Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the LC Issuer's failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 or any action taken or omitted by such indemnitees hereunder.
Appears in 7 contracts
Samples: Reducing Revolving Credit Agreement (Energy Partners LTD), Revolving Credit Agreement (Energy Partners LTD), Credit Agreement (Continental Resources Inc)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the LC Issuer's failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 Article III or any action taken or omitted by such indemnitees hereunder.
Appears in 5 contracts
Samples: Credit Agreement (Consumers Energy Co), Credit Agreement (Panhandle Eastern Pipe Line Co), Pledge Agreement (Consumers Energy Co)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the each LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' ’ gross negligence or willful misconduct or the any LC Issuer's ’s failure to pay under any Facility LC issued by it after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 2.17 or any action taken or omitted by such indemnitees hereunder.
Appears in 3 contracts
Samples: Year Revolving Credit Agreement (Deluxe Corp), Revolving Credit Agreement (Deluxe Corp), Year Revolving Credit Agreement (Deluxe Corp)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' ’ gross negligence or willful misconduct or the LC Issuer's ’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 2.7 or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Midamerican Funding LLC), Credit Agreement (Midamerican Funding LLC)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the each LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the such LC Issuer's failure to pay under any Facility LC of such LC Issuer after the presentation to it of a request strictly complying with the terms and conditions of the such Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 2.16 or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Assignment and Assumption Agreement (Duke Energy Corp), Assignment and Assumption Agreement (Duke Energy Corp)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the each LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' ’ gross negligence or willful misconduct or the such LC Issuer's ’s failure to pay under any Facility LC issued by it after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 Article III or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Credit Agreement (CMS Energy Corp), Credit Agreement (Consumers Energy Co)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerOverstock) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' ’ gross negligence or willful misconduct or the LC Issuer's ’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 1.25 or any action taken or omitted by such indemnitees hereunder.
Appears in 1 contract
Samples: Loan Agreement (OVERSTOCK.COM, Inc)
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerAsset Acceptance) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the LC Issuer's failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 2.12 or any action taken or omitted by such indemnitees hereunder.
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Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the each LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' ’ gross negligence or willful misconduct or the such LC Issuer's ’s failure to pay under any Facility LC issued by it after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 Article III or any action taken or omitted by such indemnitees hereunderhereunder (in such LC Issuer’s capacity as an LC Issuer).
Appears in 1 contract
Banks’ Indemnification. Each Bank shall, ratably in accordance with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the LC Issuer's failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 or any action taken or omitted by such indemnitees hereunder.
Appears in 1 contract
Banks’ Indemnification. Each Bank shall, ratably in accordance ---------------------- with its Percentage Pro Rata Share, indemnify the LC Issuer, its affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerCompany) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees' gross negligence or willful misconduct or the LC Issuer's failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.20 or any action taken or omitted by such indemnitees hereunder.
Appears in 1 contract