Indemnification of Bank. User shall indemnify and defend Bank and its officers, directors, employees, agents, and representatives, and hold each of them harmless, against suit, judgment, asserted claim, demand, excise taxes, claims, liabilities or losses, including fees of counsel, interest and other expenses, arising directly or indirectly from your breach of your obligations under this Agreement or those arising from the instructions or actions of User or of third parties whom User has permitted to direct, manage, view or otherwise act or omit to act in connection with the Account. If the Bank or its officers, directors, employees, agents or representatives is entitled to indemnification against a claim under this Agreement, it shall give the User prompt notice of the claim and any further pleadings, communication or other information connected with it. User shall defend the Bank, and its officers, directors, employees, agents, and representatives, or pay for the cost of its defense, as the Bank or its officers, directors, employees, agents or representatives shall elect. The parties shall cooperate for the cost-effective defense of the claim, and the Bank and its officers, directors, employees, agents and representatives shall not settle any claim for which indemnification is demanded without the consent of the User.
Appears in 5 contracts
Samples: Custody Account Agreement, Terms and Conditions, Custody Account Agreement
Indemnification of Bank. User shall indemnify and defend Bank and its officers, directors, employees, agents, and representatives, and hold each of them harmless, against suit, judgment, asserted claim, demand, excise taxes, claims, liabilities or losses, including fees of counsel, interest and other expenses, arising directly or indirectly from your breach of your its obligations under this Agreement or those arising from the instructions or actions of User or of third parties whom User has permitted to direct, manage, view or otherwise act or omit to act in connection with the Account. If the Bank or its officers, directors, employees, agents or representatives is entitled to indemnification against a claim under this Agreement, it shall give the User Client prompt notice of the claim and any further pleadings, communication or other information connected with it. User Client shall defend the Bank, and its officers, directors, employees, agents, and representatives, or pay for the cost of its defense, as the Bank or its officers, directors, employees, agents or representatives shall elect. The parties shall cooperate for the cost-effective defense of the claim, and the Bank and its officers, directors, employees, agents and representatives shall not settle any claim for which indemnification is demanded without the consent of the UserClient.
Appears in 2 contracts
Samples: Digital Currency Custody Account Agreement, Digital Currency Custody Account Agreement