Purchaser's Indemnities for Representations and Warranties. Purchaser shall be liable to Vendor for and shall, in addition, indemnify Vendor and Vendor's Representatives from and against, all Losses suffered, sustained, paid or incurred by Vendor or its Representatives which would not have been suffered, sustained, paid or incurred had all of the representations and warranties contained in Section 4.2 been accurate and truthful; provided, that nothing in this Section 5.1 shall be construed so as to cause Purchaser to be liable to or indemnify Vendor in connection with any representation or warranty contained in Section 4.2 if and to the extent that Vendor did not rely upon such representation or warranty.
Purchaser's Indemnities for Representations and Warranties. Purchaser shall be liable to Vendor for and shall, in addition, indemnify Vendor from and against, all losses, costs, claims, damages, expenses and liabilities suffered, sustained, paid or incurred by Vendor which would not have been suffered, sustained, paid or incurred had all of the representations and warranties contained in section 4.3 been accurate and truthful.
Purchaser's Indemnities for Representations and Warranties. The Purchaser shall be liable to the Debtor for and shall, in addition, indemnify the Debtor from and against, all Losses suffered, sustained, paid or incurred by the Debtor insofar as such Losses are a result of any act, omission, circumstance or other matter arising out of, resulting from, attributable to or connected with a breach of the representations and warranties contained in Article 6.
Purchaser's Indemnities for Representations and Warranties. From and after Closing and subject to Clauses 6.5 and 6.6, Purchaser: (a) shall be liable for all Losses and Liabilities suffered, sustained, paid or incurred by Vendor or any of the Vendor's Related Persons, and, in addition and as an independent covenant, (b) shall indemnify Vendor and each of the Vendor's Related Persons from and against all Losses and Liabilities suffered, sustained, paid or incurred by them and all Claims made against them, in either case, as a direct consequence of any representations or warranties contained in Clause 5.3, excepting those in Clause 5.3(l), being untrue or incorrect or of a breach by Purchaser of any of its covenants contained in this Agreement.
Purchaser's Indemnities for Representations and Warranties. From and after Closing and subject to Clauses 5.6, 6.5 and 6.6, Purchaser shall be liable for all Losses and Liabilities suffered, sustained, paid or incurred by Vendor or any of the Vendor's Related Persons, and, in addition and as an independent covenant, shall defend, indemnify and keep harmless Vendor from and against all Losses and Liabilities suffered, sustained, paid or incurred by it and all Claims made against it, in either case, as a consequence of any representations or warranties contained in Clause 5.3 being untrue or incorrect or of a breach by Purchaser of any of its covenants contained in this Agreement that are to be performed or complied with at or prior to the Closing Time, provided that Purchaser shall have no liability under the foregoing assumption of liability and indemnity provided for in this Clause 6.2 for any such Losses and Liabilities or Claims in respect of which Vendor, absent fraud, has not provided written notice thereof in reasonable detail to Purchaser within [Redaction - time period] period immediately following Closing.
Purchaser's Indemnities for Representations and Warranties. Purchaser shall be liable to Vendor for and shall, in addition, indemnify Vendor from and against, all losses, costs, claims, damages, expenses and liabilities suffered, sustained, paid or incurred by Vendor which would not have been suffered, sustained, paid or incurred had all of the representations and warranties contained in section 4.3 been accurate and truthful, provided however that nothing in this section 5.2 shall be construed so as to cause Purchaser to be liable to or indemnify Vendor in connection with any representation or warranty contained in section 4.3 if and to the extent that Vendor did not rely upon such representation or warranty. Time Limitation No claim under this Article 5 shall be made or be enforceable by a Party unless written notice of such claim, with reasonable particulars, is given by such Party to the Party against whom the claim is made within a period of twelve (12) months from the Closing Time.
Purchaser's Indemnities for Representations and Warranties. The Purchaser shall be liable to the Vendors for and shall, in addition, indemnify the Vendors, their Affiliates, and all of their respective shareholders, partners, members, directors, officers, managers, employees, agents and representatives (the “Vendor Indemnified Parties”) from and against all Losses and Liabilities arising out of, relating to or resulting from any breach by any of the Purchaser of any of the representations and warranties contained in section 4.2 or any covenant or agreement of the Purchaser contained in this Agreement.
Purchaser's Indemnities for Representations and Warranties. Purchaser shall be liable to Vendor for and shall, in addition, indemnify Vendor from and against, all Losses suffered, sustained, paid or incurred had all the representations and warranties contained in Clause 5.5 been accurate and truthful, provided however that nothing in this Clause 6.2 shall be construed so as to cause Purchaser to be liable to or indemnify Vendor in connection with any representation or warranty contained in Clause 5.5 if and to the extent that Vendor did not rely upon such representation or warranty.
Purchaser's Indemnities for Representations and Warranties. Purchaser shall be liable to Vendor for and shall, in addition, indemnify Vendor from and against, all losses, costs, claims, damages, expenses and liabilities suffered, sustained, paid or incurred by Vendor which would not have been suffered, sustained, paid or incurred had all of the representations and warranties contained in section 4.2 been accurate and truthful, provided however that nothing in this section 5.2 shall be construed so as to cause Purchaser to be liable to or indemnify Vendor in connection with any representation or warranty contained in section 4.2 if and to the extent that Vendor did not rely upon such representation or warranty or unless (and then only to the extent) the aggregate amount of such losses, costs, claims, damages, expenses and liabilities suffered, sustained or incurred by Vendor is greater than $820,000.00. This clause shall not apply to the extent that any matter or thing is the proper subject of an operating adjustment under Article 7.
Purchaser's Indemnities for Representations and Warranties. From and after Closing, the Purchaser shall be liable to the Vendors and be responsible for and shall, in addition, indemnify, release and save the Vendors harmless from and against, all losses, costs, claims, damages, expenses and liabilities which the Vendors may suffer, sustain, pay or incur resulting from, arising out of, attributable to or connected with any breach of any representation or warranty made by the Purchaser under Clause 6.03.
