Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 899 contracts
Sources: Subscription Agreement (Bellevue Life Sciences Acquisition Corp.), Securities Purchase Agreement (Zhongchao Inc.), Subscription Agreement (Bellevue Life Sciences Acquisition Corp.)
Indemnification. Each Except as set forth in Section 8, each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement set forth in this Agreement.
Appears in 172 contracts
Sources: Private Placement Unit Subscription Agreement (Blueport Acquisition LTD), Unit Subscription Agreement (Westin Acquisition Corp), Private Placement Unit Subscription Agreement (Blueport Acquisition LTD)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s attorneys’ fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 119 contracts
Sources: Securities Subscription Agreement (Bally's Chicago, Inc.), Securities Subscription Agreement (Bally's Chicago, Inc.), Subscription Agreement (Tribeca Strategic Acquisition Corp.)
Indemnification. Each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement set forth in this Agreement.
Appears in 42 contracts
Sources: Unit Subscription Agreement (Bison Capital Acquisition Corp.), Unit Subscription Agreement (Bison Capital Acquisition Corp.), Unit Subscription Agreement (Bison Capital Acquisition Corp)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s 's breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 26 contracts
Sources: Securities Subscription Agreement (OTR Acquisition Corp.), Subscription Agreement (GEE Group Inc.), Subscription Agreement (Yosen Group, Inc.)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s and documented attorneys’ fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 19 contracts
Sources: Subscription Agreement (Navigation Capital Acquisition VII Corp.), Subscription Agreement (Navigation Capital Acquisition VI Corp.), Subscription Agreement (Navigation Capital Acquisition IX Corp.)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s parties' breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 10 contracts
Sources: Subscription Agreement (Centura Software Corp), Convertible Securities Subscription Agreement (Ross Systems Inc/Ca), Subscription Agreement (Centura Software Corp)
Indemnification. Each party shall indemnify the other others against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 8 contracts
Sources: Forward Purchase Agreement (Rice Acquisition Corp.), Forward Purchase Agreement (Tortoise Acquisition Corp. II), Forward Purchase Agreement (RedBall Acquisition Corp.)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses's fees) incurred as a result of such party’s parties' breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 7 contracts
Sources: Convertible Securities Exchange Agreement (Zycad Corp), Convertible Securities Exchange Agreement (Zycad Corp), Convertible Securities Exchange Agreement (Zycad Corp)
Indemnification. Each party ("Indemnifying Party") shall indemnify the other party against any loss, liabilities, expenses, cost or damages (including reasonable attorney’s fees and expenses's fees) incurred as a result of such party’s the Indemnifying Party's breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 6 contracts
Sources: Common Stock Purchase Agreement (Gatefield Corp), Common Stock Purchase Agreement (Gatefield Corp), Common Stock Purchase Agreement (Gatefield Corp)
Indemnification. Each party shall indemnify the other against any loss, cost cost, or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant covenant, or agreement in this Agreement.
Appears in 4 contracts
Sources: Securities Subscription Agreement (GalaxyEdge Acquisition Corp), Subscription Agreement (Quantumsphere Acquisition Corp), Securities Subscription Agreement (Quantumsphere Acquisition Corp)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable and documented out-of-pocket attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Trine II Acquisition Corp.), Securities Purchase Agreement (Trine II Acquisition Corp.), Securities Purchase Agreement (Trine II Acquisition Corp.)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses's fees) incurred as a result of such party’s parties' breach of any representation, warranty, covenant or agreement in this Agreement. 11.
Appears in 4 contracts
Sources: Convertible Securities Subscription Agreement (Zycad Corp), Convertible Securities Subscription Agreement (Zycad Corp), Convertible Securities Subscription Agreement (Zycad Corp)
Indemnification. Each party shall indemnify the other against any losslosses, cost costs or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 4 contracts
Sources: Securities Subscription Agreement (Social Capital Suvretta Holdings Corp. I), Securities Subscription Agreement (Social Capital Suvretta Holdings Corp. II), Securities Subscription Agreement (Social Capital Suvretta Holdings Corp. IV)
Indemnification. Each party shall indemnify the other against any reasonable loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement, as determined by a final non-appealable judgment of a court of competent jurisdiction.
Appears in 4 contracts
Sources: Forward Purchase Agreement (MELI Kaszek Pioneer Corp), Forward Purchase Agreement (MELI Kaszek Pioneer Corp), Forward Purchase Contract (Isos Acquisition Corp.)
Indemnification. Each party shall indemnify the other parties against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 4 contracts
Sources: Investment Agreement (First Light Acquisition Group, Inc.), Investment Agreement (First Light Acquisition Group, Inc.), Investment Agreement (Home Plate Acquisition Corp)
Indemnification. Each party shall indemnify the other others against any reasonable loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 3 contracts
Sources: Forward Purchase Contract (Meten EdtechX Education Group Ltd.), Forward Purchase Contract (Meten EdtechX Education Group Ltd.), Forward Purchase Contract (EdtechX Holdings Acquisition Corp.)
