Common use of Indemnification of Escrow Agent Clause in Contracts

Indemnification of Escrow Agent. The Holder and its successors and assigns agrees to indemnify and hold Escrow Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder Company and its successors and assigns agrees agree jointly and severally to indemnify and hold the Escrow Agent harmless against any and all losses, claims, damages, liabilities liabilities, and expenses, including reasonable costs of investigation investigation, counsel fees, including allocated costs of in-house counsel and reasonable counsel fees and disbursements, disbursements that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the its duties under this Agreement, including, including but not limited to, to any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder Buyer and its successors and assigns agrees to indemnify and hold the Escrow Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or Losses incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the Escrow Agent's duties under this Agreement, including, including but not limited to, to any litigation arising from this Agreement or involving its subject matter. In no event shall Escrow Agent be liable for special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits).

Indemnification of Escrow Agent. The Holder and its successors and assigns agrees to indemnify and hold Escrow Agent harmless against xxxxxxt any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder and its successors and assigns agrees to indemnify and hold Escrow Agent harmless against any and all losses, claims, damages, liabilities xxxxxlities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder and its successors and assigns agrees to indemnify and hold Escrow Xxxxxx Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder and its successors and assigns Company hereby agrees to indemnify and hold the Escrow Agent and its respective directors, officers, agents and employees harmless from and against any and all lossesliabilities, claims, losses, costs, charges, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel attorneys' fees and disbursements, that may be imposed on the Escrow Agent or incurred by which the Escrow Agent in good faith and without gross negligence may incur or willful misconduct suffer in connection with the performance or arising out of the duties under this Escrow Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Trust and the Holder and its their respective successors and assigns agrees agree to indemnify and hold Escrow Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.

Indemnification of Escrow Agent. The Holder Company and its successors Holder, jointly and assigns agrees severally, agree to indemnify the Escrow Agent and hold Escrow Agent harmless against from any loss, liability and all losses, claims, damages, liabilities and expenses, expenses incurred (including reasonable costs counsel fees) on the part of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent arising out of or incurred in connection with the acceptance or administration by the Escrow Agent in good faith of its duties hereunder, including the fees, costs and without gross negligence or willful misconduct in connection with the performance expenses of the duties under this Agreement, including, but not limited to, defending itself against any litigation arising from this Agreement or involving its subject matterclaims of liability hereunder.

Indemnification of Escrow Agent. The Holder Buyer and its successors and assigns agrees Seller hereby agree to indemnify and hold Escrow Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable without limitation, costs of investigation and reasonable legal counsel fees and disbursements, that which may be imposed on the upon Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the its duties under this Agreement, hereunder and including, but not limited towithout limitation, any litigation arising from this Agreement or involving its the subject mattermatter hereof, except for matters arising out of the gross negligence or malfeasance of Escrow Agent.

Indemnification of Escrow Agent. The Trustee and Call Holder and its their respective successors and assigns agrees agree to indemnify and hold Escrow Agent harmless against any and all losses, claims, damages, liabilities and expenses, including reasonable costs of investigation and reasonable counsel fees and disbursements, that may be imposed on the Escrow Agent or incurred by the Escrow Agent in good faith and without gross negligence or willful misconduct in connection with the performance of the duties under this Agreement, including, but not limited to, any litigation arising from this Agreement or involving its subject matter.