Purchaser’s Indemnification Obligation. The Purchaser covenants and agrees to indemnify, defend and hold harmless PositiveID and its officers, directors, control Persons, employees, stockholders, representatives, executors, assigns, successors and affiliates (collectively, the “PositiveID Indemnified Parties”) from, against and in respect of all Losses suffered, sustained, incurred or paid by any PositiveID Indemnified Party resulting from or arising solely out of, directly or indirectly:
Purchaser’s Indemnification Obligation. Subject to the terms and conditions set forth herein, Purchaser shall indemnify, defend and hold harmless Seller, its Affiliates and each of its and their respective shareholders, members, partners, directors, managers, officers, employees, agents and representatives (collectively, the “Seller Indemnified Parties”) from and against any and all Indemnifiable Losses incurred by the Seller Indemnified Parties arising out of or resulting from:
Purchaser’s Indemnification Obligation. Purchaser shall indemnify and hold Huffy, Sellers, and their Affiliates, and their respective successors and assigns, harmless from and against, and in respect of:
Purchaser’s Indemnification Obligation. Purchasers shall individually, and not jointly and severally, indemnify, save and keep the Company and its successors and permitted assigns ("Seller Indemnitees"), forever harmless against and from all Damages sustained or incurred by any Seller Indemnitee, as a result of or arising out of or by virtue of any inaccuracy in or breach of any representation and warranty made by such Purchaser to the Company herein. Each of the representations and warranties made by each Purchaser in this Agreement shall survive for a period of two (2) years after the Closing. No claim for the recovery of Damages arising out of a breach of any such representation and warranty may be asserted by the Company against such Purchaser or its successors in interest after such representations and warranties shall be thus extinguished; provided, however, that claims first asserted in writing within the applicable period shall not thereafter be barred.
Purchaser’s Indemnification Obligation. If the Closing occurs, then from and after the Closing, for a period of eighteen (18), Purchaser shall reimburse, indemnify and hold harmless Seller, its officers, directors, employees, representatives and other agents, and their successors and assigns, against and in respect of:
Purchaser’s Indemnification Obligation. 11 ARTICLE VII Termination..................................................12 ARTICLE VIII Confidentiality and Publicity................................12 8.01 Confidentiality..............................................12 8.02 Publicity....................................................12
Purchaser’s Indemnification Obligation. The Purchaser agrees to indemnify the Stockholders and hold them harmless from and in respect of any assessment, loss, damage, liability, cost, and expense (including, without limitation, interest, penalties and reasonable attorneys' fees) in excess of One Thousand and No/100 Dollars ($1,000.00) in the aggregate, imposed upon or incurred by the Purchaser resulting from a breach of this Agreement, representation, or warranty by the Purchaser. Assertion by the Stockholders of their right to indemnification under this Article VI shall not preclude the assertion by the non-breaching party of any other rights or seeking of any other remedies against the breaching party.
Purchaser’s Indemnification Obligation. (a) Purchaser hereby indemnifies and holds harmless, and agrees to indemnify and hold harmless, the Company and its Affiliates (excluding, for the avoidance of doubt, the Subsidiaries) and the respective directors, officers, employees and agents of each of the foregoing Persons (collectively, the "Company Indemnified Parties") from and against any and all Losses which exist, or which are imposed on, incurred by or asserted against any one or more of the Company Indemnified Parties, based upon, arising out of, resulting from, or otherwise in respect of: 17 17
Purchaser’s Indemnification Obligation. (a) Purchaser hereby indemnifies and holds harmless, and agrees to indemnify and hold harmless, the Company and its Affiliates (excluding, for the avoidance of doubt, the Specified Subsidiaries) and the respective directors, officers, employees and agents of each of the foregoing Persons (collectively, the "COMPANY INDEMNIFIED PARTIES") from and against any and all Losses which exist, or which are imposed on, incurred by or asserted against any one or more of the Company Indemnified Parties, based upon, arising out of, resulting from, or otherwise in respect of:
Purchaser’s Indemnification Obligation. Purchaser agrees that, from and after the Closing, it shall indemnify, defend and hold harmless Company, its officers, directors, Affiliates, partners, members, managers, employees, agents and other representatives (“Company Indemnified Parties”) from and against any Liabilities incurred by any of the foregoing Persons arising out of (a) any inaccuracy or breach of any representation or warranty of Purchaser contained in Article 3 of this Agreement, or (b) any breach of any covenant or agreement of Purchaser contained in this Agreement.
