Joint and Several Indemnity. (a) Each Seller shall have joint and several liability for the Purchaser's Damages pursuant to this Article XII; provided, that (i) ▇▇▇▇▇ Oil's liability hereunder shall not exceed $728,770, (ii) Lennon Oil's liability hereunder shall not exceed $37,555, and (iii) Market Express' liability hereunder shall not exceed $209,090. The obligations of the Sellers under this Agreement are independent of each other, and a separate action or actions may be brought and prosecuted against any Seller to enforce this Agreement, irrespective of whether any action is brought against any other Seller or whether any other Seller is joined in any such action or actions. (b) To the fullest extent permitted under applicable law, each Seller hereby waives marshalling of assets and liabilities and sale in inverse order of alienation and waives presentment to, demand of payment from and protest to any other Seller. Each Seller hereby waives and releases any and all rights of contribution from the other Sellers for payment of Damages to the fullest extent permitted under applicable law. Each Seller hereby consents and agrees to each of the following to the fullest extent permitted by law, and agrees that such Seller's obligations under this Article XII shall not be released, diminished, impaired, reduced or adversely affected by any of the following, and waives any rights (including rights to notice) which such Seller might otherwise have as a result of or in connection with any of the following: (i) any adjustment, indulgence, forbearance or compromise that might be granted or given by the Purchaser to any Seller or any other Person liable for any Damages; or the failure of the Purchaser to assert any demand or to exercise any right or remedy against any Seller under the provisions of this Article XII or otherwise; or any recission, waiver, amendment or modification of, or any release from any of the terms or provisions of, this Agreement or any Transaction Document; and (ii) any full or partial release of the liability of any Seller with respect to Damages under this Article XII or any part thereof, of Seller or Affiliate of any Seller now or hereafter liable, whether directly or indirectly, jointly, severally, or jointly and severally, to pay, perform the payment of any Damages incurred by the Purchaser under this Article XII, it being recognized, acknowledged and agreed by each Seller that such Seller may be required to pay Damages in full (except with respect to ▇▇▇▇▇ Oil, as provided in the first sentence of this Section 12.6) without assistance or support of any other Person.
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Joint and Several Indemnity. (a) Each Seller shall have joint and several liability for the Purchaser's Damages pursuant to this Article XII; provided, that (i) ▇▇▇▇▇ Oil's liability hereunder shall not exceed $728,770, (ii) Lennon Oil's liability hereunder shall not exceed $37,555, and (iii) Market Express' liability hereunder shall not exceed $209,090. The obligations of the Sellers under this Agreement are independent of each other, and a separate action or actions may be brought and prosecuted against any Seller to enforce this Agreement, irrespective of whether any action is brought against any other Seller or whether any other Seller is joined in any such action or actions.
(b) To the fullest extent permitted under applicable law, each Seller hereby waives marshalling of assets and liabilities and sale in inverse order of alienation and waives presentment to, demand of payment from and protest to any other Seller. Each Seller hereby waives and releases any and all rights of contribution from the other Sellers for payment of Damages to the fullest extent permitted under applicable law. Each Seller hereby consents and agrees to each of the following to the fullest extent permitted by law, and agrees that such Seller's obligations under this Article XII shall not be released, diminished, impaired, reduced or adversely affected by any of the following, and waives any rights (including rights to notice) which such Seller might otherwise have as a result of or in connection with any of the following:
(i) any adjustment, indulgence, forbearance or compromise that might be granted or given by the Purchaser to any Seller or any other Person liable for any Damages; or the failure of the Purchaser to assert any demand or to exercise any right or remedy against any Seller under the provisions of this Article XII or otherwise; or any recission, waiver, amendment or modification of, or any release from any of the terms or provisions of, this Agreement or any Transaction Document; and
(ii) any full or partial release of the liability of any Seller with respect to Damages under this Article XII or any part thereof, of Seller or Affiliate of any Seller now or hereafter liable, whether directly or indirectly, jointly, severally, or jointly and severally, to pay, perform the payment of any Damages incurred by the Purchaser under this Article XII, it being recognized, acknowledged and agreed by each Seller that such Seller may be required to pay Damages in full (except with respect to ▇▇▇▇▇ Oil, as provided in the first sentence of this Section 12.6) without assistance or support of any other Person. *Selected portions have been deleted as confidential pursuant to Rule 24b-2. Complete copies of the entire exhibit have been filed separately with the Securities and Exchange Commission and marked "CONFIDENTIAL TREATMENT."
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