Common use of Purchaser to Indemnify Clause in Contracts

Purchaser to Indemnify. Purchaser agrees to indemnify, hold harmless and defend Seller, and Seller's directors, officers, subsidiaries, successors and assigns, and Affiliates (collectively, the "Seller's Indemnified Parties"), on an after tax basis, from and against any and all Losses of any kind whatsoever which may at any time be incurred by, imposed upon, or asserted or awarded against the Seller's Indemnified Parties that: (a) arise out of or result from the breach or inaccuracy of any representation or warranty made by Purchaser in this Agreement (which shall include the Exhibits and Schedules attached hereto) or any certificate delivered to Seller hereunder, (b) arise out of or result from any breach or failure to comply with any covenant made by Purchaser in this Agreement, (c) are sustained or incurred by the Seller's Indemnified Parties by reason of any failure of the Purchaser to pay, perform or otherwise discharge the Assumed Liabilities, (d) are based upon any action taken or omitted to be taken by Purchaser subsequent to the Closing or (except to the extent specifically otherwise provided herein) resulting from or arising in connection with any transaction or event occurring subsequent to the Closing, (e) after the Closing Date, arise out of or result from the breach or default by Purchaser of any of the obligations of the tenant under the Lease, including without limitation, the obligations to indemnify and hold the landlord harmless with respect to environmental liabilities pursuant to paragraph 65 of the Lease, or (f) are for Transfer Taxes.

Purchaser to Indemnify. Purchaser agrees to indemnify, hold harmless and defend Seller, and Seller's directors, officers, subsidiaries, successors and assigns, and Affiliates (collectively, the "Seller's Se11er,s Indemnified Parties"), on an after tax basis, from and against any and all Losses of any kind whatsoever which may at any time be incurred by, imposed upon, or asserted or awarded against the Seller's Indemnified Parties that: (a) arise out of or result from the breach or inaccuracy of any representation or warranty made by Purchaser in this Agreement (which shall include the Exhibits and Schedules attached hereto) or any certificate delivered to Seller hereunder, (b) arise out of or result from any breach or failure to comply with any covenant made by Purchaser in this Agreement, (c) are sustained or incurred by the Seller's Indemnified Parties by reason of any failure of the Purchaser to pay, perform or otherwise discharge the Assumed Liabilities, (d) are based upon any action taken or omitted to be taken by Purchaser subsequent to the Closing or (except to the extent specifically otherwise provided herein) resulting from or arising in connection with any transaction or event occurring subsequent to the Closing,, or (e) after are for any exit or entrance fees payable to the Closing Date, arise out of or FDIC as a result from the breach or default by Purchaser of any of the obligations consummation of the tenant under the Lease, including without limitation, the obligations to indemnify and hold the landlord harmless with respect to environmental liabilities pursuant to paragraph 65 of the Lease, or (f) are for Transfer Taxestransactions contemplated 47 hereby.

Purchaser to Indemnify. Purchaser agrees to indemnify, hold harmless and defend Seller, and Seller's directors, officers, subsidiaries, successors and assigns, and Affiliates (collectively, the "Seller's Indemnified Parties"), on an after tax basis, from and against any and all Losses of any kind whatsoever which may at any time be incurred by, imposed upon, or asserted or awarded against the Seller's Indemnified Parties that: (a) arise out of or result from the breach or inaccuracy of any representation or warranty made by Purchaser in this Agreement (which shall include the Exhibits and Schedules attached hereto) or any certificate delivered to Seller hereunder, (b) arise out of or result from any breach or failure to comply with any covenant made by Purchaser in this Agreement, (c) are is sustained or incurred by the Seller's Indemnified Parties by reason of any failure of the Purchaser to pay, perform or otherwise discharge the Assumed Liabilities, (d) are is based upon any action taken or omitted to be taken by Purchaser subsequent to the Closing Date or (except to the extent specifically otherwise provided herein) resulting results from or arising arises in connection with any transaction or event occurring subsequent to the Closing,Closing Date unless such Loss arises out of or results from the failure of Seller to deliver on the Closing Date to the Purchaser all applicable Records relating to such Loss which are requested in writing on or prior to the Closing Date, or (e) after is for any exit or entrance fees payable to the Closing Date, arise out of or FDIC as a result from the breach or default by Purchaser of any of the obligations consummation of the tenant under the Lease, including without limitation, the obligations to indemnify and hold the landlord harmless with respect to environmental liabilities pursuant to paragraph 65 of the Lease, or (f) are for Transfer Taxestransactions contemplated hereby.

Purchaser to Indemnify. Purchaser agrees to indemnify, hold harmless and defend Seller, and Seller's directors, officers, subsidiaries, successors and assigns, and Affiliates (collectively, the "Seller's Indemnified Parties"), on an after tax basis, from and against any and all Losses of any kind whatsoever which may at any time be incurred by, imposed upon, or asserted or awarded against the Seller's Indemnified Parties that: (a) arise out of or result from the breach or inaccuracy of any representation or warranty made by Purchaser in this Agreement (which shall include the Exhibits and Schedules attached hereto) or any certificate delivered to Seller hereunder, (b) arise out of or result from any breach or failure to comply with any covenant made by Purchaser in this Agreement, (c) are sustained or incurred by the Seller's Indemnified Parties by reason of any failure of the Purchaser to pay, perform or otherwise discharge the Assumed Liabilities, (d) are based upon any action taken or omitted to be taken by Purchaser subsequent to the Closing or (except to the extent specifically otherwise provided herein) resulting from or arising in connection with any transaction or event occurring subsequent to the Closing,, or (e) after the Closing Date, arise out of or result from the breach or default by Purchaser of any of the obligations of the tenant under the Lease, including without limitation, the obligations to indemnify and hold the landlord harmless with respect to environmental liabilities pursuant to paragraph 65 of the Lease, or (f) are for Transfer Taxessales tax attributable to the Personal Property.