Common use of Indemnities by the Issuer Clause in Contracts

Indemnities by the Issuer. Without limiting any other rights which the Deal Agents, the Administrative Agent, the Liquidity Agents, the Purchasers or any of their respective Affiliates may have, hereunder or under applicable law, the Issuer hereby agrees to indemnify each of the Deal Agents, the Administrative Agent, the Liquidity Agents, the Purchasers and each of their respective Affiliates, together with their respective successors and permitted assigns (each of the foregoing Persons being individually called an "Indemnified Party") from and against any and all damages, losses, claims, liabilities and related costs and expenses, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") awarded against or incurred by any of them arising out of, or resulting from the breach by the Issuer of any representation, warranty, covenant or obligation of the Issuer of, this Agreement, any Basic Document or the Note, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of any related Indemnified Party or any Affiliate thereof. Any amounts subject to the indemnification provisions of this Section 6.1 shall be paid by the Issuer to the Indemnified Party within ten (10) Business Days following the Indemnified Party's demand therefor, setting forth in reasonable detail the basis therefor.

Appears in 2 contracts

Samples: Note Purchase Agreement (First International Bancorp Inc), Note Purchase Agreement (First International Bancorp Inc)

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Indemnities by the Issuer. Without limiting any other rights which the Deal Agents, the Administrative Agent, the Liquidity Agents, the Purchasers or any of their respective Affiliates may have, have hereunder or under applicable law, the Issuer hereby agrees to indemnify each of the Deal Agents, the Administrative Agent, the Liquidity Agents, the Purchasers and each of their respective Affiliates, together with their respective successors and permitted assigns (each of the foregoing Persons being individually called an "Indemnified Party") from and against any and all damages, losses, claims, liabilities and related costs and expenses, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") awarded against or incurred by any of them arising out of, or resulting from the breach by the Issuer or the Servicer of any representation, warranty, covenant or obligation of the Issuer or the Servicer of, this Agreement, any Basic Deal Document or the Class A Note, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of any related such Indemnified Party or any Affiliate thereofParty. Any amounts subject to the indemnification provisions of this Section 6.1 shall be paid by the Issuer to the Indemnified Party Deal Agent within ten (10) Business Days following the Indemnified PartyDeal Agent's demand therefor. Notwithstanding anything to the contrary, setting forth in reasonable detail the basis thereforIssuer's obligations to make payments under this Section 6.1 shall be limited solely to funds available from time to time for such purpose pursuant to Section 3.2 of the Supplement and to the extent they are not so paid, such obligations shall not constitute a claim against the Issuer or the Collateral.

Appears in 1 contract

Samples: Note Purchase Agreement (Willis Lease Finance Corp)

Indemnities by the Issuer. (a) Without limiting any other rights which the Deal Agents, the Administrative Agent, the Liquidity AgentsAgent, the Purchasers Secured Parties or any of their respective Affiliates may have, have hereunder or under applicable law, the Issuer Issuer, subject in all respects to the Non-Recourse Provisions, hereby agrees to indemnify each of and hold harmless, and agrees to defend, the Deal Agents, the Administrative Agent, the Liquidity AgentsAgent, the Purchasers Secured Parties, and each of their respective AffiliatesAffiliates and officers, together with their respective successors directors, employees and permitted assigns agents thereof (each of the foregoing Persons being individually called referred to as an "Indemnified Party") from and against any and all damages, losses, claims, liabilities and related costs and expenses, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") awarded against or incurred by any of them them, arising out of, of or resulting from the breach by the Issuer as a result of any representation, warranty, covenant or obligation of the Issuer of, this Agreement, any Basic other Transaction Document or the NoteGrants of the Series Collateral or in respect of any Receivable, or any other item of the Series Collateral, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of the Deal Agent, the Liquidity Agent, such Secured Parties or such Affiliate. If the Issuer has made any related indemnity payment pursuant to this Section 5.1 and such payment fully indemnified the recipient thereof and the recipient thereafter collects any payments from others in respect of such Indemnified Party or any Affiliate thereof. Any amounts subject Amounts then, the recipient shall repay to the indemnification provisions of this Section 6.1 shall be paid by the Issuer an amount equal to the amount it has collected from others in respect of such Indemnified Party within ten (10) Business Days following the Indemnified Party's demand therefor, setting forth in reasonable detail the basis thereforAmounts.

Appears in 1 contract

Samples: Note Purchase Agreement (White River Capital Inc)

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Indemnities by the Issuer. Without limiting any other rights which the Deal Agents, the Administrative Agent, the Liquidity AgentsPurchasers, the CP Purchasers or any of their respective Affiliates may have, hereunder or under applicable law, the Issuer hereby agrees to indemnify each of the Deal Agents, the Administrative AgentPurchasers, the Liquidity Agents, the CP Purchasers and each of their respective Affiliates, together with their respective successors and permitted assigns (each of the foregoing Persons being individually called an "Indemnified Party") from and against any and all damages, losses, claims, liabilities and related costs and expenses, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") disbursements, awarded against or incurred by any of them arising out of, or and any such damages, losses, claims, liabilities and related costs and expenses resulting from the breach by the such Issuer of any representation, warranty, covenant or obligation of the Issuer ofcontained in, this Agreement, Agreement or any Basic other Series 2011-1 Related Document or to which it is a party (all of the Noteforegoing being collectively referred to as “Indemnified Amounts”), excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of any related such Indemnified Party or any Affiliate thereofParty. Any amounts subject to the indemnification provisions of this Section 6.1 shall be paid by the Issuer to the Indemnified Party within ten (10) Business Days following the Indemnified Party's ’s demand therefor, setting forth in reasonable detail the basis therefor. Notwithstanding anything to the contrary, the Issuer’s obligations to make payments under this Section 6.1 shall be limited solely to funds available from time to time for such purpose pursuant to Section 302 of the Indenture and Section 303 of the Supplement and to the extent they are not so paid pursuant to such sections, such obligations shall not constitute a “claim” (as defined in Section 101(5) of the Bankruptcy Code) against the Issuer or the Collateral.

Appears in 1 contract

Samples: Series 2011 1 Note Purchase Agreement (CAI International, Inc.)

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