Common use of Indemnification by Seadrill for Certain Liabilities Arising under Rig Financing Agreements Clause in Contracts

Indemnification by Seadrill for Certain Liabilities Arising under Rig Financing Agreements. Without regard to the limitation set forth in Section 9.2(a), following the Closing Date, Seadrill shall be liable for, and shall indemnify, defend and hold harmless the Company, Capricorn Holdings and Seadrill Xxxx Hungary and their respective officers, directors, employees, agents and representatives (the “Rig Financing Indemnitees”) from and against any (i) any payments of, or obligations with respect to, principal, interest, fees, costs, expenses, indemnities, or other amounts required to be made by such Rig Financing Indemnitees under the Rig Financing Agreements under or with respect to any loans thereunder other than those made in connection with the West Xxxx or the Transferred Subsidiaries, and (ii) Losses, suffered or incurred by such Rig Financing Indemnitees by reason of, arising out, of or otherwise in respect of any inaccuracy in, breach of any representation or warranty, or a failure to perform or observe fully any covenant, agreement or obligation, of the Rig Financing Agreements, excluding any such Losses caused by Seadrill Xxxx Hungary or relating to the ownership or operation by Company, Capricorn Holdings or Seadrill Xxxx Hungary of the Covered Assets.

Indemnification by Seadrill for Certain Liabilities Arising under Rig Financing Agreements. Without regard to the limitation set forth in Section 9.2(a), following the Closing Date, Seadrill shall be liable for, and shall indemnify, defend and hold harmless the Company, Capricorn Holdings and Seadrill Xxxx Auriga Hungary and their respective officers, directors, employees, agents and representatives (the “Rig Financing Indemnitees”) from and against any (i) any payments of, or obligations with respect to, principal, interest, fees, costs, expenses, indemnities, or other amounts required to be made by such Rig Financing Indemnitees under the Rig Financing Agreements under or with respect to any loans thereunder other than those made in connection with the West Xxxx Auriga or the Transferred Subsidiaries, Subsidiaries and (ii) Losses, suffered or incurred by such Rig Financing Indemnitees by reason of, arising out, of or otherwise in respect of any inaccuracy in, breach of any representation or warranty, or a failure to perform or observe fully any covenant, agreement or obligation, of the Rig Financing Agreements, excluding any such Losses caused by Seadrill Xxxx Auriga Hungary or relating to the ownership or operation by Company, Capricorn Holdings or Seadrill Xxxx Auriga Hungary of the Covered Assets.