Indemnification. Each party Party shall indemnify the other against Party and its Representatives for losses and damages arising out of any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement its obligations under this Agreement in this accordance with Article V of the Separation Agreement.
Appears in 3 contracts
Sources: Transition Services Agreement (Ceva Inc), Transition Services Agreement (DSP Group Inc /De/), Transition Services Agreement (Parthusceva Inc)
Indemnification. 8.01 Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 3 contracts
Sources: Securities Subscription Agreement (Yellowstone Acquisition Co), Securities Subscription Agreement (Yellowstone Acquisition Co), Securities Subscription Agreement (Yellowstone Acquisition Co)
Indemnification. Each party shall indemnify the other against any loss, cost costs or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 2 contracts
Sources: Securities Subscription Agreement (Capitalworks Emerging Markets Acquisition Corp), Securities Subscription Agreement (Coliseum Acquisition Corp.)
Indemnification. Each party shall indemnify the other party and such party’s agents against any loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s 's breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 2 contracts
Sources: Subscription Agreement (General Steel Holdings Inc), Subscription Agreement (General Steel Holdings Inc)
Indemnification. Each party hereto shall indemnify the other against any loss, cost or damages (including reasonable attorney’s attorneys’ fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Arena Fortify Acquisition Corp.), Securities Purchase Agreement (Arena Fortify Acquisition Corp.)
Indemnification. Each party shall indemnify the other against any reasonable loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 2 contracts
Sources: Forward Purchase Contract (Pivotal Acquisition Corp), Forward Purchase Contract (Pivotal Acquisition Corp)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warrantywarrant, covenant or agreement in this Agreement.
Appears in 2 contracts
Sources: Sponsor Warrant Purchase Agreement (Sidhu Special Purpose Capital Corp.), Sponsor Unit Purchase Agreement (Sidhu Special Purpose Capital Corp.)
Indemnification. Each The Parties agree that each party shall indemnify the other against any lossand all losses, cost damages, liabilities, or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of obligations in connection with any representation, warranty, covenant or agreement in this Agreementproceeding.
Appears in 1 contract
Sources: Software Lease Agreement (Sky Century Investment, Inc.)
Indemnification. Each party shall indemnify and hold harmless the other party from and against any lossand all losses, cost claims, damages, costs and expenses which the other may incur, insofar as such losses, claims, damages, costs and expenses arise out of or damages (including reasonable attorney’s fees and expenses) incurred as a result in relation to or in connection with any material, uncured breach of such party’s breach of any representation, warranty, covenant or agreement in obligations under this Agreement. This indemnity shall be in addition to any liability such party may otherwise have.
Appears in 1 contract
Sources: Mutual Agreement of Confidentiality
Indemnification. Each party shall indemnify the other against any loss, cost cost, expenses, liabilities or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s parties' breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 1 contract
Sources: Subscription Agreement (Palomar Medical Technologies Inc)
Indemnification. Each To the extent permitted by law, each party shall will indemnify the other parties against any lossall losses, cost or damages (including reasonable attorney’s fees costs and expenses) incurred claims that may arise as a result of such party’s breach of any representation, warranty, covenant 's negligence relating to the ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ or agreement in this Agreement.
Appears in 1 contract
Sources: Service Agreement
Indemnification. Each party shall agrees to indemnify the other party against any and all loss, cost or damages (including reasonable attorney’s fees damage, cost, and expenses) incurred expense that such other party may sustain as a result of such party’s any inaccurate representation or the breach of any representation, warranty, warranty or covenant or agreement made by the indemnifying party in this Agreement.
Appears in 1 contract
Sources: Plan and Agreement of Reorganization (Mr3 Systems Inc)
Indemnification. Each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement set forth in this Agreement. For purposes of such indemnification, all responsibility and warranties hereunder by the Investors shall be deemed to be made severally and no Investor shall be liable to any other party hereto for any breach of a representation or warranty of another Investor.
Appears in 1 contract
Sources: Warrant Subscription Agreement (S.E. Asia Emerging Market Company., LTD)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this AgreementAgreement (unless such action constitutes fraud, gross negligence, willful misconduct or malfeasance).
Appears in 1 contract
Sources: Securities Subscription Agreement (Abvc Biopharma, Inc.)
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s 's breach of any representation, warranty, covenant or agreement in this Agreement.in
Appears in 1 contract
Sources: Share Purchase Agreement (General Steel Holdings Inc)
Indemnification. Each party hereto shall indemnify and hold harmless the other against any lossand all losses, cost or liabilities, costs, damages and expenses (including reasonable attorney’s fees and expensesattorneys’ fees) incurred as a result of resulting from any breach by such party’s breach first party of any representationof its warranties, warranty, covenant representations or agreement in this Agreementagreements hereunder.
