Common use of Specific Indemnity by the Vendor and the Guarantor Clause in Contracts

Specific Indemnity by the Vendor and the Guarantor. The Vendor and the Guarantor shall indemnify and hold harmless the Purchaser and the Company (by way of a genuine contract for the benefit of a third party (echter Vertrag zugunsten Dritter)) from any claims in connection with any illiquidity, over-indebtedness or insolvency of the Vendor or any of Vendor’s Affiliates (other than the Company), asserted by any third party (including, for the avoidance of doubt, any creditor of the Vendor or the Vendor’s Affiliates and any third party acting ex officio (Partei kraft Amtes) for the Vendor or any of the Vendor’s Affiliates, such as an insolvency administrator) and any liabilities, losses, damages, and reasonable expenses incurred by the Purchaser or the Company in connection therewith. Nothing in this Agreement shall in any way limit the liability of the Vendor and the Vendor’s Guarantor under this Section 9.1.

Appears in 2 contracts

Sources: Share Purchase Agreement, Share Purchase Agreement (Glatfelter P H Co)