Common use of Survival of Representations and Warranties of Purchaser Clause in Contracts

Survival of Representations and Warranties of Purchaser. All representations, warranties, agreements, covenants and obligations made or undertaken by Purchaser in this Agreement or in any document or instrument executed and delivered pursuant hereto are material, have been relied upon by the Seller, shall survive the Closing hereunder and shall not merge in the performance of any obligation by any party hereto. Purchaser agrees to indemnify and hold the Seller harmless from and against all liability, loss, damage or injury and all reasonable costs and expenses (including reasonable counsel fees and costs of any suit related thereto) suffered or incurred by the Seller or the Shareholders arising from any misrepresentation by, or breach of any covenant or warranty of, Purchaser contained in this Agreement or any certificate or instrument furnished or to be furnished by Purchaser hereunder, or any claim by a third party (regardless of whether the claimant is ultimately successful) which if true would be such a misrepresentation or breach.

Appears in 1 contract

Sources: Asset Purchase Agreement (Esc Medical Systems LTD)

Survival of Representations and Warranties of Purchaser. All representations, warranties, agreements, covenants and obligations made or undertaken by Purchaser in this Agreement or in any document or instrument executed and delivered pursuant hereto are material, have been relied upon by ▇▇▇▇▇▇ Mortgage and the SellerShareholders, shall survive the Closing hereunder and shall not merge in the performance of any obligation by any party hereto. Purchaser agrees to indemnify and hold ▇▇▇▇▇▇ Mortgage and the Seller Shareholders harmless from and against all liability, loss, damage or injury and all reasonable costs and expenses (including reasonable counsel fees and costs of any suit related thereto) suffered or incurred by the Seller ▇▇▇▇▇▇ Mortgage or the Shareholders arising from any misrepresentation by, or breach of any covenant or warranty of, Purchaser contained in this Agreement or any certificate or instrument furnished or to be furnished by Purchaser hereunder, or any claim by a third party (regardless of whether the claimant is ultimately successful) which if true would be such a misrepresentation or breach.

Appears in 1 contract

Sources: Stock Purchase Agreement (Bankfirst Corp)