Appears in 1 contract
Indemnification. Each party shall indemnify and hold harmless the other against --------------- party from any loss, cost losses or damages (including without limitation reasonable attorney’s attorneys' fees and expenses) incurred as a result resulting from any breach of this Agreement by such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 1 contract
Sources: Agreement of Sale and Amendment to Purchase Agreement (Westower Corp)
Indemnification. Each party shall indemnify indemnify, defend and hold harmless the other parties from and against any lossclaim, cost loss or damages expense (including reasonable attorney’s fees and expensesattorneys’ fees) incurred as a result arising out of (a) any breach by such party’s breach party of any representation, warranty, covenant representation or agreement warranty contained in this Agreement; or (b) any default by such party in the performance of any of the covenants and agreements contained in this Agreement. These rights of indemnification shall survive the Closing.
Appears in 1 contract
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s 's breach of any representation, warrantywarranty , covenant or agreement in this Agreement.
Appears in 1 contract
Sources: Securities Subscription Agreement (Digital Health Acquisition Corp.)
Indemnification. Each party hereto shall indemnify and hold harmless the other others against any lossand all losses, cost or liabilities, costs, damages and expenses (including reasonable attorney’s fees and expensesattorneys’ fees) incurred as a result of resulting from any breach by such party’s breach party of any representation, warranty, covenant representation or agreement in this Agreementhereunder.
Appears in 1 contract
Indemnification. Each party shall indemnify the other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.or
Appears in 1 contract
Sources: Securities Subscription Agreement
Indemnification. Each party shall indemnify the other against any reasonable loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement, as determined by a final non-appealable judgment of a court of competent jurisdiction, except with respect to any default in the Subscriber’s obligation to purchase Units under this Agreement, for which the sole remedy shall be under Section 6(m) hereof.
Appears in 1 contract
Indemnification. Each party shall hereby agrees to indemnify the other against any lossall loss(s), cost or damages (cost(s) and expense(s), including reasonable attorney’s fees and expenses) incurred as a result counsel fees, which the other may incur by reason of such party’s the breach of any representationterm, warrantyprovision, covenant covenant, warranty or agreement representation contained herein and/or in connection with the enforcement of this AgreementAgreement or any provision hereof.
Appears in 1 contract
Indemnification. Each party shall indemnify the other against any --------------- loss, cost or damages (including reasonable attorney’s 's fees and expenses) incurred as a result of such party’s parties' breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 1 contract
Sources: Convertible Securities Subscription Agreement (GRC International Inc)
Indemnification. Each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement set forth in this Agreement. For purposes of such indemnification, all responsibility and warranties hereunder by the Existing Shareholders shall be deemed to be made severally and no Existing Shareholder shall be liable to any other party hereto for any breach of a representation or warranty of another Existing Shareholder.
Appears in 1 contract
Sources: Warrant Subscription Agreement (S.E. Asia Emerging Market Company., LTD)
Indemnification. Each party Party shall indemnify the each other Party from and against any loss, cost Losses incurred or damages sustained by such indemnified Party (including reasonable attorney’s fees and expensesor any Affiliate or Representative of such Party) incurred as a result of (i) the breach by such party’s Party or any of its Affiliates of any covenant, agreement or obligation contained in this Agreement, or (ii) the inaccuracy or breach of any representation, warranty, covenant representation or agreement warranty of such Party contained in this Agreement.
Appears in 1 contract
Sources: Shareholders Agreement
Indemnification. Each party hereto shall indemnify the other others against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 1 contract
Sources: Forward Purchase Agreement (ECP Environmental Growth Opportunities Corp.)
Indemnification. Each party shall indemnify the other parties from and against any lossand all claims, cost or damages losses, damages, liabilities, and expenses (including reasonable attorney’s fees and expenseslegal fees) incurred as a result arising out of such party’s or in connection with its breach of any representation, warranty, covenant or agreement in this Agreement.
Appears in 1 contract
Indemnification. Each party Party shall indemnify the other Party against losses and liabilities arising from injury to persons and/or damage to property to the extent resulting from any lossnegligent act or omission of the indemnifying Party in the performance of this agreement or from any failure of the indemnifying Party to perform its obligations under this agreement, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement in this Agreementsubject to the limitations described below.
Appears in 1 contract
Indemnification. Each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s 's fees and expensesbut excluding consequential damages) incurred as a result of such party’s 's breach of any representation, warranty, covenant or agreement in this Agreement, or incurred as a result of the enforcement of this indemnity.
Appears in 1 contract
Indemnification. Each party shall of the parties hereto agree to indemnify the other against party for any losslosses, cost claims or damages (including reasonable attorney’s fees and expenses) liabilities incurred by such party as a result of such party’s , or arising of out of, a breach of any representation, warranty, covenant or agreement its representations and warranties contained in this Agreement.
Appears in 1 contract