INDEMNIFICATION 11. 1. With respect to a Reorganization, the applicable Acquiring Entity, out of the assets of the Acquiring Fund, agrees to indemnify and hold harmless the Target Entity and each of the Target Entity's officers and trustees from and against any and all losses, claims, damages, liabilities or expenses (including, without limitation, the payment of reasonable legal fees and reasonable costs of investigation) to which, jointly and severally, the Target Entity or any of its trustees or officers may become subject, insofar as such loss, claim, damage, liability or expense (or actions with respect thereto) arises out of or is based on any breach by the Acquiring Entity, on behalf of the Acquiring Fund, of any of its representations, warranties, covenants or agreements set forth in this Agreement. This indemnification obligation shall survive the termination of this Agreement and the closing of the Reorganization.
Appears in 8 contracts
Samples: Agreement and Plan of Reorganization (Invesco Exchange-Traded Self-Indexed Fund Trust), Agreement and Plan of Reorganization (Invesco Actively Managed Exchange-Traded Fund Trust), Agreement and Plan of Reorganization (Invesco Exchange-Traded Fund Trust II)