Common use of Exceptions to Lessee's General Indemnification Clause in Contracts

Exceptions to Lessee's General Indemnification. Notwithstanding the terms of Section 10.1, Lessee shall not be required to indemnify any Lessee Indemnified Person under Section 10.1 for any of the following: (i) any Loss to the extent resulting from the willful misconduct or gross negligence of such Lessee Indemnified Person (it being understood that Lessee shall be required to indemnify any Lessee Indemnified Person even if the ordinary (but not gross) negligence of such Lessee Indemnified Person caused or contributed to such Loss), (ii) any Loss resulting from Lessor Liens attributable to such Lessee Indemnified Person, (iii) any Loss to the extent attributable to acts or events occurring after the end of the Term, if any, so long as no Lease Event of Default shall have occurred and be continuing and the Equipment has either been purchased or redelivered in accordance with the terms of Section 6.1, 28.2, 28.3 or 28.4 of the Lease Agreement, (iv) any Loss (other than a Loss attributable to a Lease Event of Default) arising from a breach by such Lessee Indemnified Person of any agreement entered into in connection with the assignment or participation of any interest of such Lessee Indemnified Person under the Lease Agreement or the other Operative Documents, (v) any Loss to the extent arising or resulting from the failure of such Lessee Indemnified Person to comply with laws applicable to financial institutions or their affiliates generally or the failure of such Lessee Indemnified Person to file any material notice, report, filing or other document required by any Governmental Entity regulating banks or their affiliates in connection with such Lessee Indemnified Person's execution of, and participation in the transactions contemplated by, the Operative Documents except to the extent resulting from the acts or omissions of Lessee or Guarantor, (vi) any other expense or Loss to the extent expressly provided under any of the Operative Documents to be paid or borne by such Lessee Indemnified Person at its own expense, (vii) any Loss to the extent resulting from the offer, sale, disposition or transfer by such Lessee Indemnified Person of all or part of its interest in the Operative Documents, other than a Loss arising as a result of the occurrence of a Lease Event of Default, (viii) any Loss that is a Tax or based on a Tax, (ix) any Loss to the extent resulting from any business, transaction or other activity in which such Lessee Indemnified Person is engaged, which has no relation to the transactions contemplated hereby or by any of the Operative Documents, (x) any Loss resulting from a Tranche A Event of Default or Tranche B Event of Default not attributable to a Lease Event of Default, (xi) any Loss which is an ordinary and usual operating or overhead expense of Section 10.1 shall be construed as an indemnity only and not a guaranty of residual value of the Items of Equipment.

Exceptions to Lessee's General Indemnification. Notwithstanding the terms of Section 10.1, Lessee shall not be required to indemnify any Lessee Indemnified Person under Section 10.1 for any of the following: (i) any Loss to the extent resulting from the willful misconduct or gross negligence of such Lessee Indemnified Person (it being understood that Lessee shall be required to indemnify any an Lessee Indemnified Person even if the ordinary (but not gross) negligence of such Lessee Indemnified Person caused or contributed to such Loss), (ii) any Loss resulting from Lessor Liens attributable to such Lessee Indemnified Person, (iii) any Loss to the extent attributable to acts or events occurring after the end of the Term, if any, so long as no Lease Event of Default shall have occurred and be continuing and the Equipment has either been purchased or redelivered in accordance with the terms of Section 6.1, 28.2, 28.3 28.3, 28.4 or 28.4 28.5 of the Lease Agreement, (iv) any Loss (other than a Loss arising from a Loan Event of Default attributable to a Lease Event of Default) arising from a breach by such Lessee Indemnified Person of any agreement entered into in connection with the assignment or participation of any interest of such Lessee Indemnified Person under the Lease Agreement or the other Operative Documents, (v) any Loss to the extent arising or resulting from the failure of such Lessee Indemnified Person to comply with laws applicable to financial institutions banks or their affiliates generally or the failure of such Lessee Indemnified Person to file any material notice, report, filing or other document required by any Governmental Entity regulating banks or their affiliates in connection with such Lessee Indemnified Person's execution of, and participation in the transactions contemplated by, the Operative Documents except to the extent resulting from the acts or omissions of or any Lessee or Guarantor, (vi) any other expense or Loss to the extent expressly provided under any of the Operative Documents to be paid or borne by such Lessee Indemnified Person at its own expense, (vii) any Loss to the extent resulting from the offer, sale, disposition or transfer by such Lessee Indemnified Person of all or part of its interest in the Operative Documents, other than a Loss arising as a result of after the occurrence of a Lease Event of Default, (viii) any Loss that is a Tax or based on a Tax, (ix) any Loss to the extent resulting from any business, transaction or other activity in which such Lessee Indemnified Person is engaged, which has no relation to the transactions contemplated hereby or by any of the Operative Documents, (x) any Loss resulting from a Tranche A Event of Default or Tranche B Loan Event of Default not attributable to a Lease Event of Default, (xi) any Loss which is an ordinary and usual operating or overhead expense ofof such Lessee Indemnified Person except expenses incurred relating to an Lease Event of Default and (xii) any Loss arising under ERISA or Section 4975 of the Code (i) as a result of Loans or funds advanced by the Lenders or Section 10.1 10.1.1 shall be construed as an indemnity only and not a guaranty of residual value of the Items of EquipmentItems.

