Common use of ENFORCEABILITY OF INDEMNIFICATION Clause in Contracts

ENFORCEABILITY OF INDEMNIFICATION. If the indemnification provided for herein is invalid or unenforceable in accordance with its terms, then Hartford Life shall contribute to the amount paid or payable by an Indemnified Person as a result of such liability in such proportion as is appropriate to reflect the relative benefits received by Hartford Life and a Trust (if the Trust is not an Indemnified Person), on one hand, and Wilmington or a Trust (if the Trust is an Indemnified Person) on the other hand, from the transactions contemplated by the Issuance Documents. For this purpose, the benefits received by Hartford Life or a Trust (if applicable) shall be the aggregate value of the relevant Collateral, and the benefits received by Wilmington shall be the fees it has been paid up to that point, less unreimbursed expenses incurred by it in relation to such Collateral, and the benefits received by the Trust (if applicable) shall be determined by the Administrator (unless the Administrator is an Indemnified Party) and Hartford Life. If, however, the allocation provided by the immediately preceding two sentences is not permitted by applicable law, then Hartford Life shall contribute to such amount paid or payable by the Indemnified Person in such proportion as is appropriate to reflect not only such relative benefits but also the relative fault of Hartford Life and the Trust (if applicable), on the one hand, and Wilmington or the Trust (if applicable) on the other hand, in connection with the actions or omissions which resulted in such liability, as well as any other relevant equitable considerations.

ENFORCEABILITY OF INDEMNIFICATION. If the indemnification provided for herein is invalid or unenforceable in accordance with its terms, then Hartford Life shall contribute to the amount paid or payable by an Indemnified Person as a result of such liability in such proportion as is appropriate to reflect the relative benefits received by Hartford Life and a Trust Trust, (if the Trust is not an Indemnified Person), on one hand, and Wilmington the Administrator or a Trust (if the Trust is an Indemnified Person) on the other hand, from the transactions contemplated by the Issuance Documents. For this purpose, the benefits received by Hartford Life or a Trust (if applicable) shall be the aggregate value of the relevant Collateral, and the benefits received by Wilmington the Administrator shall be the fees Fees it has been paid up to that point, less costs and unreimbursed expenses incurred by it the Administrator in relation to such Collateral, and the benefits received by the Trust (if applicable) shall be determined by the Administrator (unless the Administrator is an Indemnified Party) and Hartford Life. If, however, the allocation provided by the immediately preceding two sentences is not permitted by applicable law, then Hartford Life shall contribute to such amount paid or payable by the Indemnified Person in such proportion as is appropriate to reflect not only such relative benefits but also the relative fault of Hartford Life and the Trust (if applicable), on the one hand, and Wilmington the Administrator or the Trust (if applicable) on the other hand, in connection with the actions or omissions which resulted in such liability, as well as any other relevant equitable considerations.

ENFORCEABILITY OF INDEMNIFICATION. If the indemnification provided for herein is invalid or unenforceable in accordance with its terms, then Hartford Life shall contribute to the amount paid or payable by an Indemnified Person as a result of such liability in such proportion as is appropriate to reflect the relative benefits received by Hartford Life and a Trust Trust, (if the Trust is not an Indemnified Person), on one hand, and Wilmington the Administrator or a Trust (if the Trust is an Indemnified Person) on the other hand, from the transactions contemplated by the Issuance Program Documents. For this purpose, the benefits received by Hartford Life or a Trust (if applicable) shall be the aggregate value of the relevant Collateral, and the benefits received by Wilmington the Administrator shall be the fees Fees it has been paid up to that point, less costs and unreimbursed expenses incurred by it the Administrator in relation to such Collateral, and the benefits received by the Trust (if applicable) shall be determined by the Administrator (unless the Administrator is an Indemnified Party) and Hartford Life. If, however, the allocation provided by the immediately preceding two sentences is not permitted by applicable law, then Hartford Life shall contribute to such amount paid or payable by the Indemnified Person in such proportion as is appropriate to reflect not only such relative benefits but also the relative fault of Hartford Life and the Trust (if applicable), on the one hand, and Wilmington the Administrator or the Trust (if applicable) on the other hand, in connection with the actions or omissions which resulted in such liability, as well as any other relevant equitable considerations.

ENFORCEABILITY OF INDEMNIFICATION. If the indemnification provided for herein is invalid or unenforceable in accordance with its terms, then Hartford Life shall contribute to the amount paid or payable by an Indemnified Person as a result of such liability in such proportion as is appropriate to reflect the relative benefits received by Hartford Life and a Trust (if the Trust is not an Indemnified Person), on one hand, and Wilmington or a Trust (if the Trust is an Indemnified Person) on the other hand, from the transactions contemplated by the Issuance Program Documents. For this purpose, the benefits received by Hartford Life or a Trust (if applicable) shall be the aggregate value of the relevant Collateral, and the benefits received by Wilmington shall be the fees it has been paid up to that point, less unreimbursed expenses incurred by it in relation to such Collateral, and the benefits received by the Trust (if applicable) shall be determined by the Administrator (unless the Administrator is an Indemnified Party) and Hartford Life. If, however, the allocation provided by the immediately preceding two sentences is not permitted by applicable law, then Hartford Life shall contribute to such amount paid or payable by the Indemnified Person in such proportion as is appropriate to reflect not only such relative benefits but also the relative fault of Hartford Life and the Trust (if applicable), on the one hand, and Wilmington or the Trust (if applicable) on the other hand, in connection with the actions or omissions which resulted in such liability, as well as any other relevant equitable considerations.