Common use of Indemnification; Limited Liability of Trustee Clause in Contracts

Indemnification; Limited Liability of Trustee. The Authority further covenants and agrees to indemnify and save the Trustee and its officers, directors, agents and employees, harmless against any loss, cost, expense and liabilities (including without limitation, fees and expenses of its attorneys) which it may incur arising out of or in the exercise and performance of its powers and duties hereunder, including the reasonable costs and expenses of defending against any claim of liability, but excluding any and all losses, expenses and liabilities which are due to the negligence or intentional misconduct of the Trustee, its officers, directors, agents or employees. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if it shall have reasonable grounds for believing repayment of such funds or adequate indemnity against such liability or risk is not assured to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or any lesser amount that may direct the Trustee in accordance with the provisions of the Indenture) of the Owners of the principal amount of Bonds Outstanding relating to the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture. Such indemnification shall survive termination of this Indenture and discharge of the Bonds, resignation or removal of the Trustee.

Indemnification; Limited Liability of Trustee. The Authority further covenants and agrees to indemnify and save the Trustee and its officers, officials, directors, agents and employees, harmless from and against any loss, cost, expense claim, suit, judgment, damages, expense, including legal fees and expenses, and liabilities (including without limitation, fees and expenses of its attorneys) which it may incur arising out of or in the exercise and performance of its powers and duties hereunderhereunder and any transactions or documents in connection herewith, including the reasonable costs and expenses of defending against any claim of liability, but excluding any and all losses, expenses and liabilities which are due to the negligence or intentional misconduct of the Trustee, its officers, directors, agents or employees. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if unless indemnity reasonably satisfactory to it shall have reasonable grounds for believing repayment of such funds or adequate indemnity against such liability or risk is not assured provided to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or any lesser amount that may direct the Trustee in accordance with the provisions of the Indenture) of the Owners of the principal amount of Bonds Outstanding or the Insurer relating to the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture. Such indemnification The rights of the Trustee and the obligations of the Authority under this Section 6.12 shall survive termination of this Indenture and Indenture, discharge of the Bonds, Bonds and resignation or removal of the Trustee.

Indemnification; Limited Liability of Trustee. The Authority further covenants and agrees agrees, to the extent permitted by law, to indemnify and save the Trustee and its officers, directors, agents and employees, harmless against any loss, cost, expense and liabilities (including without limitation, fees and expenses of its attorneys) which it may incur arising out of or in the exercise and performance of its powers and duties hereunder, including the reasonable costs and expenses of defending against any claim of liability, but excluding any and all losses, expenses and liabilities which that are due to the negligence negligent act or intentional misconduct negligent omission of the Trustee, its officers, directors, agents directors or employees. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if it shall have reasonable grounds for believing repayment of such funds or adequate indemnity against such liability or risk is not assured to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or any lesser amount that may direct the Trustee in accordance with the provisions of the Indenture) of the Owners of the at least 25% in aggregate principal amount of Bonds Outstanding relating to the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture or exercising any power conferred upon the Trustee under this Indenture. Such indemnification The obligations of the Authority under this Section shall survive termination of this Indenture and discharge of the Bonds, resignation or removal of the TrusteeTrustee under this Indenture.

Indemnification; Limited Liability of Trustee. The Authority Agency further covenants and agrees agrees, to the extent permitted by law, to indemnify and save the Trustee and its officers, directors, agents and employees, harmless against any loss, cost, expense and liabilities (including without limitation, fees and expenses of its attorneys) which it may incur arising out of or in the exercise and performance of its powers and duties hereunder, including the reasonable costs and expenses of defending against any claim of liability, but excluding any and all losses, expenses and liabilities which that are due to the negligence negligent act or intentional misconduct negligent omission of the Trustee, its officers, directors, agents directors or employees. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if it shall have reasonable grounds for believing repayment of such funds or adequate indemnity against such liability or risk is not assured to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or any lesser amount that may direct [the Trustee in accordance with the provisions of the Indenture) of Insurer or] the Owners of the at least 25% in aggregate principal amount of Bonds Outstanding relating to the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture or exercising any power conferred upon the Trustee under this Indenture. Such indemnification The obligations of the Agency under this Section shall survive termination of this Indenture and discharge of the Bonds, resignation or removal of the TrusteeTrustee under this Indenture.

Indemnification; Limited Liability of Trustee. The Authority further covenants and agrees to indemnify and save the Trustee and its officers, directors, agents and employees, harmless from and against any loss, costcosts, claims, expense and liabilities (including without limitation, fees and expenses of its attorneys) which it may incur arising out of or in the exercise and performance of its powers and duties hereunder, including the reasonable costs and expenses of defending against any claim of liability, but excluding any and all losses, costs, claims, expenses and liabilities which are due to the negligence or intentional willful misconduct of the Trustee, its officers, directors, agents or employees. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if it shall have reasonable grounds for believing is not assured to its satisfaction that repayment of such funds or adequate indemnity against such liability or risk is not assured to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or any lesser amount that may direct the Trustee in accordance with the provisions of the Indenture) of the Owners of the a majority in aggregate principal amount of Bonds Outstanding relating to the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture. Such indemnification The obligations of the Authority under this paragraph shall survive termination of this Indenture and discharge of the Bonds, resignation or removal of the TrusteeTrustee under this Indenture or any defeasance of the Bonds.