Purchaser's Obligations to Indemnify Sample Clauses

Purchaser's Obligations to Indemnify. (a) If Purchaser is in breach of any of the representations and warranties set forth in Article 8, the Purchaser shall pay to the Vendors an amount equal to 100% of all actual damages and expenses incurred by the Vendors which would not have been incurred had said representations and warranties not been breached, provided however that the Vendors shall have the right to assert claims pursuant to this Section 9.12 until December 31, 2001.
Sample 1
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Purchaser's Obligations to Indemnify. Subject to the limitations and procedures contained in this Article IX, following the Closing, Purchaser shall indemnify, defend and hold harmless each Shareholder and its Affiliates, and their respective directors, officers, employees, trustees and representatives (each, a “Shareholder Indemnified Party” and, together with the Purchaser Indemnified Parties, the “Indemnified Parties”), from and against any and all Damages suffered, sustained, incurred or required to be paid by any such Shareholder Indemnified Party due to, based upon, arising out of or otherwise in respect of any Breach of any representation, warranty, covenant and/or agreement of Purchaser contained in this Agreement (or any schedule hereto or any certificate delivered to the Company or the Shareholders on behalf of Purchaser pursuant hereto).
Sample 1

Related to Purchaser's Obligations to Indemnify

  • Conditions to Initial Purchasers’ Obligations The respective obligations of the Initial Purchasers hereunder are subject to the accuracy, when made and on and as of the Closing Date, of the representations and warranties of the Company and the Guarantors contained herein, to the performance by the Company and the Guarantors of their respective obligations hereunder, and to each of the following additional terms and conditions:

  • Buyer’s Obligations At Closing, Buyer shall deliver or cause to be delivered to Seller the following:

  • Conditions to the Purchaser’s Obligations The obligations of the Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction (or waiver by the Purchaser in writing) of the following conditions as of the Closing Date:

  • Purchaser’s Obligations At the Closing, Purchaser shall deliver to Seller the following:

  • Conditions of the Purchaser’s Obligations The obligations of the Purchaser to purchase and pay for the Private Placement Warrants are subject to the fulfillment, on or before each Closing Date, of each of the following conditions:

  • Conditions to the Purchasers’ Obligation The obligation of each Purchaser to consummate the purchase of the Subordinated Notes to be purchased by them at Closing and to effect the Disbursement is subject to delivery by or at the direction of the Company to such Purchaser (or, with respect to the Indenture, the Trustee) each of the following (or written waiver by such Purchaser prior to the Closing of such delivery):

  • Seller’s Obligations At Closing, Seller shall deliver or cause to be delivered to Buyer the following:

  • Conditions of the Initial Purchasers’ Obligations The obligation of the Initial Purchasers to purchase and pay for the Securities shall, in their sole discretion, be subject to the satisfaction or waiver of the following conditions on or prior to the Closing Date:

  • Conditions to Purchaser’s Obligation The obligation of Purchaser to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following conditions on or before the Closing Date:

  • Seller's Obligation The obligation of Seller to sell and deliver the Shares to Buyer is subject to the satisfaction (or waiver by Seller) as of the Closing of the following conditions:

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