Purchaser Indemnities. 10.1 The Purchaser hereby agrees to indemnify and hold the Minister of Sport, Arts and Culture, Iziko and its officers, board members, directors, employees, agents, contractors, and attorneys harmless from and against the entirety of any Adverse Consequences, which Iziko may suffer (whether directly or indirectly) resulting from, arising out of, or relating to–
Purchaser Indemnities. The Purchasers hereby agree to indemnify and hold harmless each of the Sellers and their affiliates from and against any and all Damages actually suffered or paid by the Sellers or their affiliates as a result of the breach of any representation or warranty made by the Purchasers in this Agreement. To the extent that the Purchaser’s undertakings set forth in this Section 6(b) may be unenforceable, the Purchasers shall contribute the maximum amount that they are permitted to contribute under applicable law to the payment and satisfaction of all Damages incurred by the parties entitled to indemnification hereunder.
Purchaser Indemnities. The Purchaser indemnifies Dusk Mobile and its Personnel against any and all loss, damage, cost, expense or liability which Dusk Mobile and its Personnel may suffer or incur, to the extent arising out of:
Purchaser Indemnities. The Purchaser indemnifies the Vendor on demand in respect of all Claims which may be incurred by brought, made or recovered against the Vendor consequent on or arising directly or indirectly out of any default or delay by the Purchaser the performance of its obligations contained or implied under the Bookshop Lease on and from Settlement.
Purchaser Indemnities. The Purchaser and its officers, directors, employees, counsel, agents, and stockholders, in each case past, present, or as they may exist at any time after the date of this Agreement, and each person, if any, who controls, controlled, or will control any of them within the meaning of Section 15 of the Securities Act or Section 20(a) of the Securities Exchange Act.
Purchaser Indemnities. 8.1 The Purchaser (for itself and as agent of the Designated Purchasers) undertakes with each Vendor (for itself and as agent for all members of its Retained Group) to indemnify and keep indemnified that Vendor and all members of its Retained Group on an after Tax basis from and against any Costs incurred, made or suffered by the Vendor or any member of its Retained Group to the extent they arise from:
Purchaser Indemnities. If Closing occurs, Purchaser agrees to indemnify, defend and hold harmless Seller and its respective parents and Affiliates, and each of their officers and directors, successors (collectively “Seller Indemnified Party”) and assigns from and against any and all Losses, that are incurred by or awarded against any Seller Indemnified Party, including reasonable legal, accounting, and other expenses in connection therewith (if and to the extent allowable under applicable law), which arise out of, are in connection with, or relate to any breach of the representations or warranties made by Purchaser in Section 7 of this Agreement or in any certificate delivered by Purchaser at Closing; provided, however, that for purposes of determining whether a breach of such representation or warranty has occurred or the amount of Losses incurred in connection therewith, any limitation or qualification as to materiality set forth in such representation and warranty shall be disregarded. The obligations of Purchaser under this Section 13(b) shall survive Closing or termination of this Agreement.
Purchaser Indemnities. Purchaser Indemnitees" shall mean the following Persons:
Purchaser Indemnities. Subject to Sections 4(a) and 4(b), Purchasers shall indemnify and keep indemnified Seller and its Affiliates in full and on demand against any and all Losses which the Seller or its Affiliates may in any way incur or suffer as a result of:
Purchaser Indemnities. The Purchaser hereby agrees to indemnify and hold harmless the Seller and the Company from and against any and all losses, costs, liabilities and expenses arising out of or related to the transfer by the Seller to the Purchaser or the resale or distribution by the Purchaser of any portion of the Shares in violation of the Act or any applicable state securities laws or any written agreements covering the Shares. The Purchaser further agrees to defend, indemnify and hold harmless the Company and the Company's legal counsel, Axxxxxx Xxxxx LLP, and their respective officers, directors, employees, agents, and partners, from and against any and all damages, losses, costs, liabilities and expenses (including reasonable attorneys' fees) arising out of or related to any breach of the representations, warranties or covenants of the Purchaser under this Stock Purchase Agreement.
