SELLER INDEMNITORS Sample Clauses

SELLER INDEMNITORS. The term "Seller Indemnitors" shall have the meaning set forth in Section 7.1A.
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SELLER INDEMNITORS. 30 Seller's 401(k) Plan.........................................................26
SELLER INDEMNITORS s/ Xxx Xxxxx ----------------------------- Xxx Xxxxx /s/ Xxxxx X. Xxxxx XX ----------------------------- Xxxxx X. Xxxxx XX /s/ Xxxxx X. Xxxxx III ----------------------------- Xxxxx X. Xxxxx III /s/ Xxxxx Xxxxx ----------------------------- Xxxxx Xxxxx /s/ Xxxx Xxxxxx ----------------------------- Xxxx Xxxxxx Exhibit 1 --------- SELLERS ------- 0000 Xxxxx Xxxx Xxxxxx Company, LLC 0000 Xxxxxx Xxxx Company, LLC 00000 Xxxxxx Xxxx Company, LLC Buffalo Broad Company, LLC 00 Xxxxx Xxxx Company, LLC 301 Oswego Company, LLC One UBB, LLC B Space Zanesville Company, LLC One Clyde Company, LLC One Geneseo Company, LLC 000 Xxxx Xxxxxxxx Company, LLC Two Carrollton Company, LLC County Road, Ltd., LLC Canton-Yankee Associates, LLC One Springboro Company, LLC One Lodi Company, LLC One Ontario Company, LLC One Pickerington Company, LLC One Polaris Company, LLC One Powell Company, LLC One Shelby Company, LLC One Xxxxxx Company, LLC One Grove City Company, LLC One Xxxxxxxx Company, LLC One Xxxxx Company, LLC One Enon Company, LLC One Westlake Company, LLC One New Milford Company, LLC 0000 Xxxxxxx Xxxxx Company, LLC One Westfield Company, LLC 0000 Xxxxxxx Xxx Company, LLC Exhibit 2 --------- STABILIZED ASSUMABLE DEBT ------------------------- ------------------------------------------------------------------------------------------------------------------------- PROPERTY PROPERTY ADDRESS LENDER ------------------------------------------------------------------------------------------------------------------------- 0000 Xxxxx Xxxx Xx. Xx. LLC 0000 X. Xxxx Xxxxxx 40/86 Mortgage successor to Conseco Xxxxxx, Xxxx 00000 ------------------------------------------------------------------------------------------------------------------------- 00 Xxxxx Xx Co. LLC 00 Xxxxx Xxxx 40/86 Mortgage successor to Conseco Xxxxxxxx, XX 00000 ------------------------------------------------------------------------------------------------------------------------- Buffalo Broad Co. LLC 0000 Xxxxxxx Xxxx 40/86 Mortgage successor to Conseco Xxxx, XX 00000 ------------------------------------------------------------------------------------------------------------------------- 1140 Portage Trail Co. LLC 0000 Xxxxxxx Xxxxx First Union National Bank nka Wachovia Xxxxx, Xxxx 00000 Securities ------------------------------------------------------------------------------------------------------------------------- Two Carrollton Co. LLC 000 00xx Xxxxxx XX & 1244-1256 Firstar Bank nka U. X. Xxxx Xxxxxx Xxxx ...
SELLER INDEMNITORS. 42 Sellers' Delegated Conditions ............................................ 12 Sellers .................................................................. 1
SELLER INDEMNITORS s/ Xxx Xxxxx -------------------------- Xxx Xxxxx /s/ Xxxxx X. Xxxxx XX -------------------------- Xxxxx X. Xxxxx XX /s/ Xxxxx X. Xxxxx III -------------------------- Xxxxx X. Xxxxx III /s/ Xxxxx Xxxxx -------------------------- Xxxxx Xxxxx /s/ Xxxx Xxxxxx -------------------------- Xxxx Xxxxxx [Signature pages to continue on next page] BUFFALO BROAD COMPANY, LLC, an Ohio limited liability company By: /s/ Xxxxx X. Xxxxx, XX --------------------------------- Name: Xxxxx X. Xxxxx, XX Title: Member By: /s/ Xxxxx X. Xxxxx, III --------------------------------- Name: Xxxxx X. Xxxxx, III Title: Member By: /s/ Xxxxx X. Xxxxx ---------------------------------- Name: Xxxxx X. Xxxxx Title: Member By: /s/ Xxxxxx X. Xxxxx ----------------------------------- Name: Xxxxxx X. Xxxxx Title: Member [Signature pages to continue on next page]
SELLER INDEMNITORS. (other than Xxxx Xxxxxx), by execution of this Agreement, hereby agree, on a joint and several basis, to guarantee the prompt payment to CSCP of the amounts described in subsection (a) of this Paragraph 60. This guarantee is a guarantee of payment and performance and not of collection. In connection with such guarantee, each guarantor hereby waives any and all (i) defenses, offsets, counterclaims, demands, protests, presentments and notices of every kind and nature, and (ii) legal requirements that CSCP institute any action or proceeding at law or in equity against any Seller or any other Person.

