Common use of Indemnification by AmeriCredit Clause in Contracts

Indemnification by AmeriCredit. In addition to any and all rights of reimbursement, indemnification, subrogation and any other rights pursuant hereto or under law or in equity, each AmeriCredit Party agrees to pay, and to protect, indemnify and save harmless, Financial Security and its officers, directors, shareholders, employees, agents and each Person, if any, who controls Financial Security within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act, from and against any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including, without limitation, fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature arising out of or relating to the transactions contemplated by the Transaction Documents by reason of: (i) the negligence, bad faith, willful misconduct, misfeasance, malfeasance or theft committed by any director, officer, employee or agent of the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be; (ii) (A) the breach by the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be, of any representation, warranty or covenant under any of the Transaction Documents or (B) the occurrence, in respect of the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be, under any of the Transaction Documents of any “event of default” or any event which, with the giving of notice or the lapse of time or both, would constitute any “event of default”; or (iii) any untrue statement or alleged untrue statement of a material fact contained in any Offering Document or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such claims arise out of or are based upon any untrue statement or omission in information included in an Offering Document and furnished by Financial Security in writing expressly for use therein (all such information so furnished being referred to herein as “Financial Security Information”), it being understood that, in respect of the initial Offering Document, the Financial Security Information is limited to the information included under the caption “The Insurer” and the financial statements of Financial Security incorporated therein by reference or appended thereto.

Indemnification by AmeriCredit. In addition to any and all rights of reimbursement, indemnification, subrogation and any other rights pursuant hereto or under law or in equity, each AmeriCredit Party agrees to pay, and to protect, indemnify and save harmless, Financial Security Assured Guaranty and its officers, directors, shareholders, employees, agents and each Person, if any, who controls Financial Security Assured Guaranty within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act, from and against any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including, without limitation, fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature arising out of or relating to the transactions contemplated by the Transaction Documents by reason of: (i) the negligence, bad faith, willful misconduct, misfeasance, malfeasance or theft committed by any director, officer, employee or agent of the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be; (ii) (A) the breach by the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be, of any representation, warranty or covenant under any of the Transaction Documents or (B) the occurrence, in respect of the Trust, AmeriCredit, the Company or AFS SenSub, as the case may be, under any of the Transaction Documents of any “event of default” or any event which, with the giving of notice or the lapse of time or both, would constitute any “event of default”; or (iii) any untrue statement or alleged untrue statement of a material fact contained in any Offering Document or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such claims arise out of or are based upon any untrue statement or omission in information included in an Offering Document and furnished by Financial Security Assured Guaranty in writing expressly for use therein (all such information so furnished being referred to herein as “Financial Security Assured Guaranty Information”), it being understood that, in respect of the initial Offering Document, the Financial Security Assured Guaranty Information is limited to the information included under the caption “The Insurer” and the financial statements of Financial Security Assured Guaranty incorporated therein by reference or appended thereto.

Indemnification by AmeriCredit. In addition to any and all rights of reimbursement, indemnification, subrogation and any other rights pursuant hereto or under law or in equity, each AmeriCredit Party agrees to pay, and to protect, indemnify and save harmless, Financial Security and its officers, directors, shareholders, employees, agents and each Person, if any, who controls Financial Security within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act, from and against any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including, without limitation, fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature arising out of or relating to the transactions contemplated by the Transaction Documents by reason of: (i) the negligence, bad faith, willful misconduct, misfeasance, malfeasance or theft committed by any director, officer, employee or agent of the Trust, AmeriCredit, the Company Company, or AFS SenSubFunding Trust, as the case may be; (ii) (A) the breach by the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, of any representation, warranty or covenant under any of the Transaction Documents or (B) the occurrence, in respect of the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, under any of the Transaction Documents of any “event of default” or any event which, with the giving of notice or the lapse of time or both, would constitute any “event of default”; or (iii) any untrue statement or alleged untrue statement of a material fact contained in any Offering Document or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such claims arise out of or are based upon any untrue statement or omission in information included in an Offering Document and furnished by Financial Security in writing expressly for use therein (all such information so furnished being referred to herein as “Financial Security Information”), it being understood that, in respect of the initial Offering Document, the Financial Security Information is limited to the information included under the caption “The Insurer” and the financial statements of Financial Security incorporated therein by reference or appended thereto.

Indemnification by AmeriCredit. In addition to any and all rights of reimbursement, indemnification, subrogation and any other rights pursuant hereto or under law or in equity, each AmeriCredit Party agrees to pay, and to protect, indemnify and save harmless, Financial Security and its officers, directors, shareholders, employees, agents and each Person, if any, who controls Financial Security within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act, from and against any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including, without limitation, fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature arising out of or relating to the transactions contemplated by the Transaction Documents by reason of: (i) the negligence, bad faith, willful misconduct, misfeasance, malfeasance or theft committed by any director, officer, employee or agent of the Trust, AmeriCredit, the Company Company, or AFS SenSubFunding Trust, as the case may be; (ii) (A) the breach by the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, of any representation, warranty or covenant under any of the Transaction Documents or (B) the occurrence, in respect of the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, under any of the Transaction Documents of any “"event of default” " or any event which, with the giving of notice or the lapse of time or both, would constitute any “"event of default”"; or (iii) any untrue statement or alleged untrue statement of a material fact contained in any Offering Document or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such claims arise out of or are based upon any untrue statement or omission in information included in an Offering Document and furnished by Financial Security in writing expressly for use therein (all such information so furnished being referred to herein as “"Financial Security Information”"), it being understood that, in respect of the initial Offering Document, the Financial Security Information is limited to the information included under the caption “"The Insurer” " and the financial statements of Financial Security incorporated therein by reference or appended thereto.

Indemnification by AmeriCredit. In addition to any and all rights of reimbursement, indemnification, subrogation and any other rights pursuant hereto or under law or in equity, each AmeriCredit Party agrees to pay, and to protect, indemnify and save harmless, Financial Security and its officers, directors, shareholders, employees, agents and each Person, if any, who controls Financial Security within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act, from and against any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including, without limitation, fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature arising out of or relating to the transactions contemplated by the Transaction Documents by reason of: (i) the negligence, bad faith, willful misconduct, misfeasance, malfeasance or theft committed by any director, officer, employee or agent of the Trust, AmeriCredit, the Company Company, or AFS SenSubFunding Trust, as the case may be; (ii) (A) the breach by the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, of any representation, warranty or covenant under any of the Transaction Documents or (B) the occurrence, in respect of the Trust, AmeriCredit, the Company or AFS SenSubFunding Trust, as the case may be, under any of the Transaction Documents of any “event of default” or any event which, with the giving of notice or the lapse of time or both, would constitute any “event of default”; or; (iii) any untrue statement or alleged untrue statement of a material fact contained in any Offering Document or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such claims arise out of or are based upon any untrue statement or omission in information included in an Offering Document and furnished by Financial Security in writing expressly for use therein (all such information so furnished being referred to herein as “Financial Security Information”), it being understood that, in respect of the initial Offering Document, the Financial Security Information is limited to the information included under the caption “The Insurer” and the financial statements of Financial Security incorporated therein by reference or appended thereto; (iv) the failure of AmeriCredit to notify the Secretary of State of Maine pursuant to the Maine Statute Title 29-A §704 and §705; or (v) the failure of AmeriCredit to perfect any security interests with respect to Receivables originated in Maine.