Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party. (b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Samples: Receivables Sale Agreement (Equalnet Holding Corp), Receivables Sale Agreement (Equalnet Holding Corp)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to Seller's actions with respect to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 1210% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
Appears in 1 contract
Samples: Receivables Sale Agreement (Star Telecommunications Inc)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified PartyParty or recourse with respect to Purchased Receivables.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
Appears in 1 contract
Samples: Receivables Sale Agreement (Ari Network Services Inc /Wi)
Indemnities by the Seller. (a) Without limiting any other ------------------------- rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Samples: Receivables Sale Agreement (Avery Communications Inc)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from front and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
Appears in 1 contract
Samples: Receivables Sale Agreement (Equalnet Communications Corp)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified Party; provided, however, in the event there has not occurred a breach of a representation, covenant or warranty contained in Sections 4.1 or 4.2, nothing in this Section 8.1 shall require the Seller to indemnify the Indemnified Party for Receivables which are not collected, not paid or otherwise uncollectible on account of the insolvency, bankruptcy, creditworthiness or financial ability to pay of the applicable respective Payor.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Samples: Receivables Sale Agreement (Z Tel Technologies Inc)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12Base Rate plus 4% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, Purchaser or any director, officer, employee or agent of either such party the Purchaser (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such any Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "Indemnified Party") may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' fees and disbursements (all of the foregoing being collectively referred to as "Indemnified Amounts") which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful wilful misconduct on the part of such any Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of such demand for such the Indemnified Amount.
Appears in 1 contract
Samples: Receivables Sale Agreement (Yak Communications Usa Inc)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "“Indemnified Party"”) may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' ’ fees and disbursements (all of the foregoing being collectively referred to as "“Indemnified Amounts"”) which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five (5) Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12__% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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Indemnities by the Seller. (a) Without limiting any other rights that which the PurchaserBuyer, the Master Servicer, or any director, officer, employee or agent of either such party Affiliate thereof and their respective permitted designees and assignees (each an "Indemnified Party") may have under this Agreement any Purchase Document or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, losses and related costs and expenses of any nature whatsoever, liabilities (including reasonable attorneys' fees and disbursements expenses, but excluding (all of the foregoing being collectively referred to as "Indemnified Amounts"a) which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts amount to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
, (b) Any recourse (except as otherwise specifically provided in this Agreement) for uncollectible Receivables or (c) any income taxes (other than any withholding taxes in respect of any Included Foreign Receivable) incurred by such Indemnified Amounts subject Party arising out of or as a result of any Purchase Document or the ownership of Purchased Interests or in respect of any Receivable, any Contract, any Related Security or any Additional Assigned Rights) (all of the foregoing, to the indemnification provisions of this Section extent not so excluded, being collectively referred to as "Indemnified Amounts"), and shall be paid pay on demand to the each Indemnified Party within five Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification any and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for all amounts necessary to indemnify such Indemnified Amount.Party from and against any and all Indemnified Amounts, resulting from:
Appears in 1 contract
Samples: Receivables Purchase and Sale Agreement (Maxtor Corp)
Indemnities by the Seller. (a) Without limiting any other rights that the Purchaser, the Master Servicer, or any director, officer, employee or agent of either such party (each an "“Indemnified Party"”) may have under this Agreement or under applicable law, the Seller hereby agrees to indemnify each Indemnified Party from and against any and all claims, losses, liabilities, obligations, damages, penalties, actions, judgments, suits, and related costs and expenses of any nature whatsoever, including reasonable attorneys' ’ fees and disbursements (all of the foregoing being collectively referred to as "“Indemnified Amounts"”) which may be imposed on, incurred by or asserted against an Indemnified Party in any way arising out of or relating to this Agreement or the ownership of the Purchased Receivables or in respect of any Receivable or any Contract, excluding, however, Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Indemnified Party.
(b) Any Indemnified Amounts subject to the indemnification provisions of this Section shall be paid to the Indemnified Party within five (5) Business Days following demand therefor, which such demand shall set forth satisfactory evidence of a right of indemnification and the corresponding amount at issue, together with interest at the lesser of 12% per annum or the highest rate permitted by law from the date of demand for such Indemnified Amount.
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