Related to SELLER INDEMNITORS

  • Seller Indemnification Seller will defend and indemnify Trust Depositor, the Trust, the Trustees, any agents of the Trustees and the Noteholders against any and all costs, expenses, losses, damages, claims and liabilities, joint or several, including reasonable fees and expenses of counsel and expenses of litigation arising out of or resulting from (i) this Agreement or the use, ownership or operation of any Motorcycle by Seller or the Servicer or any Affiliate of either, (ii) any representation or warranty or covenant made by Seller in this Agreement being untrue or incorrect (subject to the second sentence of the preamble to Article III of this Agreement above), and (iii) any untrue statement or alleged untrue statement of a material fact contained in the Prospectus or in any amendment thereto or the omission or alleged omission to state therein a material fact necessary to make the statements therein, in light of the circumstances in which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement was made in conformity with information furnished to Trust Depositor by Seller specifically for use therein. Notwithstanding any other provision of this Agreement, the obligation of Seller under this Section 6.01 shall not terminate upon a Service Transfer pursuant to Article VIII of the Sale and Servicing Agreement and shall survive any termination of that agreement or this Agreement.

  • Purchaser Indemnification The Purchaser shall indemnify and hold harmless Seller and its directors, officers, partners and each Person, if any, that controls Seller, within the meaning of either the Securities Act or the Exchange Act, against any and all losses, claims, damages, penalties, fines, forfeitures or liabilities to which Seller or any such director, officer, partner or controlling Person may become subject, under the Securities Act, the Exchange Act or otherwise, to the extent that such losses, claims, damages, penalties, fines, forfeitures or liabilities (or actions in respect thereof) arise out of the servicing of the Mortgage Loans by a successor servicer, out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in any offering document prepared in connection with any Reconstitution or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances in which they were made, not misleading, but only to the extent that such untrue statement or alleged untrue statement or omission or alleged omission relates to information set forth in any information provided by the Purchaser set forth in any offering document prepared in connection with any Reconstitution, and the Purchaser shall in each case reimburse Seller and each such director, officer, partner or controlling Person for any legal or other expenses reasonably incurred by Seller, and each such director, officer or controlling Person, in connection with investigating or defending any such loss, claim, damage, liability, penalties, fines, forfeitures or action, as such expenses are incurred.

  • Seller Indemnity Seller shall, effective from and after the Closing ----------------- Date, as the sole and exclusive obligation of Seller with respect to this Agreement or the Property, except as provided further in this Section, indemnify, defend and hold Buyer harmless from and against any actual, direct damages (and reasonable attorneys' fees and other legal costs) incurred by Buyer within one (1) year of the Closing Date which Buyer can prove Buyer would not have incurred but for any inaccuracy as of the Closing Date in the representations and warranties of Seller set forth in the Section hereof entitled "Representations and Warranties of Seller," and Article 11 Entitled Brokers but specifically excluding any statement of facts, whenever occurring, that Buyer had notice of on or before the Closing Date. Such agreement by Seller to so indemnify, defend and hold Buyer harmless shall be null and void except to the extent that, within one (1) year of the Closing Date, Buyer has actually incurred such damage and Seller has received notice from Buyer pursuant to Article 9 hereof entitled "NOTICES" referring to this Section and specifying the amount nature and facts underlying any claim being made by Buyer hereunder. In addition, Seller shall indemnify defend and hold Buyer harmless from and against any actual, direct damages (and reasonable attorneys' fees and other legal costs) incurred by Buyer for a claim which: (a) is made by a third party alleging a tort committed by Seller, or (b) alleges bodily injury or property damage related to the Property and occurring before the Closing Date; provided that such claim does not arise out of or in any way relate to Hazardous Material or pollutants. Additionally, this provision does not limit the Buyer's remedies under Section 15.3 of this Agreement.

  • Buyer Indemnification Buyer agrees to indemnify and hold Seller harmless from any and all claims, damages and liabilities arising from Buyer' breach of their representations and warranties set forth in this Agreement.

  • Buyer Indemnity (a) Buyer agree to indemnify Seller and hold it harmless from and against any and all liabilities, losses, damages, costs or expenses (including without limitation reasonable legal fees and expenses) incurred by the Seller to the extent that such Damages are occasioned by, caused by or arise directly out of:

  • Seller’s Indemnification Seller hereby agrees to indemnify, defend, and hold Purchaser and its assigns, directors, members, managers, partners, officers, and authorized representatives harmless from and against any and all claims, liabilities, obligations, costs, taxes, fees, wages, financial obligations, and expenses of every kind, including reasonable attorney fees, whether known or unknown, arising out of or related to:

  • Purchaser Indemnity Purchaser shall indemnify, hold harmless and defend Seller, their affiliates and their respective successors, permitted assigns, directors, shareholders, officers, agents and employees from and against all Damages which Seller or any of their affiliates or their respective successors, permitted assigns, directors, shareholders, officers, agents or employees shall receive, suffer or incur, arising out of or resulting from:

  • Buyer’s Indemnification Buyer agrees to defend, indemnify and hold harmless Seller from and against:

  • Purchaser’s Indemnification Purchaser agrees to indemnify, hold harmless, reimburse and defend the Company and each of the Company's officers, directors, agents, affiliates, control persons and principal shareholders, at all times against any claim, cost, expense, liability, obligation, loss or damage (including reasonable legal fees) of any nature, incurred by or imposed upon the Company which results, arises out of or is based upon: (i) any misrepresentation by Purchaser or breach of any warranty by Purchaser in this Agreement or in any exhibits or schedules attached hereto or any Related Agreement; or (ii) any breach or default in performance by Purchaser of any covenant or undertaking to be performed by Purchaser hereunder, or any other agreement entered into by the Company and Purchaser relating hereto.

  • Indemnified Parties Section 8.2

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