Common use of Indemnification; Subrogation; Waiver of Offset Clause in Contracts

Indemnification; Subrogation; Waiver of Offset. (a) Grantor shall indemnify, defend and hold Agent and the Lenders harmless for, from and against any and all liability, obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s reasonable attorneys’ fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or the Lenders in connection with the Secured Obligations, this Instrument, the Property, or any part thereof, or the exercise by Agent of any rights or remedies granted to it under this Instrument; provided, however, that nothing herein shall be construed to obligate Grantor to indemnify, defend and hold harmless Agent or the Lenders for, from and against any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted against, imposed on or incurred by Agent or a Lender by reason of such Person’s willful misconduct or gross negligence if a judgment is entered against Agent or a Lender by a court of competent jurisdiction after the expiration of all applicable appeal periods.

Indemnification; Subrogation; Waiver of Offset. (a) Grantor shall indemnify, defend and hold Agent and the Lenders Banks harmless for, from and against any and all liability, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s reasonable attorneys’ fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or the Lenders Banks in connection with the Secured Obligations, this Instrument, the Property, or any part thereof, or the exercise by Agent of any rights or remedies granted to it under this Instrument; provided, however, that nothing herein shall be construed to obligate Grantor to indemnify, defend and hold harmless Agent or the Lenders Banks for, from and against any and all liabilities, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted against, imposed on or incurred by Agent or a Lender Bank by reason of such Person’s willful misconduct or gross negligence if a judgment is entered against Agent or a Lender Bank by a court of competent jurisdiction after the expiration of all applicable appeal periods.

Indemnification; Subrogation; Waiver of Offset. (a) Grantor Obligor shall indemnify, defend and hold Agent and the Lenders Banks harmless for, from and against any and all liability, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s 's reasonable attorneys’ ' fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or and the Lenders Banks in connection with the Secured Obligations, this Instrument, the Property, or any part thereof, or the exercise by Agent of any rights or remedies granted to it under this Instrument; provided, however, that nothing herein shall be construed to obligate Grantor Obligor to indemnify, defend and hold harmless Agent or and the Lenders Banks for, from and against any and all liabilities, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted against, imposed on or incurred by Agent or a Lender Bank by reason of Agent's or such Person’s Bank's willful misconduct or gross negligence if a judgment is entered against Agent or a Lender Bank by a court of competent jurisdiction after the expiration exhaustion of all applicable appeal periods.

Indemnification; Subrogation; Waiver of Offset. (a) Grantor Obligor shall indemnify, defend and hold Agent and the Lenders harmless for, from and against any and all liability, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s 's reasonable attorneys’ ' fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or and the Lenders in connection with the Secured Obligations, this InstrumentMortgage, the Property, or any part thereof, or the exercise by Agent of any rights or remedies granted to it under this InstrumentMortgage; provided, however, that nothing herein shall be construed to obligate Grantor Obligor to indemnify, defend and hold harmless Agent or and the Lenders for, from and against any and all liabilities, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted against, imposed on or incurred by Agent or a Lender by reason of Agent's or such Person’s Lender's willful misconduct or gross negligence if a judgment is entered against Agent or a Lender by a court of competent jurisdiction after the expiration of all applicable appeal periodsnegligence.

Indemnification; Subrogation; Waiver of Offset. (a) Grantor shall indemnify, defend and hold Agent and the Lenders harmless for, from and against any and all liability, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s reasonable attorneys’ fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or the Lenders in connection with the Secured Obligations, this Instrument, the Property, or any part thereof, or the exercise by Agent of any rights or remedies granted to it under this Instrument; provided, however, that nothing herein shall be construed to obligate Grantor to indemnify, defend and hold harmless Agent or the Lenders for, from and against any and all liabilities, obligationsSecured Obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted against, imposed on or incurred by Agent or a Lender by reason of such Person’s willful misconduct or gross negligence if a judgment is entered against Agent or a Lender by a court of competent jurisdiction after the expiration of all applicable appeal periods.

Indemnification; Subrogation; Waiver of Offset. (a) Grantor a)Borrower shall indemnify, defend and hold Agent Lender harmless against: (i) any and all claims for brokerage, leasing, finders or similar fees which may be made relating to the Lenders harmless forProperty or the Secured Obligations, from and against (ii) any and all liability, obligations, losses, damages, penalties, claims, actions, suits, costs and expenses (including Agent’s Xxxxxx's reasonable attorneys’ ' fees, together with reasonable appellate counsel fees, if any) of whatever kind or nature which may be asserted against, imposed on or incurred by Agent or the Lenders Lender in connection with the Secured Obligations, this InstrumentMortgage, the Property, or any part thereof, or the exercise by Agent Lender of any rights or remedies granted to it under this InstrumentMortgage; provided, however, that nothing herein shall be construed to obligate Grantor Borrower to indemnify, defend and hold harmless Agent or the Lenders for, Lender from and against any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs and expenses asserted enacted against, imposed on or incurred by Agent or a Lender by reason of such Person’s Xxxxxx's willful misconduct or gross negligence if a judgment is entered against Agent or a Lender by a court of competent jurisdiction after the expiration of all applicable appeal periodsnegligence.