Exceptions to Lessee's General Indemnification. Notwithstanding the terms of Section 10.1, Lessee shall not be required to indemnify any Lessee Indemnified Person under Section 10.1 for any of the following: (i) any Loss to the extent resulting from the willful misconduct or gross negligence of such Lessee Indemnified Person (it being understood that Lessee shall be required to indemnify any Lessee Indemnified Person even if the ordinary (but not gross) negligence of such Lessee Indemnified Person caused or contributed to such Loss), (ii) any Loss resulting from Lessor Liens attributable to such Lessee Indemnified Person, (iii) any Loss to the extent attributable to acts or events occurring after the end of the Term, if any, so long as no Lease Event of Default shall have occurred and be continuing and the Equipment has either been purchased or redelivered in accordance with the terms of Section 6.1, 28.2, 28.3 or 28.4 of the Lease Agreement, (iv) any Loss (other than a Loss attributable to a Lease Event of Default) arising from a breach by such Lessee Indemnified Person of any agreement entered into in connection with the assignment or participation of any interest of such Lessee Indemnified Person under the Lease Agreement or the other Operative Documents, (v) any Loss to the extent arising or resulting from the failure of such Lessee Indemnified Person to comply with laws applicable to financial institutions or their affiliates generally or the failure of such Lessee Indemnified Person to file any material notice, report, filing or other document required by any Governmental Entity regulating banks or their affiliates in connection with such Lessee Indemnified Person's execution of, and participation in the transactions contemplated by, the Operative Documents except to the extent resulting from the acts or omissions of Lessee or Guarantor, (vi) any other expense or Loss to the extent expressly provided under any of the Operative Documents to be paid or borne by such Lessee Indemnified Person at its own expense, (vii) any Loss to the extent resulting from the offer, sale, disposition or transfer by such Lessee Indemnified Person of all or part of its interest in the Operative Documents, other than a Loss arising as a result of the occurrence of a Lease Event of Default, (viii) any Loss that is a Tax or based on a Tax, (ix) any Loss to the extent resulting from any business, transaction or other activity in which such Lessee Indemnified Person is engaged, which has no relation to the transactions contemplated hereby or by any of the Operative Documents, (x) any Loss resulting from a Tranche A Event of Default or Tranche B Event of Default not attributable to a Lease Event of Default, (xi) any Loss which is an ordinary and usual operating or overhead expense of Section 10.1 shall be construed as an indemnity only and not a guaranty of residual value of the Items of Equipment.,

