Common use of Seller’s Indemnification of Buyer Clause in Contracts

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any matter for which Seller has agreed to indemnify Buyer under this Agreement and (iii) any breach by Seller of any of Seller’s representations, warranties or covenants hereunder.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co), Purchase and Sale Agreement (New Frontier Energy Inc), Purchase and Sale Agreement (Delta Petroleum Corp/Co)

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Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any material breach of any representation or warranty made by Seller, (iii) any matter for which Seller has agreed to indemnify Buyer under this Agreement Agreement, and (iiiiv) any material breach by Seller of any of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Berry Petroleum Co), Purchase and Sale Agreement (Williams Companies Inc), Purchase and Sale Agreement (Bill Barrett Corp)

Seller’s Indemnification of Buyer. Seller assumes Sellers assume all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any matter for which Seller Sellers has agreed to indemnify Buyer under this Agreement Agreement, and (iii) any breach by Seller Sellers of any of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Arete Industries Inc), Purchase and Sale Agreement (Arete Industries Inc)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Seller’s Liabilities, (ii) any matter for which Seller has agreed to indemnify Buyer under this Agreement and breach of any representation or warranty made by Seller, (iii) any breach by Seller of their special warranty of title for the Assets contained in any conveyance, and (iv) any breach by Seller of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Teton Energy Corp), Purchase and Sale Agreement (PetroHunter Energy Corp)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its members, officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) the Excluded Assets, (iii) any breach by Seller of this Agreement and (iv) any other matter for which Seller has agreed to indemnify Buyer under this Agreement and (iii) any breach by Seller of any of Seller’s representations, warranties or covenants hereunderAgreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Ausam Energy Corp), Purchase and Sale Agreement (Ausam Energy Corp)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any matter for which Seller has agreed to indemnify Buyer under this Agreement Agreement, and (iii) any breach by Seller of any of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 2 contracts

Samples: Joint Operating Agreement (Petroleum Development Corp), Joint Operating Agreement (Petroleum Development Corp)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its partners, officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any matter for which Seller has agreed to indemnify Buyer under elsewhere in this Agreement Agreement, and (iii) any breach by Seller of any of Seller’s its representations, warranties or covenants hereunderunder this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Exco Resources Inc)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, (ii) any matter for which Seller has agreed to indemnify Buyer under this Agreement and (iii) any breach by Seller of any of Seller’s 's representations, warranties or covenants hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Empire Petroleum Corp)

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Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Pre-Effective Time Liabilities, (ii) any breach of any representation or warranty made by Seller, (iii) any matter for which Seller has agreed to indemnify Buyer under this Agreement Agreement, and (iiiiv) any breach by Seller of any of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (New Frontier Energy Inc)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, Liabilities and (ii) any matter for which Seller has agreed subject to indemnify Buyer under this Agreement the time limitations in Section 15.13 on survival of representations and (iii) warranties, any breach by Seller of any of Seller’s representations, warranties or covenants hereunderthis Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Infinity Energy Resources, Inc)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against any and all Losses which arise and causes of action, liabilities and expenses relating to, or arising out of, or connected , directly or indirectly from indirectly, with the ownership or in connection with (i) operation of the Retained LiabilitiesAssets, (ii) or any matter for which Seller has agreed part thereof, pertaining to indemnify Buyer under the period prior to the Effective Time., including any breach of this Agreement and (iii) any breach by Seller of any of Seller’s representations, warranties or covenants hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Teton Energy Corp)

Seller’s Indemnification of Buyer. Seller assumes all risk, liability, obligation and Losses in connection with, and shall defend, indemnify, and save and hold harmless Buyer, its officers, directors, employees and agents, from and against all Losses which arise directly or indirectly from or in connection with (i) the Retained Liabilities, Liabilities (ii) any matter for which Seller has agreed to indemnify Buyer under this Agreement Agreement, and (iii) any breach of representations, warranties, covenants, or agreements by Seller of any of Seller’s representations, warranties or covenants hereunderunder this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Western Gas Partners LP)

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