Agent Indemnity. Agent agrees during and after the term of this Agreement to indemnify and hold harmless Principal form liability, loss, cost or damage (including reasonable attorney’s fees), which Principal may incur as a result of claims, demands or judgements, or any kind or nature, by anyone whosoever, arising out of or resulting from the marketing of the Products by Agent (except to the extent Principal has indemnified Agent against such claims, demands or judgments pursuant to Section 10.1 hereof). Notwithstanding the foregoing, in the event Agent shall have requested Principal to take disciplinary actions against an Authorized Distributors operating in the Territory and Principal shall have failed to take such actions against such Authorized Distributors, Agent shall not be obligated to indemnify Principal for any loss that Principal might incur as a reasonable and proximate result of such failure.
Agent Indemnity. The Purchaser warrants to the Vendor that the Purchaser has not been introduced to the property by any estate agent or agency (other than the agent or agency [if any] nominated in this contract) and hereby agrees to indemnify the Vendor against any claim by any estate agent or agency due to the Purchaser’s breach or alleged breach of this warranty to the intent that all damages, costs and expenses on a solicitor and client basis which may be incurred by the Vendor in respect of any such claim or alleged claim shall be paid by the Purchaser to the Vendor. The Vendor warrants to the Purchaser that the Vendor has not given any estate agent or agency (other than the agent or agency [if any] nominated in this contract) a sole or exclusive agency for the sale of the property. It is hereby agreed that this clause shall not merge on completion.
Agent Indemnity. Each of the Issuing and Paying Agent and the Registrar shall indemnify the Issuer in relation to a particular Series of Notes against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that it may incur or that may be made against it arising directly from the negligence, fraud or wilful default of the Issuing and Paying Agent or the Registrar (as the case may be) in connection with its appointment or the exercise of its functions, except that each of the Issuing and Paying Agent and the Registrar shall have no obligation to indemnify the Issuer in accordance with the foregoing where the Issuer has itself acted with negligence, fraud or wilful default.
Agent Indemnity. Each Lender shall indemnify the Collateral Agent and the Administrative Agent, within ten (10) days after demand therefor, for (i) the full amount of any Taxes imposed by any Governmental Authority that are attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Collateral Agent and the Administrative Agent for such Taxes and without limiting the obligation of the Borrower to do so) and (ii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 10.04(c)(ii) relating to the maintenance of a Participant Register, in either case, that are payable or paid by the Collateral Agent or Administrative Agent, together with all interest, penalties, reasonable costs and expenses arising therefrom or with respect thereto, as determined by the Collateral Agent or the Administrative Agent, as applicable, in good faith, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Collateral Agent or the Administrative Agent shall be conclusive absent manifest error. Each Lender hereby authorizes each of the Collateral Agent and Administrative Agent to set off and apply any and all amounts at any time owing to such Lender under any Loan Document or otherwise payable by the Administrative Agent or the Collateral Agent, as applicable, to the Lender from any other source against any amount due to the Collateral Agent or the Administrative Agent under this clause (e).
Agent Indemnity. Agent hereby indemnifies and undertakes to defend Principal and its shareholders, directors, officers and employees and hold them harmless from all fines, suits, proceedings, losses, claims, demands or actions of any nature or kind whatsoever, directly or indirectly, arising out of or in any manner whatsoever associated or connected with Agent's performance, purported performance or non-performance of its rights and obligations under this Agreement and against any and all damages, costs, expenses and fees (including without limitation reasonable legal expenses) incurred by or on behalf of any of the foregoing in the investigation or defence of any and all such suits, proceedings, claims, demands or actions.
Agent Indemnity. (a) Without prejudice to any right of indemnity given to it by law or equity (and in addition to, and without prejudice to, any other indemnity in part 12 or any other Transaction Document), the Agent is entitled to be indemnified out of any moneys from time to time received by the Agent under the Transaction Documents:
Agent Indemnity. Agent will defend or settle, indemnify and hold Accuray harmless from any liability, damages and expenses (including court costs and reasonable attorneys' fees) arising out of or resulting from any third-party claim based on or otherwise attributable to: (i) Agent's acts or omissions; (ii) any misrepresentations made by Agent with respect to Accuray or the Products or Services; or (iii) an Indemnity Exclusion.
Agent Indemnity. In consideration for this accommodation, Agent agrees to indemnify, defend, release and hold harmless Secure Bancard, Bank, and each of their officers, directors, shareholders, agents, attorneys, employees and contractors from any and all liability and expenses, including attorneys’ fees, arising from or connected with disputes relating to this Agreement, including without limitation any amounts imposed by a card brand that this Agreement violates any card brand rule or regulation.
Agent Indemnity. 7.1 The landlord and/or tenant shall not hold the agent liable for any loss, damage or injury they may suffer arising from this authority or any lease agreement entered into unless such loss , damage or injury is due to the breach of this authority or gross negligence.
