Common use of Agent's Reimbursement and Indemnification Clause in Contracts

Agent's Reimbursement and Indemnification. The Lenders agree to reimburse and indemnify the Agent ratably in proportion to their respective Pro Rata Shares (i) for any amounts not reimbursed by the Borrower for which the Agent is entitled to reimbursement by the Borrower under the Loan Documents, (ii) for any other expenses incurred by the Agent on behalf of the Lenders, in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents or any other document delivered in connection therewith or the transactions contemplated thereby, or the enforcement of any of the terms thereof or of any such other documents, PROVIDED that no Lender shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely from the Gross Negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Lenders agree to reimburse and indemnify the Agent ratably in proportion to accordance with their respective Pro Rata Shares Percentages (i) for any amounts payable to third parties which are not reimbursed by the Borrower for which the Agent is entitled to reimbursement by the Borrower under the Loan Documents, (ii) for any other expenses payable to third parties which are incurred by the Agent on behalf of the Lenders, in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents Documents, if not paid by Borrower, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent (in its capacity as Agent and not as a Lender) in any way relating to or arising out of the Loan Documents or any other document delivered in connection therewith or the transactions contemplated thereby, or the enforcement of any of the terms thereof or of any such other documents, PROVIDED provided that no Lender shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Lenders Banks agree to reimburse and indemnify the Agent (which indemnification shall be shared by the Banks ratably in proportion to their respective Pro Rata Shares Ratable Shares) (ia) for any amounts not reimbursed by the Borrower for which the Agent is entitled to reimbursement by the Borrower hereunder or under the Loan Documentsany Collateral Document, (iib) for any other expenses reasonably incurred by the Agent on behalf of the LendersBanks, in connection with the preparation, execution, delivery, administration and administration, amendment or enforcement hereof or of any of the Loan Collateral Documents and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents this Agreement, any Collateral Document or any other document delivered in connection therewith related hereto or thereto or the transactions contemplated thereby, hereby or the enforcement of any of the terms hereof or thereof or of any such other documents, PROVIDED that no Lender Bank shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Lenders Banks agree to reimburse and indemnify the Agent (which indemnification shall be shared by the Banks ratably in proportion to their respective Pro Rata Ratable Shares of the Loans) (ia) for any amounts not reimbursed by the Borrower for which the Agent is entitled to reimbursement by the Borrower hereunder or under the Loan Documentsany Collateral Document, (iib) for any other expenses reasonably incurred by the Agent on behalf of the LendersBanks, in connection with the preparation, execution, delivery, administration and administration, amendment or enforcement hereof or of any of the Loan Collateral Documents and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents this Agreement, any Collateral Document or any other document delivered in connection therewith related hereto or thereto or the transactions contemplated thereby, hereby or the enforcement of any of the terms hereof or thereof or of any such other documents, PROVIDED that no Lender Bank shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Lenders Banks agree to ----------------------------------------- reimburse and indemnify the Agent (which indemnification shall be shared by the Banks ratably in proportion to their respective Pro Rata Shares Ratable Shares) (ia) for any amounts not reimbursed by the Borrower for which the Agent is entitled to reimbursement by the Borrower hereunder or under the Loan Documentsany Collateral Document, (iib) for any other expenses reasonably incurred by the Agent on behalf of the LendersBanks, in connection with the preparation, execution, delivery, administration and administration, amendment or enforcement hereof or of any of the Loan Collateral Documents and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents this Agreement, any Collateral Document or any other document delivered in connection therewith related hereto or thereto or the transactions contemplated thereby, hereby or the enforcement of any of the terms hereof or thereof or of any such other documents, PROVIDED provided that no Lender Bank shall be liable for any of -------- the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Lenders agree to reimburse and indemnify the Agent and any Co-Agent ratably in proportion to their respective Pro Rata Shares Commitments (ia) for any amounts not reimbursed by the Borrower for which the Agent and any Co-Agent is entitled to reimbursement by the Borrower under the Loan DocumentsFinancing Agreements, (iib) for any other expenses incurred by the Agent and any Co-Agent on behalf of the Lenders, in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents Financing Agreements, and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent and any Co-Agent in any way relating to or arising out of the Loan Documents Financing Agreements or any other document delivered in connection therewith or the transactions contemplated hereby and thereby, or the enforcement of any of the terms thereof or of any such other documents, ; PROVIDED that no Lender shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the AgentAgent and any Co-Agent as determined by a final order, not subject to appeal, of a court of competent jurisdiction. The obligations of the Lenders under this SUBSECTION 12.8 shall survive payment of the Obligations and termination of this Agreement.

Agent's Reimbursement and Indemnification. The Lenders Banks agree to reimburse and indemnify the Agent ratably in proportion to accordance with their respective Pro Rata Shares (i) for any amounts not reimbursed by the Borrower Company for which the Agent is entitled to reimbursement by the Borrower Company under the Loan Credit Documents, (ii) for any other expenses reasonably incurred by the Agent on behalf of the LendersBanks, in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents this Agreement or any other document delivered in connection therewith with this Agreement or the transactions contemplated thereby, hereby or the enforcement of any of the terms thereof hereof or of any such other documents, PROVIDED and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided that no Lender Bank shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely they arise from the Gross Negligence gross negligence or willful misconduct of the Agent.