Common use of Indemnification Clause Clause in Contracts

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1, 2004 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May 1, 2004. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.

Appears in 4 contracts

Sources: Technology Purchase Agreement (Quantum Ventures Inc.), Technology Purchase Agreement (Quantum Ventures Inc.), Technology Purchase Agreement (Empirical Ventures, Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1, 2004 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May March 1, 2004. 2004 and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.

Appears in 2 contracts

Sources: Technology Purchase Agreement (Quadra Ventures, Inc.), Technology Purchase Agreement (Quadra Ventures, Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1, 2004 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 .1 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May 1, 2004. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.,

Appears in 1 contract

Sources: Technology Purchase Agreement (Quantum Ventures Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor Purchaser under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1, 2004 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Purchaser Vendor under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May 1, 2004. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.,

Appears in 1 contract

Sources: Technology Purchase Agreement (Quantum Ventures Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment fulfillment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1December 12th, 2004 2009 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment fulfillment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May 1December 12th, 20042009. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.

Appears in 1 contract

Sources: Purchase Agreement (Toron Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March 1, 2004 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May 1, 2004. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.,

Appears in 1 contract

Sources: Technology Purchase Agreement (Empirical Ventures, Inc.)

Indemnification Clause. .1 The Vendor covenants and agrees to indemnify and hold harmless the Purchaser from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment fulfillment of any covenant on the part of the Vendor under this Agreement or from any misrepresentation or omission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose prior to March April 1, 2004 2005 and the Purchaser may, on notice in writing to the Vendor, settle such claims and make any payment in relation thereof as the Purchaser sees fit. .2 The Purchaser covenants and agrees to indemnify and hold harmless the Vendor from and against: a. any and all losses, damages or deficiencies resulting from any misrepresentation, breach of warranty or non-fulfilment fulfillment of any covenant on the part of the Purchaser under this agreement, or from any misrepresentation in or mission from any certificate or other instrument, furnished or to be furnished from the Company hereunder; and b. all actions, suits, proceedings, demands, assessments, judgments, costs and legal and other expenses incidental to any of the foregoing, the cause of action, subject matter, or basis of which arose after May April 1, 20042005. and the Vendor may, on notice in writing to the Purchaser, settle such claims and make any payment in relation thereof as the Vendor sees fit.

Appears in 1 contract

Sources: Technology Purchase Agreement (Icon Development, Inc.)