Common use of REPRESENTATIONS AND WARRANTIES OF HIGHWOODS Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF HIGHWOODS. Highwoods hereby agrees, for itself and its successors and assigns, to indemnify, defend and hold Anderson, API and the Anderson Xxxxxxxs harmless frox xxx xxainst any Claim suffered or incurred by Anderson as a result of any of thx xxxxxxing: (a) any untruth or inaccuracy in any representations or warranties herein; or (b) to the extent as of the Closing Date Hyman Auerbach, Bennie Xxxxxxxx, Xxxn Auerbach xx xxx xx xxx Anxxxxxx Xxxxxxs or Anxxxxxx Partners have not been xxxxxxxd from any liability under or guaranty of the Assumed Anderson Debt Financing or to the xxxxxx any recourse is sought against such party under the Payable Anderson Debt Financing xxxxx xxe Closing Date. It is the express intention and agreement of the parties that the foregoing indemnity shall survive the consummation of the transactions contemplated in this Master Agreement; provided, however, that Highwoods shall not have any liability for expenses, damages, losses, costs or liability incurred by Anderson with respect to any Claix xxxxx, other than principal and interest or collection costs or other similar expenses related thereto under any Payable Anderson Debt Financing or Assumex Xxxxxson Debt Financing, arises xx xx xsserted more than twelve (12) calendar months after the Closing Date.

REPRESENTATIONS AND WARRANTIES OF HIGHWOODS. Highwoods hereby agrees, for itself and its successors and assigns, to indemnify, defend and hold AndersonXxxxxxxx, API and the Anderson Xxxxxxxs Xxxxxxxx Partners harmless frox xxx xxainst from and against any Claim suffered or incurred by Anderson Xxxxxxxx as a result of any of thx xxxxxxingthe following: (a) any untruth or inaccuracy in any representations or warranties herein; or (b) to the extent as of the Closing Date Hyman Auerbach, Bennie Xxxxx Xxxxxxxx, Xxxn Auerbach xx xxx xx xxx Anxxxxxx Xxxxxxs Xxxxxx Xxxxxxxx, Xxxx Xxxxxxxx or Anxxxxxx any of the Xxxxxxxx Parties or Xxxxxxxx Partners have not been xxxxxxxd released from any liability under or guaranty of the Assumed Anderson Xxxxxxxx Debt Financing or to the xxxxxx extent any recourse is sought against such party under the Payable Anderson Xxxxxxxx Debt Financing xxxxx xxe after the Closing Date. It is the express intention and agreement of the parties that the foregoing indemnity shall survive the consummation of the transactions contemplated in this Amended and Restated Master Agreement; provided, however, that Highwoods shall not have any liability for expenses, damages, losses, costs or liability incurred by Anderson Xxxxxxxx with respect to any Claix xxxxxClaim which, other than principal and interest or collection costs or other similar expenses related thereto under any Payable Anderson Xxxxxxxx Debt Financing or Assumex Xxxxxson Assumed Xxxxxxxx Debt Financing, arises xx xx xsserted or is asserted more than twelve (12) calendar months after the Closing Date.

REPRESENTATIONS AND WARRANTIES OF HIGHWOODS. Highwoods hereby agrees, for itself and its successors and assigns, to indemnify, defend and hold Anderson, API and the Anderson Xxxxxxxs Partners harmless frox xxxx xxx xxainst against any Claim suffered or incurred by Anderson as a result of any of thx xxxxxxingxx xxx following: (a) any untruth or inaccuracy in any representations or warranties herein; or (b) to the extent as of the Closing Date Hyman Auerbach, Bennie Bexxxx Xxxxxxxx, Xxxn Auerbach Leon Auerbxxx xx xxx xx xxx Anxxxxxx Xxxxxxs xhe Xxxxxxxx Xxxties or Anxxxxxx Xxxxxxon Partners have not been xxxxxxxd xxxx xxxeased from any liability under or guaranty of the Assumed Anderson Debt Financing or to the xxxxxx xx xxx xxtent any recourse is sought against such party under the Payable Anderson Debt Financing xxxxx xxe Finaxxxxx xxter the Closing Date. It is the express intention and agreement of the parties that the foregoing indemnity shall survive the consummation of the transactions contemplated in this Amended and Restated Master Agreement; provided, however, that Highwoods shall not have any liability for expenses, damages, losses, costs or liability incurred by Anderson with respect to any Claix xxxxxanx Xxxxx which, other than principal and interest or collection costs or other similar expenses related thereto under any Payable Anderson Debt Financing or Assumex Xxxxxson Xxxxxxx Anderson Debt Financing, arises arxxxx xx xx xsserted is asserted more than twelve (12) calendar months after the Closing Date.