Guarantor’s Indemnity. Subject to the prior ranking obligations set out in the Priorities of Payments, the Account Bank shall be indemnified to the extent of funds then standing to the credit of the Guarantor Accounts maintained with the Account Bank against any loss, cost, damage, charge or expense incurred by the Account Bank in complying with any instruction delivered pursuant to and in accordance with this Agreement, save that this indemnity shall not extend to (i) the charges of the Account Bank (if any) for the operation of such accounts other than as provided in this Agreement; and (ii) any loss, cost, damage, charge or expense arising from any breach by the Account Bank of its obligations under this Agreement.
Guarantor’s Indemnity. The Guarantors jointly and severally agree to pay, or cause to be paid, on demand, and to save the Holders of Notes harmless against liability for, any and all costs and expenses (including fees and disbursements of counsel and allocated costs of internal counsel) incurred or expended by the Holders of Notes in connection with the enforcement of or preservation of any rights under this ARTICLE III.
Guarantor’s Indemnity. Subject to the Priorities of Payments and the Security Agreement, the Guarantor shall indemnify the Account Bank or, pursuant to Section 5.3, the Bond Trustee, as the case may be, to the extent of available funds then standing to the credit of the Guarantor Accounts held with the Account Bank against any loss, cost, damage, charge or expense properly incurred by the Account Bank or the Bond Trustee, as the case may be, in complying with any instruction delivered pursuant to and in accordance with this Agreement, save that this indemnity shall not extend to:
Guarantor’s Indemnity. Xxxxxxxxx agrees to indemnify APD against any claim, action, damage, loss, liability, cost, expense or payment of whatever nature and however arising that APD or any of the other APD Indemnified Parties suffers, incurs or is liable for arising out of any breach of any of the Guarantor Warranties.
Guarantor’s Indemnity. Subject to the prior ranking obligations set out in the Priorities of Payments, the Account Depository Institution shall be indemnified to the extent of funds then standing to the credit of the Guarantor Accounts maintained with the Account Depository Institution against any loss, cost, damage, charge or expense incurred by the Account Depository Institution in complying with any instruction delivered pursuant to, and in accordance with, this Agreement, save that this indemnity shall not extend to (i) the charges of the Account Depository Institution (if any) for the operation of such accounts other than as provided in this Agreement; and (ii) any loss, cost, damage, charge or expense arising from any breach by the Account Depository Institution of its obligations under this Agreement.
Guarantor’s Indemnity. Subject to the prior ranking obligations set out in the Priorities of Payments, the Stand-By Account Bank and the Stand-By GDA Provider shall each be indemnified to the extent of funds then standing to the credit of the Guarantor Accounts against any loss, cost, damage, charge or expense incurred by the Stand-By Account Bank or the Stand-By GDA Provider in complying with any instruction delivered pursuant to and in accordance with this Agreement or the Stand-By Guaranteed Deposit Account Contract, respectively, save that this indemnity shall not extend to (i) the charges of the Stand-By Account Bank or the Stand-By GDA Provider (if any) for the operation of such accounts other than as provided in Section 2.3 of this Agreement; and (ii) any loss, cost, damage, charge or expense arising from any breach by the Stand-By Account Bank of its obligations under this Agreement or any material breach by the Stand-By GDA Provider of its obligations under the Stand-By Guaranteed Deposit Account Contract, and if necessary, as determined by a court of competent jurisdiction in a final non-appealable decision. For greater certainty, payments to the Stand-By Account Bank and the Stand-By GDA Provider rank pro rata and pari passu with each other and with payments to the Cover Pool Monitor, among others in the relevant Priorities of Payments. The Guarantor will not amend the Priorities of Payments if such amendment negatively affects any payments (including the priority thereof) to the Stand-By Account Bank or the Stand-By GDA Provider without the consent of the Stand-By Account Bank or the Stand-By GDA Provider, as the case may be.
Guarantor’s Indemnity. The Guarantors jointly and --------------------- severally agree to pay, or cause to be paid, on demand, and to save the Holders of Notes harmless against liability for, any and all costs and expenses (including fees and disbursements of counsel and allocated costs of internal counsel) incurred or expended by the Holders of Notes in connection with the enforcement of or preservation of any rights under this Article III. -----------
Guarantor’s Indemnity
