller; and
(c) the Assumed Obligationsliabilities assumed by Buyer in Section 2.2 above.
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Samples: Purchase and Sale Agreement (Cinergi Pictures Entertainment Inc)
Obligations of Buyer. Buyer agrees that it will indemnify, to indemnify and hold harmless Seller from and defend against any Losses of Seller and each of its respective directors, officers, stockholdersemployers, employees affiliates, partners, agents and agents assigns, directly or indirectly, as a result of, or based upon or arising from and against any and all Liabilities that arise from or are in connection with:
(a) a any material inaccuracy in or breach or default by Buyer nonperformance of any of his respective the representations, warranties, covenants or agreements contained made by Buyer in this Agreement;
; or (b) the any Order or Action arising out of operation of the Purchased Restaurants from and Business on or after the Closing, other than any act or omission of Seller; and
(c) the Assumed ObligationsClosing Date.
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Samples: Stock Purchase Agreement (Universal Outdoor Holdings Inc)