[WSBARP] Sample Provisions for Including Members of Seller LLC in Indemnity Obligations

[Oscar Yang, Esq.]

Hello Listmates,

 

As you know, sellers are often family or single-member LLCs in a good number of real estate transactions.  Unless the same LLC holds other properties, a seller LLC’s indemnity clause does not appear that useful after closing even when PSA specifies that the clause survives the closing.  What language do you use to add the members/principals of the seller entity in assuming the seller’s indemnity obligations or even broadly all of its major obligations in the said transaction?  If you have a sample page/paragraph to share, I will greatly appreciate it.

 

Kind regards,

 

Oscar Y. Yang, Esq. (NY, WA)

ES BERRY LAW PC 

2155 112th Ave NE

Bellevue, WA 98004 



 

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