Common use of Collateral Agent’s Reimbursements and Indemnification Clause in Contracts

Collateral Agent’s Reimbursements and Indemnification. TO THE EXTENT THE COLLATERAL AGENT IS NOT REIMBURSED BY THE COMPANY OR UMC CANADA, EACH LENDER WILL (WITHOUT DUPLICATION IN THE CASE OF A U.S. LENDER AND ITS AFFILIATED CANADIAN LENDER) REIMBURSE AND INDEMNIFY THE COLLATERAL AGENT, IN PROPORTION TO ITS GLOBAL COMMITMENT PERCENTAGE, FOR AND AGAINST ANY AND ALL INDEMNITY MATTERS WHICH MAY BE IMPOSED ON, INCURRED BY OR ASSERTED AGAINST THE COLLATERAL AGENT IN PERFORMING ITS DUTIES HEREUNDER OR UNDER ANY SECURITY INSTRUMENT OR OTHERWISE IN CONNECTION HEREWITH OR THEREWITH, INCLUDING LOSSES OCCURRING FROM THE ORDINARY AND/OR COMPARATIVE NEGLIGENCE OF THE COLLATERAL AGENT, IN ANY WAY RELATING TO OR ARISING OUT OF THIS INTERCREDITOR AGREEMENT; PROVIDED THAT NO LENDER SHALL BE LIABLE FOR ANY PORTION OF SUCH LIABILITIES, INDEBTEDNESS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES OR DISBURSEMENTS RESULTING SOLELY FROM THE COLLATERAL AGENT'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Appears in 1 contract

Samples: Intercreditor Agreement (United Meridian Corp)

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Collateral Agent’s Reimbursements and Indemnification. TO THE EXTENT THE COLLATERAL AGENT IS NOT REIMBURSED BY THE COMPANY OR UMC CANADAOBLIGORS, THE NOTEHOLDERS HEREBY AGREE THAT EACH LENDER SUCH PERSON WILL (WITHOUT DUPLICATION IN THE CASE OF A U.S. LENDER AND ITS AFFILIATED CANADIAN LENDER) REIMBURSE AND INDEMNIFY THE COLLATERAL AGENT, IN PROPORTION TO ITS GLOBAL COMMITMENT PERCENTAGERESPECTIVE PRO RATA SHARE, FOR AND AGAINST ANY AND ALL INDEMNITY MATTERS LIABILITIES, OBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES (INCLUDING REASONABLE COUNSEL FEES AND 16 20 DISBURSEMENTS) OR DISBURSEMENTS OF ANY KIND OR NATURE WHATSOEVER WHICH MAY BE IMPOSED ON, INCURRED BY OR ASSERTED AGAINST THE COLLATERAL AGENT IN PERFORMING ITS DUTIES HEREUNDER OR UNDER ANY SECURITY INSTRUMENT OR OTHERWISE IN CONNECTION HEREWITH OR THEREWITH, INCLUDING LOSSES OCCURRING FROM THE ORDINARY AND/OR COMPARATIVE NEGLIGENCE OF THE COLLATERAL AGENT, IN ANY WAY RELATING TO OR ARISING OUT OF THIS INTERCREDITOR AGREEMENT; PROVIDED THAT NO LENDER NOTEHOLDER SHALL BE LIABLE FOR ANY PORTION OF SUCH LIABILITIES, INDEBTEDNESSOBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES OR DISBURSEMENTS RESULTING SOLELY FROM THE COLLATERAL AGENT'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT OR ANY FINANCING DOCUMENT TO THE CONTRARY, THE TERMS OF THIS SECTION 4.6 AND SECTION 5.4 SHALL SURVIVE THE RESIGNATION OR REMOVAL OF THE COLLATERAL AGENT AND SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT AND EACH FINANCING DOCUMENT.

Appears in 1 contract

Samples: Intercreditor and Collateral Agency Agreement (Probex Corp)

Collateral Agent’s Reimbursements and Indemnification. TO THE EXTENT THE COLLATERAL AGENT IS NOT REIMBURSED BY THE COMPANY OR UMC CANADAANY OTHER OBLIGOR, EACH LENDER PARTY HERETO WILL (WITHOUT DUPLICATION IN THE CASE OF A U.S. LENDER AND ITS AFFILIATED CANADIAN LENDER) REIMBURSE AND INDEMNIFY THE COLLATERAL AGENT, IN PROPORTION TO ITS GLOBAL COMMITMENT PERCENTAGEPRO RATA SHARE, FOR AND AGAINST ANY AND ALL INDEMNITY MATTERS ACTIONS, SUITS, PROCEEDINGS (INCLUDING ANY INVESTIGATIONS, LITIGATION OR INQUIRIES), CLAIMS, DEMANDS, CAUSES OF ACTION, COSTS, LOSSES, LIABILITIES, DAMAGES OR EXPENSES OF ANY KIND OR NATURE WHATSOEVER WHICH MAY BE IMPOSED ON, INCURRED BY OR ASSERTED AGAINST THE COLLATERAL AGENT IN PERFORMING ITS DUTIES HEREUNDER OR UNDER ANY SECURITY INSTRUMENT DOCUMENT OR OTHERWISE IN CONNECTION HEREWITH OR THEREWITH, INCLUDING LOSSES OCCURRING FROM THE ORDINARY AND/OR COMPARATIVE NEGLIGENCE OF THE COLLATERAL AGENT, IN ANY WAY RELATING TO OR ARISING OUT OF THIS INTERCREDITOR AGREEMENT; PROVIDED THAT NO LENDER CREDITOR SHALL BE LIABLE FOR ANY PORTION OF SUCH LIABILITIES, INDEBTEDNESSOBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES OR DISBURSEMENTS TO THE EXTENT RESULTING SOLELY FROM THE COLLATERAL AGENT'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Appears in 1 contract

Samples: Intercreditor and Collateral Agency Agreement (Tri Union Development Corp)

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Collateral Agent’s Reimbursements and Indemnification. TO THE EXTENT THE COLLATERAL AGENT IS NOT REIMBURSED BY THE COMPANY OR UMC CANADAANY OTHER OBLIGOR, EACH LENDER WILL (WITHOUT DUPLICATION IN THE CASE OF A U.S. LENDER AND ITS AFFILIATED CANADIAN LENDER) REIMBURSE AND INDEMNIFY THE COLLATERAL AGENT, IN PROPORTION TO ITS GLOBAL COMMITMENT PERCENTAGEPRO RATA SHARE, FOR AND AGAINST ANY AND ALL INDEMNITY MATTERS WHICH MAY BE IMPOSED ON, INCURRED BY OR ASSERTED AGAINST THE COLLATERAL AGENT IN PERFORMING ITS DUTIES HEREUNDER OR UNDER ANY SECURITY INSTRUMENT CREDIT DOCUMENT OR OTHERWISE IN CONNECTION HEREWITH OR THEREWITH, INCLUDING LOSSES OCCURRING FROM THE ORDINARY AND/OR COMPARATIVE NEGLIGENCE OF THE COLLATERAL AGENT, IN ANY WAY RELATING TO OR ARISING OUT OF THIS INTERCREDITOR AGREEMENT; PROVIDED THAT NO LENDER CREDITOR SHALL BE LIABLE FOR ANY PORTION OF SUCH LIABILITIES, INDEBTEDNESSOBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES OR DISBURSEMENTS RESULTING SOLELY FROM THE COLLATERAL AGENT'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Appears in 1 contract

Samples: Intercreditor and Collateral Agency Agreement (Piccadilly Cafeterias Inc)

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