Common use of Agent's Indemnity Clause in Contracts

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Documents, except to the extent that the loss or liability is incurred as a result of the relevant Agent’s or Arranger’s negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans bears to the outstanding Interim Term Loans at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s Interim Commitments bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 are without prejudice to any obligations of each Obligor to indemnify the Agents and the Arrangers under the Interim Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Documents, except to the extent that the loss or liability is incurred as a result of the relevant Agent’s or Arranger’s negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans bears to the outstanding Interim Term Loans at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s Interim Commitments bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 18.8 are without prejudice to any obligations of each Obligor to indemnify the Agents and the Arrangers under the Interim Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Documents, except to the extent that the loss or liability is incurred as a result of the relevant Agent’s or Arranger’s gross negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans bears to the outstanding Interim Term Loans at the time of demand; or (ii) if there is are no outstanding Interim Term Loan Loans at that time, that Interim LenderXxxxxx’s Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 16.9 are without prejudice to any obligations of each Obligor the Company to indemnify the Agents and the Arrangers under the Interim Documents.

Agent's Indemnity. (aA) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Documents, except to the extent that the loss or liability is incurred as a result of the relevant Agent’s or Arranger’s fraud, gross negligence or wilful misconduct. (bB) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans Loan bears to the outstanding Interim Term Loans Loan at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (cC) The provisions of this Clause 19.8 16.9 are without prejudice to any obligations of each Obligor the Company to indemnify the Agents and the Arrangers under the Interim Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any cost, loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Finance Documents, except to the extent that the cost, loss or liability is incurred as a result of the relevant Agent’s or Arranger’s fraud, negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans Loan bears to the outstanding Interim Term Loans Loan at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 15.9 are without prejudice to any obligations of each an Obligor to indemnify the Agents and the Arrangers under the Interim Finance Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any cost, loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Finance Documents, except to the extent that the cost, loss or liability is incurred as a result of the relevant Agent’s or Arranger’s fraud, negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim XxxxxxLxxxxx’s participation in the outstanding Interim Term Loans Loan bears to the outstanding Interim Term Loans Loan at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 15.9 are without prejudice to any obligations of each an Obligor to indemnify the Agents and the Arrangers under the Interim Finance Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any cost, loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Documents, except to the extent that the cost, loss or liability is incurred as a result of the relevant Agent’s or Arranger’s fraud, negligence or wilful misconduct. (b) An Interim Lender’s share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s participation in the outstanding Interim Term Loans bears to the outstanding Interim Term Loans at the time of demand; or (ii) if there is are no outstanding Interim Term Loan Loans at that time, that Interim LenderXxxxxx’s Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 16.9 are without prejudice to any obligations of each Obligor Midco to indemnify the Agents and the Arrangers under the Interim Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any cost, loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Finance Documents, except to the extent that the cost, loss or liability is incurred as a result of the relevant Agent’s or Arranger’s 's fraud, negligence or wilful misconduct. (b) An Interim Lender’s 's share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s 's participation in the outstanding Interim Term Loans Loan bears to the outstanding Interim Term Loans Loan at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s 's Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s 's Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 17.9 are without prejudice to any obligations of each an Obligor to indemnify the Agents and the Arrangers under the Interim Finance Documents.

Agent's Indemnity. (a) Each Interim Lender shall on demand indemnify each Agent and Arranger for its share of any cost, loss or liability incurred by the relevant Agent or Arranger in acting, or in connection with its role, as Agent or Arranger under the Interim Finance Documents, except to the extent that the cost, loss or liability is incurred as a result of the relevant Agent’s or Arranger’s 's fraud, negligence or wilful misconduct. (b) An Interim Lender’s 's share of any such loss or liability shall be the proportion which: (i) that Interim Xxxxxx’s 's participation in the outstanding Interim Term Loans Loan bears to the outstanding Interim Term Loans Loan at the time of demand; or (ii) if there is no outstanding Interim Term Loan at that time, that Interim Lender’s 's Interim Commitments Commitment bears to the Total Interim Commitments at that time; or (iii) if the Total Interim Commitments have been cancelled, that Interim Lender’s 's Interim Commitments Commitment bore to the Total Interim Commitments immediately before being cancelled. (c) The provisions of this Clause 19.8 15.9 are without prejudice to any obligations of each an Obligor to indemnify the Agents and the Arrangers under the Interim Finance Documents.