Common use of Several Indemnification Clause in Contracts

Several Indemnification. Subject to the provisions of Section 11.03 hereof, each Shareholder shall severally but not jointly indemnify, defend and hold harmless each Acquirer Indemnified Party from and against and in respect of any and all losses, damages, expenses, liabilities, claims, settlements, assessments and judgments (including reasonable costs and attorney's fees and other expenses arising out of any claim, or the defense, settlement or investigation thereof, made with respect to any of the foregoing) incurred or suffered by Acquirer, arising out of, based upon or resulting from any inaccuracy, misrepresentation or breach by such Shareholder of any of his/her/its representations and warranties contained in Article IV of this Agreement, or any non-fulfillment of any of his/her/its respective covenants or agreements or any certificate or instrument furnished pursuant hereto.

Appears in 2 contracts

Sources: Merger Agreement (Media Metrix Inc), Merger Agreement (National Medical Health Card Systems Inc)

Several Indemnification. Subject to the provisions of Section 11.03 hereof, each Shareholder shall severally but not jointly indemnify, defend and hold harmless each Acquirer Indemnified Party from and against and in respect of any and all losses, damages, expenses, liabilities, claims, settlements, assessments and judgments (including reasonable costs and attorney's fees and other expenses arising out of any claim, or the defense, settlement or investigation thereof, made with respect to any of the foregoing) incurred or suffered by Acquirer, arising out of, based upon of or resulting from any material inaccuracy, misrepresentation or breach by of such Shareholder of any of his/her/its his representations and warranties contained in Article IV of this Agreement, or any material non-fulfillment of any of his/her/its his respective covenants or agreements or any certificate or instrument furnished pursuant hereto.

Appears in 1 contract

Sources: Stock Purchase Agreement (National Medical Health Card Systems Inc)