Seller’s Indemnity Obligations. Subject to the limitations set forth in this Article VI and [Section 7.1] and subject to the disclaimer of warranties set forth in [Section 3.9], Seller shall indemnify and hold harmless Purchaser and the Purchaser’s shareholders, members, officers, directors, employees, agents, representatives and affiliates (each a “Purchaser Indemnified Party”) from and against any and all claims, actions, causes of action, arbitrations, proceedings, losses, damages, liabilities, judgments, fines, penalties, consultant's fees and expenses, including, without limitation, reasonable attorneys’ fees and costs and fees and costs of investigation (collectively, the “Damages”), incurred by a Purchaser Indemnified Party or for which a Purchaser Indemnified Party bears responsibility as a result of:

Purchaser’s Indemnity Obligations. Subject to the limitations set forth in this Article VI and [Section 7.1], Purchaser shall indemnify and hold harmless Seller and the Seller’s shareholders, members, officers, directors, employees, agents, representatives and affiliates (each a “Seller Indemnified Party”) from and against any and all Damages incurred by a Seller Indemnified Party as a result of:

Seller shall indemnify and hold harmless Purchaser and the shareholders, members, officers, directors, employees, agents, representatives and affiliates from and against any and all claims, actions, causes of action, arbitrations, proceedings, losses, damages, liabilities, judgments, fines, penalties, consultant's fees and expenses, including, without limitation, reasonable attorneys fees and costs and fees and costs of investigation (collectively, the Damages)incurred by a Purchaser Indemnified Party or for which a Purchaser Indemnified Party bears responsibility as a result of:

Purchaser shall indemnify and hold harmless Seller and the Sellers shareholders, members, officers, directors, employees, agents, representatives and affiliates (each a Seller Indemnified Party) from and against any liabilities, judgments, fines, penalties, consultant's fees and expenses, including, without limitation, reasonable attorneys fees and costs and fees and costs of investigation (collectively, the Damages)incurred by a Seller Indemnified Party or for which a Seller Indemnified Party bears responsibility as a result of:

Indemnification by Seller. Subject to the preceding sentence, Seller covenants and agrees to indemnify and hold harmless Buyer and its officers, members, managers, employees, agents and representatives and the respective successors and assigns of the foregoing (collectively, “Buyer Indemnified Parties”) from and against any and all claims, obligations, liabilities, judgments, damages, losses, taxes, costs, attorneys’ fees and expenses (and all claims with respect to any of the foregoing) (collectively, “Losses”) to which Buyer Indemnified Parties, or any of them, may become subject to or which they, or any of them, may suffer or incur, directly or indirectly, as a result from or in connection with: