Costs and Indemnity. 52.1 The Sub-Charterers agree at all times during the Charter Period to indemnify and keep indemnified the Head-Charterers against:
52.1.1 any costs, charges or expenses which the Sub-Charterers have agreed to pay under this Sub-Charter and which shall be claimed or assessed against or paid by the Head-Charterers;
52.1.2 all documented claims, costs, damages or expenses suffered or incurred by the Head-Charterers (otherwise than arising from the wilful misconduct or gross negligence of the Head-Charterers):
(a) which result directly or indirectly from claims which may at any time be made on the ground that any design, article or material of or in the Vessel or the operation or use thereof constitutes or is alleged to constitute an infringement of patent or copyright or registered design or other intellectual property right or other right whatsoever;
(b) in preventing or attempting to prevent the arrest, confiscation, seizure, taking in execution, impounding, forfeiture or detention of the Vessel, or in securing the release of the Vessel therefrom;
(c) in relation to or which result from breach by the Sub-Charterers of any representation, warranty, covenant, agreement, condition or stipulation contained in this Sub-Charter;
(d) in relation to the preservation or enforcement or attempted enforcement of any rights conferred upon the Head-Charterers by this Sub-Charter following the occurrence of any Termination Event or other breach by the Sub-Charterers of the terms of this Sub-Charter;
(e) in consequence of the Vessel becoming a wreck or obstruction to navigation;
52.1.3 any loss, damage or expense incurred by the Head-Charterers as a direct consequence of any arrest or detention of the Vessel by reason of a claim or claims for which the Sub-Charterers are directly responsible or as a consequence of any alleged violation of any convention (including, but not limited to, MARPOL) and the Sub-Charterer shall take all reasonable steps to secure that within a reasonable time the Vessel is released, by providing bail or otherwise as the circumstances may require; and
52.1.4 the occurrence of a Termination Event. The indemnity contained in this Clause 52 shall extend to all amounts payable by the Head-Charterers to the Approved Mortgagee by way of breakage costs as a result of, and any other costs and expenses arising from any of the defaults or events specified above.
52.2 The following shall apply if any amount received or recovered by the Head-Charterers in res...
Costs and Indemnity. The Replacement Agent shall not issue any replacement ETP Securities unless and until the applicant therefor shall have:
7.5.1 paid such fees and costs as may be incurred in connection therewith;
7.5.2 furnished the Replacement Agent with such evidence (including evidence as to the certificate number of the ETP Security in question), security and indemnity as the Issuer may require; and
7.5.3 surrendered to the Replacement Agent any mutilated or defaced ETP Security to be replaced.
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Costs and Indemnity. 16.1 All costs, charges and expenses properly Incurred by the Security Agent in relation to this Charge or the monies and liabilities hereby secured shall be reimbursed by the Company to the Security Agent on demand on a full indemnity basis and until so reimbursed shall carry interest as mentioned in the Guarantee from the date of payment to the date of reimbursement and be secured on the property charged by this Charge.
Costs and Indemnity. The Borrower also agrees to indemnify the BA Lender and its correspondents from, and hold them harmless against, any and all claims, losses, liabilities or damages, including reasonable attorney fees, howsoever arising from or in connection with any Acceptance or this Agreement. The agreements in this paragraph shall survive any payment under or termination of this Agreement.
Costs and Indemnity. The Replacement Agent shall not issue any replacement Bond or Coupon unless and until the applicant therefor shall have:
(a) paid such costs as may be incurred in connection therewith;
(b) furnished the Replacement Agent with such evidence (including evidence as to the certificate number of the Bond or Coupon in question) and indemnity as the Issuer may reasonably require; and
(c) surrendered to the Replacement Agent any mutilated or defaced Bond or Coupon to be replaced.
Costs and Indemnity. (a) All costs, charges, expenses and liabilities properly paid or incurred, and payments made, by the Collateral Agent in the negotiation and preparation of and/or in perfecting or enforcing this security or in connection with the preservation, enforcement or exercise or intended or attempted exercise of any power or remedy hereunder or otherwise in connection with this security or in respect of the Loan Collateral or any part thereof or any agreements or instruments relating thereto, shall be recoverable on a full indemnity basis from the Mortgagor as a debt, and shall, in any event, form part of the Secured Obligations and accordingly be charged on the Loan Collateral.
(b) The Mortgagor covenants with and undertakes fully to indemnify the Collateral Agent in respect of all proceedings (including without limitation claims and liabilities in respect of taxes other than taxes imposed on its own overall net income or net profits), claims and demands and all losses, interest, fees, actions, penalties, costs, charges, expenses, and liabilities to which it (or any of its employees, directors or officers, attorneys, agents or other persons appointed by it, to whom any trust, power, authority or discretion may be delegated by it in the execution or purported execution of the trusts, rights, remedies, powers, authorities or discretions vested in it by or pursuant to this Assignment, any of the other Security Documents to which the Collateral Agent is a party or which constitutes part of the Loan Collateral) has suffered or become liable or which may be suffered or incurred by it (or any such person as aforesaid) in respect of any matter or thing done or omitted in any way relating to this Assignment and/or any of the Security Documents to which the Collateral Agent is a party or which constitutes part of the Loan Collateral or in consequence of the Collateral Agent taking or refraining from taking any action or exercising or refraining from exercising any of its rights under this Assignment and/or the other Security Documents and all agreements, documents and instruments relating to the Collateral (as defined in the Indenture) (including without limitation the perfection, preservation or enforcement of this Assignment) or in consequence of any payment in respect of the Secured Obligations (whether made by the Mortgagor or another person) being declared void for any reason whatsoever, or in respect of the non-performance or non-observance of any of the undertakings...
Costs and Indemnity. 10.1 You must promptly on demand pay to us the amount of all Costs incurred by us in connection with: (i) the negotiation, preparation, execution, stamping and registration of any Trade Finance Document, any documents executed pursuant to any Facility, or any financing statement relating to any security interest that you (or a someone on your behalf) grant in our favour, (ii) responding to, evaluating, negotiating or complying with any request by you for any amendment, waiver, consent, release or discharge in connection with any Facility, (iii) the enforcement or preservation of any of our rights under any Trade Finance Document, (iv) carrying out any legal review of, or obtaining legal advice in respect of our rights under, any Trade Finance Document, or (v) an enquiry, notice or order by a Regulatory Authority involving you or any of your officers.
10.2 You must indemnify and reimburse us on demand for any Costs incurred by us as a result of: (i) you breaching any of your representations, warranties, undertakings or obligations under any Trade Finance Document, (ii) us acting or declining to act on your request in respect of a Facility under this Agreement, and (iii) any failure by you to utilise the Facility on the date or in the currency specified in a request.
Costs and Indemnity. 14.1 You must promptly on demand pay to us the amount of all Costs incurred by us in connection with: (i) the negotiation, preparation, execution, stamping and registration of any Trade Finance Document, any documents executed pursuant to any Facility, or any financing statement relating to any security interest that you (or a someone on your behalf) grant in our favour, (ii) responding to, evaluating, negotiating or complying with any request by you for any amendment, waiver, consent, release or discharge in connection with any Facility, (iii) the enforcement or preservation of any of our rights under any Transaction Document,
Costs and Indemnity. 14.1 All costs charges and expenses properly incurred by the Lender in relation to this Debenture or the monies and liabilities hereby secured shall be reimbursed by the Guarantor to the Lender on demand on a full indemnity basis and until so reimbursed shall carry interest as mentioned in clause 1 from the date of payment to the date of reimbursement and be secured on the property charged by this Debenture.
14.2 The Lender and every Receiver attorney or other person appointed by the Lender under this Debenture and their respective employees shall be entitled to be indemnified on a full indemnity basis out of the property charged by this Debenture in respect of all liabilities and expenses properly incurred by any of them in or directly or indirectly as a result of the exercise or purported exercise of any of the powers authorities or discretions vested in them under this Debenture and against all actions proceedings losses costs claims and demands in respect of any matter or thing done or omitted in any way relating to the property charged by this Debenture and the Lender and any such Receiver may retain and pay all sums in respect of the same out of the monies received under the powers conferred by this Debenture.