Purchaser’s Indemnification. Purchaser will defend, indemnify and hold Seller harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Facility on and after the Closing Date; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2.
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Adcare Health Systems, Inc), Purchase and Sale Agreement (Adcare Health Systems Inc), Purchase and Sale Agreement (Adcare Health Systems Inc)
Purchaser’s Indemnification. Purchaser will defend, indemnify and hold Seller harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Facility Facilities on and after the Closing Date; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2.
Appears in 3 contracts
Samples: Escrow Agreement (Global Healthcare Reit, Inc.), Escrow Agreement (Adcare Health Systems Inc), Purchase and Sale Agreement (Adcare Health Systems Inc)
Purchaser’s Indemnification. Purchaser will defendhereby defends, indemnify indemnifies and hold Seller holds the Company and Shareholder harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Real Property and Facility on and after the Closing Date; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2.
Appears in 2 contracts
Samples: Escrow Agreement, Escrow Agreement (Global Healthcare Reit, Inc.)
Purchaser’s Indemnification. Purchaser will defend, indemnify and hold Seller Sellers harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Facility Facilities on and after the Closing Date; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Adcare Health Systems Inc), Purchase and Sale Agreement (Adcare Health Systems Inc)
Purchaser’s Indemnification. Purchaser will Purchasers shall jointly and severally defend, indemnify and hold Seller Sellers harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of a representation or warranty contained made by Purchasers in this Agreement; (b) the ownership and/or prior or future operation of the Facility on and after the Closing DateFacilities; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.210.2.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Adcare Health Systems, Inc)
Purchaser’s Indemnification. Purchaser will defend, indemnify and hold Seller harmless against and in respect of any and all liability, damage, loss, cost, and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Facility on and after the Closing Date; (c) any and all actions, suits, proceedings, audits, judgments, costs, and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Adcare Health Systems Inc)
Purchaser’s Indemnification. Purchaser will defend, indemnify and hold Seller harmless against and in respect of any and all liability, damage, loss, costcost , and expenses arising out of or otherwise in respect of: (a) any misrepresentation or breach of warranty contained in this Agreement; (b) the ownership and/or operation of the Facility Company on and after the Closing Date; (c) any and all actions, suits, proceedingsproceedings , audits, judgments, costscosts , and legal and other expenses incident to any of the foregoing or to the enforcement of this Section 11.2Section.
Appears in 1 contract
Samples: Purchase and Asset Sale Agreement (Mobiquity Technologies, Inc.)