Common use of Indemnification and Release Provisions Clause in Contracts

Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders and their directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ properties or assets. Each Borrower hereby releases Agent, Lenders and their respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lenders. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments and the repayment of the Loan.

Appears in 2 contracts

Samples: Loan and Security Agreement (1st FRANKLIN FINANCIAL CORP), Loan and Security Agreement (1st FRANKLIN FINANCIAL CORP)

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Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders WFPC and their its directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable limitation fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ Borrower’s properties or assets. Each Borrower hereby releases Agent, Lenders WFPC and their its respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and LendersWFPC. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments Commitment and the repayment of the Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (Carbiz Inc)

Indemnification and Release Provisions. Each Borrower hereby indemnifies and agrees to protect, defend Agent, Lenders and their hold harmless Agent and each Lender and its directors, officers, officials, agents, employees and attorneys fromcounsel and their respective heirs, administrators, executors, successors and hold each of them harmless assigns, from and against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interestsinterest, judgments, costs, or expenses, including without limitation, reasonable limitation fees and disbursements of attorneyscounsel, incurred by any of them arising out of or in connection with or by reason of this Agreement, the Commitment, the issuance of any Letter of Credit, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute Statute to Borrowers’ any of Borrower's or a Subsidiary's properties or assets. Each Borrower hereby releases Agent, Lenders Agent and their each Lender and its respective directors, officers, agents, employees and attorneys counsel from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than them except to the extent relating to such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, party's gross negligence or willful misconduct of Agent and Lendersmisconduct. All obligations provided for in this Section 10.1 Section10.1 shall survive any termination of this Agreement or the Commitments Commitment and the repayment of the Loan.

Appears in 1 contract

Samples: Credit Agreement (Hunt Corp)

Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders and their directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable limitation fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ Borrower’s properties or assets. Each Borrower hereby releases Agent, Lenders and their respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lenders. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments and the repayment of the Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (C & F Financial Corp)

Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders WFFPC and their its directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable limitation fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ Borrower’s properties or assets. Each Borrower hereby releases Agent, Lenders WFFPC and their its respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and LendersWFFPC. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments Commitment and the repayment of the Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (C & F Financial Corp)

Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders Agent and each Lender and their directors, officers, agents, employees and attorneys counsel from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, interest judgments, costs, or expenses, including without limitation, limitation reasonable fees and disbursements of attorneyscounsel, incurred by any of them arising out of or in connection with or by reason of this Agreement, the Revolving Credit Commitment, the making of the Loan Loans or any CollateralCollateral therefor, other than those resulting primarily from any such party's own wilful misconduct or any other Credit Document, or related transactiongross negligence, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute Statute to Borrowers’ any of the Companies' properties or assets. Each Borrower hereby releases Agent, Lenders Agent and each Lender and their respective directors, officers, agents, employees and attorneys counsel from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, them other than those resulting primarily from any such loss, damage cost party's own wilful misconduct or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lendersnegligence. All obligations provided for in this Section 10.1 Paragraph 9.1 shall survive any termination of this Agreement or the Commitments Revolving Credit Commitment and the repayment of the LoanLoans.

Appears in 1 contract

Samples: Credit Agreement (Merkert American Corp)

Indemnification and Release Provisions. Each Borrower and each Guarantor hereby agrees to defend Agent, Holders and Lenders and their directors, officers, agents, agents and employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable and documented fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ or Guarantors’ properties or assetsassets (provided, however, that the indemnification in this Section 10.1 shall not extend to any Taxes, however denominated, or any costs attributable to any Taxes, including without limitation penalties and interest), other than any Taxes that represent losses, claims, damages, etc. arising from any non-Tax claim). Each Borrower and each Guarantor hereby releases Agent, Holders, Lenders and their respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent Agent, Holders and Lenders. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments and the repayment of the Loan.

Appears in 1 contract

Samples: Loan Agreement (CURO Group Holdings Corp.)

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Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders and their directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ properties or assets. Each Borrower hereby releases Agent, Lenders and their respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lenders. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments and the repayment of the Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (Aaron's Inc)

Indemnification and Release Provisions. Each Borrower hereby indemnifies and agrees to protect, defend Agent, Lenders and their hold harmless Lender and its directors, officers, officials, agents, employees and attorneys fromcounsel and their respective heirs, administrators, executors, successors and hold each of them harmless assigns, from and against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interestsinterest, judgments, costs, or expenses, including including, without limitation, reasonable fees and disbursements of attorneyscounsel, incurred by any of them arising out of or in connection with or by reason of this Agreement, the Commitment, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Environmental Laws or Environmental Control Statute or the application of any such statute to Borrowers’ Borrower’s properties or assets. Each Borrower hereby releases Agent, Lenders Lender and their its respective directors, officers, agents, employees and attorneys counsel from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission omission, other than gross negligence or willful misconduct, on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lenders. All obligations provided for in this Section 10.1 7.1 shall survive any termination of this Agreement or the Commitments and the repayment of the Loan.

Appears in 1 contract

Samples: Credit Agreement (National Penn Bancshares Inc)

Indemnification and Release Provisions. Each Borrower Borrowers hereby agrees agree -------------------------------------- to defend Agent, Lenders Bank and their its directors, officers, agents, employees and attorneys counsel from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, interest judgments, costs, or expenses, including without limitation, limitation reasonable fees and disbursements of attorneyscounsel, incurred by any of them arising out of claims by any third party relating to or in connection with or by reason of this AgreementAgreement or any other Loan Document, the Commitment, the issuance or negotiation of any Letters of Credit, or the making of the Loan Loan, other than those resulting primarily from any such party's own wilful misconduct or any Collateral, or any other Credit Document, or related transactiongross negligence, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute Statute to Borrowers’ any Borrower's properties or assets. Each Borrower Borrowers hereby releases Agent, Lenders release Bank and their respective its directors, officers, agents, employees and attorneys counsel from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, them other than those resulting primarily from any such loss, damage cost party's own wilful misconduct or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and Lendersnegligence. All obligations provided for in this Section 10.1 Paragraph 9.1 shall survive any termination of this Agreement or the Commitments Commitment and the repayment of the Loan.

Appears in 1 contract

Samples: Credit Agreement (Zany Brainy Inc)

Indemnification and Release Provisions. Each Borrower hereby agrees to defend Agent, Lenders WFFPC and their its directors, officers, agents, employees and attorneys from, and hold each of them harmless against, any and all losses, liabilities (including without limitation settlement costs and amounts, transfer taxes, documentary taxes, or assessments or charges made by any governmental authority), claims, damages, interests, judgments, costs, or expenses, including without limitation, reasonable limitation fees and disbursements of attorneys, incurred by any of them arising out of or in connection with or by reason of this Agreement, the making of the Loan or any Collateral, or any other Credit Document, or related transaction, including without limitation, any and all losses, liabilities, claims, damages, interests, judgments, costs or expenses relating to or arising under any Consumer Finance Laws or Environmental Control Statute or the application of any such statute to Borrowers’ Borrower's properties or assets. Each Borrower hereby releases Agent, Lenders WFFPC and their its respective directors, officers, agents, employees and attorneys from any and all claims for loss, damages, costs or expenses caused or alleged to be caused by any act or omission on the part of any of them, other than such loss, damage cost or expense which has been determined by a court of competent jurisdiction to have been caused by the breach of contract, gross negligence or willful misconduct of Agent and LendersWFFPC. All obligations provided for in this Section 10.1 shall survive any termination of this Agreement or the Commitments Commitment and the repayment of the Loan.

Appears in 1 contract

Samples: Finance Agreement (White River Capital Inc)

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