Common use of Indemnification; Nature of Lenders’ Duties Clause in Contracts

Indemnification; Nature of Lenders’ Duties. (i) In addition to amounts payable as elsewhere provided in the Agreement, Lower Lakes hereby agrees to pay and to protect, indemnify, and save harmless Agent, L/C Guarantor and each Lender from and against any and all claims, demands, liabilities, damages, losses, costs, charges and expenses (including reasonable legal fees and allocated costs of internal counsel) that Agent, L/C Guarantor or any Lender may incur or be subject to as a consequence, direct or indirect, of (A) the issuance of any Letter of Credit or guarantee thereof, or (B) the failure of Agent, L/C Guarantor or any Lender seeking indemnification or of any L/C Issuer to honor a demand for payment under any Letter of Credit or guarantee thereof as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto government or Governmental Authority, in each case, other than to the extent as a result of the gross negligence or willful misconduct of Agent or such Lender (as finally determined by a court of competent jurisdiction).

Appears in 3 contracts

Samples: Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)

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Indemnification; Nature of Lenders’ Duties. (i) In addition to amounts payable as elsewhere provided in the Agreement, Lower Lakes Borrower hereby agrees to pay and to protect, indemnify, and save harmless Agent, L/C Guarantor Agent and each Tranche A Revolving Lender from and against any and all claims, demands, liabilities, damages, losses, costs, charges and expenses (including reasonable legal attorneys' fees and reasonably allocated costs of internal counsel) that Agent, L/C Guarantor which Agent or any Tranche A Revolving Lender may incur or be subject to as a consequence, direct or indirect, of (A) the issuance of any Letter of Credit or guarantee guaranty thereof, or (B) the failure of Agent, L/C Guarantor Agent or any Tranche A Revolving Lender seeking indemnification or of any L/C Issuer to honor a demand for payment under any Letter of Credit or guarantee guaranty thereof as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto government or Governmental Authority, in each case, case other than to the extent as a result of the gross negligence or willful misconduct of Agent or such Tranche A Lender (as finally determined by a court of competent jurisdiction).

Appears in 2 contracts

Samples: Credit Agreement (Filenes Basement Corp), In Possession Credit Agreement (Filenes Basement Corp)

Indemnification; Nature of Lenders’ Duties. (i) In addition to amounts payable as elsewhere provided in the Agreement, Lower Lakes Borrowers hereby agrees agree to pay and to protect, indemnify, and save harmless Agent, the L/C Guarantor Issuer and each Lender from and against any and all claims, demands, liabilities, damages, losses, costs, charges and expenses (including reasonable legal attorneys' fees and allocated costs of internal counsel) that which Agent, the L/C Guarantor Issuer or any Lender may incur or be subject to as a consequence, direct or indirect, of (A) the issuance of any Letter of Credit or guarantee guaranty thereof, or (B) the failure of Agent, L/C Guarantor Agent or any Lender seeking indemnification or of any L/C Issuer to honor a demand for payment under any Letter of Credit or guarantee guaranty thereof as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto government or Governmental Authority, in each case, case other than to the extent solely as a result of the gross negligence or willful misconduct of Agent or such Lender (as finally determined by a court of competent jurisdiction).

Appears in 1 contract

Samples: Credit Agreement (Recycling Industries Inc)

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Indemnification; Nature of Lenders’ Duties. (i) In addition to amounts payable as elsewhere provided in the Agreement, Lower Lakes U.S. Borrower hereby agrees to pay and to protect, indemnify, and save harmless Agent, L/C Guarantor Agent and each Lender from and against any and all claims, demands, liabilities, damages, losses, costs, charges and expenses (including reasonable legal attorneys' fees and allocated costs of internal counsel) that Agent, L/C Guarantor Agent or any Lender may incur or be subject to as a consequence, direct or indirect, of (A) the issuance of any U.S. Letter of Credit or guarantee guaranty thereof, or (B) the failure of Agent, L/C Guarantor Agent or any Lender seeking indemnification or of any U.S. L/C Issuer to honor a demand for payment under any U.S. Letter of Credit or guarantee guaranty thereof as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto government or Governmental Authority, in each case, case other than to the extent solely as a result of the gross negligence or willful misconduct of Agent or such Lender (as finally determined by a court of competent jurisdiction).

Appears in 1 contract

Samples: Credit Agreement (Samsonite Corp/Fl)

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