Common use of PURCHASER'S INDEMNITY OBLIGATIONS Clause in Contracts

PURCHASER'S INDEMNITY OBLIGATIONS. Purchaser shall indemnify and hold harmless the Company (before the Closing), Compost and the Company's (before the Closing) and Compost's officers, directors, stockholders, employees, agents, representatives and Affiliates (each a "Seller Indemnified Party") from and against any and all Indemnified Amounts paid, imposed on or incurred by a Seller Indemnified Party, directly or indirectly, (i) relating to, resulting from or arising out of (a) any breach or misrepresentation in any of the representations and warranties made by or on behalf of Purchaser in this Agreement or any certificate or instrument contemplated by and delivered in connection with this Agreement or (b) any violation or breach by Purchaser of or default by Purchaser under the terms of this Agreement or any certificate or instrument contemplated by and delivered in connection with this Agreement, or (ii) relating to, resulting from or arising out of any allegation of a third party of the events described in Sections 10.2(a) or (b) above.

PURCHASER'S INDEMNITY OBLIGATIONS. The Purchaser shall indemnify indemnify, defend and hold harmless the Company (before the Closing), Compost Seller and the Company's (before the Closing) and Compost's Seller’s officers, directors, stockholders, employees, agents, representatives and Affiliates (each a "“Seller Indemnified Party"”) from and against any and all Indemnified Amounts paid, imposed on on, required by statutory or other legal authority, or incurred by a Seller Indemnified Party, directly or indirectly, (i) relating to, resulting from or arising out of (a) any breach or misrepresentation in any of the representations and warranties made by or on behalf of the Purchaser in this Agreement or in any certificate or instrument contemplated by and delivered in connection with this Agreement or Agreement, , including without limitation, the License Agreement, (b) any violation or breach by the Purchaser of of, or default by the Purchaser under the terms of of, this Agreement or of any certificate or instrument contemplated by and delivered in connection with this Agreement, (c) any act or (ii) relating toomission by the Purchaser or any of its directors, resulting from officers, employees, agents or representatives, occurring or commencing after the Closing Date, including any claim by a third party, including employees and customers arising out of or related to any allegation act or omission by the Purchaser or any of a third party of its directors, officers, employees, agents or representatives occurring after the events described in Sections 10.2(aClosing Date, and (d) or (b) abovethe Assumed Liabilities.

PURCHASER'S INDEMNITY OBLIGATIONS. Purchaser shall indemnify and hold harmless the Company (before Shareholder and each of the Closing), Compost and the CompanyShareholder's (before the Closing) and Compost's officers, directors, stockholders, employees, agents, representatives and Affiliates (each a "Seller Shareholder Indemnified Party") from and against any and all Indemnified Amounts paid, imposed on or incurred by a Seller Shareholder Indemnified Party, directly or indirectly, Party as a result of (ia) relating to, resulting from or arising out of (ai) any breach or misrepresentation in any of the representations and warranties made by or on behalf of Purchaser in this Agreement or any certificate or instrument contemplated by and delivered in connection with this Agreement or Agreement, (bii) any violation or breach by Purchaser of of, or default by Purchaser under under, any of the terms of covenants made by Purchaser in this Agreement or any certificate or instrument contemplated by and delivered in connection with this Agreement, or (iiiii) any actions or activities of the Company after the Closing Date, or (b) relating to, resulting from or arising out of any allegation of a third party of the events described in Sections 10.2(a8.2(a)(i) through (iii) above and (iv) any broker or (b) abovefinders fee including but not limited to claims made by Agile Equity, LLC.