Common use of Indemnification by Borrowers Clause in Contracts

Indemnification by Borrowers. Borrowers shall indemnify the Agents, each Lender and the Issuing Bank, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the Agents, such Lender or the Issuing Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to Borrowers by a Lender or the Issuing Bank (with a copy to the Administrative Agents), or by the Agents on their own behalf or on behalf of a Lender or the Issuing Bank, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers Each Borrower shall indemnify each Recipient, on or before the Agents, each Lender and the Issuing Bank, within Required Payment Time (but not sooner than 10 days Business Days) after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this SectionSection 4.1) payable or paid by the Agentssuch Recipient or required to be withheld or deducted from a payment to such Recipient, in each case with respect to such Lender or the Issuing Bank, as the case may beBorrower, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the calculation of the amount of such payment or liability delivered to Borrowers such Borrower by a Lender or the Issuing Bank (with a copy to the Administrative AgentsAgent), or by the Agents Administrative Agent on their its own behalf or on behalf of a Lender or the Issuing BankLender, shall be conclusive absent manifest or demonstrable error.

Indemnification by Borrowers. Borrowers shall indemnify the AgentsAgent, each Lender and the Issuing BankLender, within 10 ten (10) days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the AgentsAgent, such Lender or the Issuing BankLender, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to Borrowers Administrative Borrower by a Lender or the Issuing Bank Lender (with a copy to the Administrative AgentsAgent), or by the Agents Agent on their its own behalf or on behalf of a Lender or the Issuing BankLender, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers shall indemnify the Agents, each Lender and the Issuing Bank, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the Agents, such Lender or the Issuing Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability providing the basis for the calculation of such amount in reasonable detail delivered to Borrowers by a Lender or the Issuing Bank (with a copy to the Administrative Agents), or by the Agents on their own behalf or on behalf of a Lender or the Issuing Bank, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers shall indemnify the AgentsAgent, and each Lender and the Issuing BankLender, within 10 ten (10) days after written demand therefor, for the full amount of any Indemnified Taxes or Other Taxes paid by Agent or such Lender, as the case may be, on or with respect to any payment by or on account of any obligation of Borrowers hereunder (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this SectionSection 3.7(c)) paid by the Agents, such Lender or the Issuing Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Government Authority. A certificate as to the amount of such payment or liability delivered to the Borrowers by a Lender or the Issuing Bank (with a copy to the Administrative Agents)by Agent, or by the Agents on their its own behalf or on behalf of a Lender or the Issuing BankLender, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers Borrowers, jointly and severally, shall indemnify the AgentsAgent, each Lender and the Issuing BankL/C Issuer, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the AgentsAgent, such Lender or the Issuing BankL/C Issuer, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to Borrowers by a Lender or the Issuing Bank L/C Issuer (with a copy to the Administrative AgentsAgent), or by the Agents Agent on their its own behalf or on behalf of a Lender or the Issuing BankL/C Issuer, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers The Trust and each Borrower shall indemnify the AgentsAdministrative Agent, each Lender and the Issuing BankL/C Issuer, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the AgentsAdministrative Agent, such Lender or the Issuing BankL/C Issuer, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to the Trust and Borrowers by a Lender or the Issuing Bank L/C Issuer (with a copy to the Administrative AgentsAgent), or by the Agents Administrative Agent on their its own behalf or on behalf of a Lender or the Issuing BankL/C Issuer, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers shall indemnify the AgentsAdministrative Agent, each Lender and the each Issuing Bank, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid by the AgentsAdministrative Agent, such Lender or the such Issuing Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to Borrowers by a Lender or the an Issuing Bank (with a copy to the Administrative AgentsAgent), or by the Agents Administrative Agent on their its own behalf or on behalf of a Lender or the an Issuing Bank, shall be conclusive absent manifest error.

Indemnification by Borrowers. Borrowers (i) The US Borrower shall indemnify the AgentsAdministrative Agent, each Lender and the Issuing Bank, within 10 days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) paid on its behalf by the AgentsAdministrative Agent, such Lender or the Issuing Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to Borrowers the US Borrower by a Lender or the Issuing Bank (with a copy to the Administrative AgentsAgent), or by the Agents Administrative Agent on their its own behalf or on behalf of a Lender or the Issuing Bank, shall be conclusive absent manifest error.