Indemnification of the Custodian. The Pledgor hereby agrees to indemnify, defend and hold harmless the Custodian, its directors, officers, agents and employees (collectively, “Indemnified Parties”) against any and all claims, causes of action, liabilities, lawsuits, demands and damages, including without limitation, any and all court costs and reasonable attorney’s fees, arising out of or in connection with this Agreement except to the extent occurring as a result of the Custodian’s negligence, gross negligence or willful misconduct and except as otherwise specifically provided in this Section. To the extent permitted by applicable law, the Secured Party hereby agrees to indemnify, defend and hold harmless the Indemnified Parties against any and all claims, causes of action, liabilities, lawsuits, demands and damages, including without limitation, any and all court costs and reasonable attorney’s fees arising out of or in connection with the Custodian’s acting in accordance with Authorized Instructions of the Secured Party and in failing to act in the absence thereof, except to the extent occurring as a result of the Custodian’s negligence, gross negligence or willful misconduct. This provision shall survive the termination of the Agreement.
Appears in 3 contracts
Samples: Custody and Control Agreement, Custody and Control Agreement, Custody and Control Agreement
Indemnification of the Custodian. The Pledgor hereby agrees to indemnify, defend and hold harmless the Custodian, its directors, officers, agents and employees (collectively, “Indemnified Parties”) against any and all claims, causes of action, liabilities, lawsuits, demands and damages, including without limitation, any and all court costs and reasonable attorney’s fees, in any way related to or arising out of or in connection with this Agreement or any action taken or not taken pursuant hereto, except to the extent occurring as a result of the Custodian’s negligence, gross negligence or willful misconduct and except as otherwise specifically provided in this Section. To the extent permitted by applicable law, the The Secured Party hereby agrees to indemnify, defend and hold harmless the Indemnified Parties against any and all claims, causes of action, liabilities, lawsuits, demands and damages, including without limitation, any and all court costs and reasonable attorney’s fees fees, in any way related to or arising out of or in connection with the Custodian’s acting in accordance with Authorized Instructions of the Secured Party and in failing to act in the absence thereof, except to the extent occurring as a result of the Custodian’s negligence, gross negligence or willful misconduct. This provision shall survive the termination of the Agreement.
Appears in 1 contract
Samples: Account Control Agreement (Owens Corning/Fibreboard Asbestos Personal Injury Trust)