Common use of Other Indemnification Provisions Clause in Contracts

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation or intentional non-disclosure of any material fact. The Sellers hereby agree that they will not make any claim for indemnification against the Corporation by reason of the fact that they were directors, officers, employees, or agents of the Corporation or were serving at the request thereof as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser against the Sellers (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Response Oncology Inc), Stock Purchase Agreement (Seafield Capital Corp)

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Other Indemnification Provisions. The foregoing indemnification -------------------------------- provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers hereby agree that they will not make any claim for indemnification against the Corporation Company by reason of the fact that they were directorshe or it was a director, officersofficer, employeesemployee, or agents agent of the Corporation any such entity or were was serving at the request thereof of any such entity as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Intellisys Group Inc), Stock Purchase Agreement (Intellisys Group Inc)

Other Indemnification Provisions. The foregoing above indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, equitable or common law remedy any Party may have for any intentional misrepresentation or intentional non-disclosure of any material factwith respect to the transactions contemplated by this Agreement. The Sellers hereby agree Seller agrees that they it will not make any claim for indemnification against any of the Corporation Buyer Parties by reason of the fact that they were directorshe, officersshe or it was a director, employeesofficer, employee, shareholder or agents agent of the Corporation Seller or were was serving at the request thereof of the entity as a partner, trustee, director, officer, employee, employee or agent of another entity (whether such the claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, expenses or otherwise and whether such the claim is pursuant to any statute, charter document, bylaw, agreement, agreement or otherwise) with respect to any action, suit, proceeding, complaint, claim, claim or demand brought by any of the Purchaser Buyer Parties against the Sellers Seller (whether such the action, suit, proceeding, complaint, claim, claim or demand is pursuant to this Agreement, applicable law, Law or otherwise).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Innuity, Inc. /Ut/), Asset Purchase Agreement (Innuity, Inc. /Ut/)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy (including without limitation any such remedy arising under any Environmental Laws) any Party may have for any intentional misrepresentation with respect to Antrum, or intentional non-disclosure the transactions contemplated by this Agreement. Each of any material fact. The the Sellers hereby agree agrees that they he or it will not make any claim for indemnification against the Corporation Antrum by reason of the fact that they were directors, officers, employees, he or agents of the Corporation or were serving at the request thereof as it was a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (JPM Co)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers Seller hereby agree that they agrees it will not make any claim for indemnification against the Corporation Target by reason of the fact that they were directorsany individual associated with the Seller was a director, officersofficer, employeesemployee, or agents agent of the Corporation Seller or were was serving at the request thereof of the Seller as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, claim or demand brought by the Purchaser Buyer against the Sellers Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (Astor Holdings Ii Inc)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation with respect to Target or intentional non-disclosure of any material factthe transactions contemplated by this Agreement. The Sellers Seller hereby agree agrees that they he will not make any claim for indemnification against the Corporation Target by reason of the fact that they were directorshe was a director, officersofficer, employeesemployee, or agents agent of the Corporation any such entity or were was serving at the request thereof of any such entity as a partner, trustee, director, manager, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (US Parts Online Inc)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers Seller hereby agree agrees that they he will not make any claim for indemnification against the Corporation Company by reason of the fact that they were directorshe was a director, officersofficer, employeesemployee, or agents agent of the Corporation any such entity or were was serving at the request thereof of any such entity as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, settlement losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (Equimed Inc)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers Seller hereby agree agrees that they it will not make any claim for indemnification against any of the Corporation Buyer and its Subsidiaries by reason of the fact that they were directors, officers, employees, or agents it was an agent of the Corporation Target or were was serving at the request thereof of the Target as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, claim or demand brought by the Purchaser Buyer against the Sellers Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable by law, or otherwise).

Appears in 1 contract

Samples: Merger Agreement (American Consolidated Growth Corp)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, Seller and not in derogation of, each Affiliate of Seller hereby irrevocably waives and relinquishes any statutory, equitable, right or common law remedy any Party may claim it might otherwise have for any intentional misrepresentation or intentional non-disclosure of any material fact. The Sellers hereby agree that they will not to make any claim for indemnification against the Corporation Target or any of its Subsidiaries by reason of the fact that they were directorsany director, officersofficer, employeesemployee or agent of Seller or any Affiliate of Seller was a director, officer, employee, or agents agent of the Corporation Target or were any of its Subsidiaries or was serving at the request thereof of Target or any of its Subsidiaries as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers a Seller Party (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Share Purchase Agreement (Municipal Mortgage & Equity LLC)

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Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers Seller hereby agree agrees that they he will not make any claim for indemnification against the Corporation Target by reason of the fact that they were directorshe or it was a director, officersofficer, employeesemployee, or agents agent of the Corporation any such entity or were was serving at the request thereof of any such entity as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Exchange Agreement (Swissray International Inc)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation with respect to the Company or intentional non-disclosure the transactions contemplated by this Agreement. Each of any material fact. The the Sellers hereby agree agrees that they he will not make any claim for indemnification against the Corporation Company by reason of the fact that they were directorshe or it was a director, officersofficer, employeesemployee, or agents agent of the Corporation Company or were was serving at the request thereof of the Company as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (Relocate 411 Com Inc /)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers hereby agree that they will not make any claim for indemnification against the Corporation Association by reason of the fact that they were directors, officers, employees, or agents of the Corporation Association or were serving at the request thereof as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser against the Sellers (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (Seafield Capital Corp)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty, or intentional non-disclosure of any material factcovenant. The Sellers hereby agree that they will not make any claim for indemnification against the Corporation Company by reason of the fact that they were directorsa member, officersofficer, employeesemployee, or agents agent of the Corporation such entity or were serving at the request thereof of any such entity as a partner, trustee, director, officer, employee, or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, or otherwise) with respect to any action, suit, proceeding, complaint, claim, or demand brought by the Purchaser Buyer against the Sellers (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, or otherwise).

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Specialty Care Network Inc)

Other Indemnification Provisions. The foregoing indemnification provisions are in addition to, and not in derogation of, any statutory, equitable, equitable or common law remedy any Party may have for any intentional misrepresentation breach of representation, warranty or intentional non-disclosure of any material factcovenant. The Sellers Seller hereby agree agrees that they she will not make any claim for indemnification against the Corporation Company by reason of the fact that they were directorsshe was a stockholder, officersdirector, employeesofficer, employee or agents agent of the Corporation any such entity or were was serving at the request thereof of any such entity as a partner, trustee, director, officer, employee, employee or agent of another entity (whether such claim is for judgments, damages, penalties, fines, costs, amounts paid in settlement, losses, expenses, expenses or otherwise and whether such claim is pursuant to any statute, charter document, bylaw, agreement, agreement or otherwise) with respect to any action, suit, proceeding, complaint, claim, claim or demand brought by the Purchaser against the Sellers such Seller (whether such action, suit, proceeding, complaint, claim, or demand is pursuant to this Agreement, applicable law, law or otherwise).

Appears in 1 contract

Samples: Stock Purchase Agreement (Rush Enterprises Inc \Tx\)

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