Common use of Indemnification of Warrant Agent Clause in Contracts

Indemnification of Warrant Agent. The Depositor shall indemnify and hold harmless the Warrant Agent and its successors, assigns, agents and servants against any and all loss, liability or reasonable expense (including attorney’s fees) incurred by it in connection with the performance of its duties under this Agreement. The Warrant Agent shall notify the Depositor promptly of any claim for which it may seek indemnity. Failure by the Warrant Agent to so notify the Depositor shall not relieve the Depositor of its obligations hereunder. The Depositor need not reimburse any expense or indemnify against any loss, liability or expense incurred by the Warrant Agent through the Warrant Agent’s own willful misconduct, negligence or bad faith. The indemnities contained in this Section 5.4 shall survive the resignation or termination of the Warrant Agent or the termination of this Agreement. Failure by the Depositor to pay, reimburse or indemnify the Warrant Agent shall not entitle the Warrant Agent to any payment, reimbursement or indemnification from the Trust, nor shall such failure release the Warrant Agent from the duties it is required to perform under this Agreement. Any unpaid, unreimbursed or unindemnified amounts shall not be borne by the Trust and shall not constitute a claim against the Trust, but shall be borne by the Warrant Agent in its individual capacity, and the Warrant Agent shall have no recourse against the Trust with respect thereto.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Fixed Income Trust for Prudential Financial, Inc. Notes, Series 2012-1), Warrant Agent Agreement (Fixed Income Trust for Goldman Sachs Subordinated Notes, Series 2011-1)

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Indemnification of Warrant Agent. The Depositor Trustor shall indemnify and hold harmless the Warrant Agent and its successors, assigns, agents and servants against any and all loss, liability or reasonable expense (including attorney’s fees) incurred by it in connection with the performance of its duties under this Agreement. The Warrant Agent shall notify the Depositor Trustor promptly of any claim for which it may seek indemnity. Failure by the Warrant Agent to so notify the Depositor Trustor shall not relieve the Depositor Trustor of its obligations hereunder. The Depositor Trustor need not reimburse any expense or indemnify against any loss, liability or expense incurred by the Warrant Agent through the Warrant Agent’s own willful misconduct, negligence or bad faith. The indemnities contained in this Section 5.4 V.4 shall survive the resignation or termination of the Warrant Agent or the termination of this Agreement. Failure by the Depositor Trustor to pay, reimburse or indemnify the Warrant Agent shall not entitle the Warrant Agent to any payment, reimbursement or indemnification from the Trust, nor shall such failure release the Warrant Agent from the duties it is required to perform under this Agreement. Any unpaid, unreimbursed or unindemnified amounts shall not be borne by the Trust and shall not constitute a claim against the Trust, but shall be borne by the Warrant Agent in its individual capacity, and the Warrant Agent shall have no recourse against the Trust with respect thereto.

Appears in 1 contract

Samples: Warrant Agent Agreement (STRATS (SM) Trust for Ambac Financial Group, Inc. Securities, Series 2007-1)

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Indemnification of Warrant Agent. The Depositor Trustor shall indemnify and hold harmless the Warrant Agent and its successors, assigns, agents and servants against any and all loss, liability or reasonable expense (including attorney’s 's fees) incurred by it in connection with the performance of its duties under this Agreement. The Warrant Agent shall notify the Depositor Trustor promptly of any claim for which it may seek indemnity. Failure by the Warrant Agent to so notify the Depositor Trustor shall not relieve the Depositor Trustor of its obligations hereunder. The Depositor Trustor need not reimburse any expense or indemnify against any loss, liability or expense incurred by the Warrant Agent through the Warrant Agent’s 's own willful misconduct, negligence or bad faith. The indemnities contained in this Section 5.4 V.4 shall survive the resignation or termination of the Warrant Agent or the termination of this Agreement. Failure by the Depositor Trustor to pay, reimburse or indemnify the Warrant Agent shall not entitle the Warrant Agent to any payment, reimbursement or indemnification from the Trust, nor shall such failure release the Warrant Agent from the duties it is required to perform under this Agreement. Any unpaid, unreimbursed or unindemnified amounts shall not be borne by the Trust and shall not constitute a claim against the Trust, but shall be borne by the Warrant Agent in its individual capacity, and the Warrant Agent shall have no recourse against the Trust with respect thereto.

Appears in 1 contract

Samples: Warrant Agent Agreement (Synthetic Fixed Income Securities Inc)

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