Common use of Indemnification and Survival Clause in Contracts

Indemnification and Survival. Without limitation on any other obligations of the Guarantor or remedies of the Administrative Agent and Lenders under this Guaranty, the Guarantor shall, to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent and the Lenders from and against any and all damages, losses, liabilities and expenses (including the reasonable fees, charges and disbursements of a single domestic firm and, if reasonably requested by the Administrative Agent and approved by the Company, a single foreign firm, of counsel for the Administrative Agent and the Lenders, unless a conflict exists, in which case, reasonable fees and expenses of reasonably necessary additional counsel for the affected Lender(s) shall be covered) that may be suffered or incurred by the Administrative Agent and Lenders in connection with or as a result of any failure of any Obligations to be the legal, valid and binding obligations of each Borrower enforceable against such Borrower in accordance with their terms to the extent the Company would be required to do so pursuant to Section 10.04(b) of the Credit Agreement. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Obligations and termination of this Guaranty.

Indemnification and Survival. Without limitation on any other obligations of the Guarantor or remedies of the Administrative Agent and Lenders under this Guaranty, the Guarantor shall, to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent and the Lenders from and against any and all damages, losses, liabilities and expenses (including the reasonable fees, charges and disbursements of a single domestic firm and, if reasonably requested by the Administrative Agent and approved by the CompanyGuarantor, a single foreign firm, of counsel for the Administrative Agent and the Lenders, unless a conflict exists, in which case, reasonable fees and expenses of reasonably necessary additional counsel for the affected Lender(s) shall be covered) that may be suffered or incurred by the Administrative Agent and Lenders in connection with or as a result of any failure of any Hasbro SA Obligations to be the legal, valid and binding obligations of each the Designated Borrower enforceable against such the Designated Borrower in accordance with their terms to the extent the Company would be required to do so pursuant to Section 10.04(b) of the Credit Agreement. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Hasbro SA Obligations and termination of this Guaranty.

Indemnification and Survival. Without limitation on any other obligations of the Guarantor or remedies of the Administrative Agent and Lenders under this Guaranty, the Guarantor shall, to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent and the Lenders Secured Parties from and against against, and shall pay on demand, any and all damages, losses, liabilities and expenses (including the reasonable fees, charges and disbursements of a single domestic firm and, if reasonably requested by the Administrative Agent and approved by the Company, a single foreign firm, of counsel for the Administrative Agent and the Lenders, unless a conflict exists, in which caseactual, reasonable fees and disbursements of attorneys’ fees and expenses of reasonably necessary one primary counsel, one local counsel in each relevant jurisdiction, solely to the extent that such counsel is necessary, to the Secured Parties and, solely in the case of an actual or potential conflict of interest, one additional primary counsel, one additional local counsel for in each relevant jurisdiction to the affected Lender(s) shall be coveredSecured Parties, taken as a whole) that may be suffered or incurred by the Administrative Agent and Lenders Secured Parties in connection with or as a result of any failure of any Guaranteed Obligations to be the legal, valid and binding obligations of each the Borrower enforceable against such the Borrower in accordance with their terms terms; provided, that this indemnification shall not be available if and to the extent the Company it would not be required to do so pursuant to available under Section 10.04(b13.01(a) of the Credit AgreementAgreement mutatis mutandis, as if fully set forth herein. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and until termination of this GuarantyGuaranty in accordance with Section 7.