Indemnified Losses definition

Indemnified Losses is defined in Section 5.03 of the Servicing Agreement.

Indemnified Losses means all damages, dues, penalties, fines, costs, amounts paid in settlement, taxes, losses, expenses, and fees, including court costs and Attorneys’ Fees and expenses.

Indemnified Losses shall (x) include without limitation any damage, loss, cost and expense that is incurred to put the BNPP Entities in the same economic position as they would have been in had a default (howsoever defined) under any Contract not occurred, or that arises out of any other commitment a BNPP Entity has entered into in connection with or as a hedge in connection with any transaction or in an effort to mitigate any resulting loss to which a BNPP Entity is exposed because of a default (howsoever defined) under any Contract and (y) not include any losses of a BNPP Entity resulting directly from such BNPP Entity’s gross negligence or willful misconduct.

Examples of Indemnified Losses in a sentence

• Each Indemnitor waives any rights which it may have to require that (A) Lender first proceed against Borrower, either Indemnitor or any other Person with respect to the Indemnified Losses, or (B) Lender first proceed against any Collateral held by Lender.

• Each Indemnitor agrees to pay for all out-of-pocket costs and expenses of Lender arising in connection with (i) defending against any of the Indemnified Losses, and (ii) the enforcement of this Agreement (including, without limitation, the fees and expenses of counsel for Lender), and all stamp taxes (including interest and penalties, if any) which may be payable in respect of this Agreement or of any modification of this Agreement.

• The Indemnifying Party shall defend, indemnify, and hold harmless the Indemnitees from and against any and all Claims and Indemnified Losses for any Tax imposed or assessed by any Government Authority that is the responsibility of the Indemnifying Party pursuant to this Article IX.

• If any amount shall be paid to any Non Borrower Indemnitor in violation of the preceding sentence and this Agreement shall not have terminated, such amount shall be deemed to have been paid to such Non Borrower Indemnitor for the benefit of, and held in trust for the benefit of, Lender, and shall forthwith be paid to Lender to be credited and applied upon the Indemnified Losses, whether matured or unmatured.

• Each Indemnitor hereby agrees that, until the full indefeasable payment of the Loan, it shall not exercise any right or remedy arising by reason of any performance by it of its indemnity hereof, whether by subrogation, contribution, indemnity, or otherwise, against any person or entity obligated to pay or performany of the Indemnified Losses, or against any security for any of the Indemnified Losses.

More Definitions of Indemnified Losses

Indemnified Losses means any loss, claim, damage, liability, penalty, fine or excise tax (including any reasonable legal fees and expenses relating to any action, proceeding, investigation and preparation therefor) when and as incurred by the BNPP Entities (i) pursuant to authorized instructions received by the BNPP Entities’ from Customer or its agents, (ii) as a consequence of a breach by Customer of any covenant, representation or warranty hereunder, (iii) in settlement of any claim or litigation relating to BNPP Entities’ acting as agent for Customer or (iv) in connection with or related to any Account, this Agreement, any Contract, any transactions hereunder or thereunder, any activities or services of the BNPP Entities in connection with this Agreement or otherwise (including, without limitation, (A) any technology services, reporting, trading, research or capital introduction services or (B) any DK or disaffirmance of any transaction hereunder). “Indemnified Losses” shall (x) include without limitation any damage, loss, cost and expense that is incurred to put the BNPP Entities in the same economic position as they would have been in had a default (howsoever defined) under any Contract not occurred, or that arises out of any other commitment a BNPP Entity has entered into in connection with or as a hedge in connection with any transaction or in an effort to mitigate any resulting loss to which a BNPP Entity is exposed because of a default (howsoever defined) under any Contract and (y) not include any losses of a BNPP Entity resulting directly from such BNPP Entity’s gross negligence or willful misconduct.

Indemnified Losses shall have the meaning specified in Section 6.01 of the Receivables Purchase Agreement.

Indemnified Losses shall have the meaning specified in Section 6.01.

Indemnified Losses. Shall have the meaning given to it in Section 9.1(c).

Indemnified Losses means all direct, out-of-pocket liabilities, damages, losses, costs and expenses of any nature incurred by an Indemnified Party, including reasonable attorneys’ fees and consultants’ fees, and all damages, fines, penalties and judgments awarded or entered against an Indemnified Party, but specifically excluding any special, consequential or other types of indirect damages.

Indemnified Losses has the meaning set forth in Section 10.2.

Indemnified Losses means all losses, Liabilities, obligations, claims, demands, damages, penalties, settlements, causes of action, costs and expenses arising out of any third party claim or action against an Indemnified Party, including, without limitation, the actual costs paid in connection with an Indemnified Party’s investigation and evaluation of any claim or right asserted against such Indemnified Party and all reasonable attorneys’, experts’ and accountants’ fees, expenses and disbursements and court costs including, without limitation, those incurred in connection with the Indemnified Party’s enforcement of the indemnification provisions of Section 7 of this Agreement.