Exceptions to Lessee's General Indemnification. Notwithstanding the terms of Section 10.1, Lessee shall not be required to indemnify any Lessee Indemnified Person under Section 10.1 for any of the following: (i) any Loss to the extent resulting from the willful misconduct or gross negligence of such Lessee Indemnified Person (it being understood that Lessee shall be required to indemnify any Lessee Indemnified Person even if the ordinary (but not gross) negligence of such Lessee Indemnified Person caused or contributed to such Loss), (ii) any Loss resulting from Lessor Liens attributable to such Lessee Indemnified Person, (iii) any Loss to the extent attributable to acts or events occurring after the end of the Term, if any, so long as no Lease Event of Default shall have occurred and be continuing and the Equipment has either been purchased or redelivered in accordance with the terms of Section 6.1, 28.2, 28.3 or 28.4 of the Lease Agreement, (iv) any Loss (other than a Loss attributable to a Lease Event of Default) arising from a breach by such Lessee Indemnified Person of any agreement entered into in connection with the assignment or participation of any interest of such Lessee Indemnified Person under the Lease Agreement or the other Operative Documents, (v) any Loss to the extent arising or resulting from the failure of such Lessee Indemnified Person to comply with laws applicable to financial institutions or their affiliates generally or the failure of such Lessee Indemnified Person to file any material notice, report, filing or other document required by any Governmental Entity regulating banks or their affiliates in connection with such Lessee Indemnified Person's execution of, and participation in the transactions contemplated by, the Operative Documents except to the extent resulting from the acts or omissions of Lessee or Guarantor, (vi) any other expense or Loss to the extent expressly provided under any of the Operative Documents to be paid or borne by such Lessee Indemnified Person at its own expense, (vii) any Loss to the extent resulting from the offer, sale, disposition or transfer by such Lessee Indemnified Person of all or part of its interest in the Operative Documents, other than a Loss arising as a result of the occurrence of a Lease Event of Default, (viii) any Loss that is a Tax or based on a Tax, (ix) any Loss to the extent resulting from any business, transaction or other activity in which such Lessee Indemnified Person is engaged, which has no relation to the transactions contemplated hereby or by any of the Operative Documents, (x) any Loss resulting from a Tranche A Event of Default or Tranche B Event of Default not attributable to a Lease Event of Default, (xi) any Loss which is an ordinary and usual operating or overhead expense ofLessee Section 10.1 shall be construed as an indemnity only and not a guaranty of residual value of the Items of Equipment.

Exceptions to Lessee's General Indemnification. Notwithstanding the terms of Section 10.1, Lessee shall not be required to indemnify any Lessee Indemnified Person under Section 10.1 for any of the following: (i) any Loss to the extent resulting from the willful misconduct or gross negligence of such Lessee Indemnified Person (it being understood that Lessee shall be required to indemnify any Lessee Indemnified Person even if the ordinary (but not gross) negligence of such Lessee Indemnified Person caused or contributed to such Loss), (ii) any Loss resulting from Lessor Liens attributable to such Lessee Indemnified Person, (iii) any Loss to the extent attributable to acts or events occurring after the end of the Term, if any, so long as no Lease Event of Default shall have occurred and be continuing and the Equipment has either been purchased or redelivered in accordance with the terms of Section 6.1, 28.2, 28.3 or 28.4 of the Lease Agreement, (iv) any Loss (other than a Loss attributable to a Lease Event of Default) arising from a breach by such Lessee Indemnified Person of any agreement entered into in connection with the assignment or participation of any interest of such Lessee Indemnified Person under the Lease Agreement or the other Operative Documents, (v) any Loss to the extent arising or resulting from the failure of such Lessee Indemnified Person to comply with laws applicable to financial institutions or their affiliates generally or the failure of such Lessee Indemnified Person to file any material notice, report, filing or other document required by any Governmental Entity regulating banks or their affiliates in connection with such Lessee Indemnified Person's execution of, and participation in the transactions contemplated by, the Operative Documents except to the extent resulting from the acts or omissions of Lessee or Guarantor, (vi) any other expense or Loss to the extent expressly provided under any of the Operative Documents to be paid or borne by such Lessee Indemnified Person at its own expense, (vii) any Loss to the extent resulting from the offer, sale, disposition or transfer by such Lessee Indemnified Person of all or part of its interest in the Operative Documents, other than a Loss arising as a result of the occurrence of a Lease Event of Default, (viii) any Loss that is a Tax or based on a Tax, (ix) any Loss to the extent resulting from any business, transaction or other activity in which such Lessee Indemnified Person is engaged, which has no relation to the transactions contemplated hereby or by any of the Operative Documents, (x) any Loss resulting from a Tranche A Event of Default or Tranche B Event of Default not attributable to a Lease Event of Default, (xi) any Loss which is an ordinary and usual operating or overhead expense ofto Section 10.1 shall be construed as an indemnity only and not a guaranty of residual value of the Items of Equipment.