Common use of Indemnity; Expenses Clause in Contracts

Indemnity; Expenses. (a) The Grantor agrees to indemnify and hold harmless the Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the Grantor's pledge and assignment under this Agreement (including enforcement against the Grantor of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor will upon demand pay to the Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the Grantor, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the Administrative Agent or any Secured Party hereunder against the Grantor or (iv) the failure by the Grantor to perform or observe any of the provisions hereof.

Appears in 2 contracts

Samples: Credit Agreement (Orion Power Holdings Inc), Credit Agreement (Orion Power Holdings Inc)

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Indemnity; Expenses. (a) The Grantor Borrower agrees to indemnify and hold harmless the Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the GrantorBorrower's pledge and assignment under this Agreement (including enforcement against the Grantor Borrower of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor Borrower will upon demand pay to the Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the GrantorBorrower, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the Administrative Agent or any Secured Party hereunder against the Grantor Borrower or (iv) the failure by the Grantor Borrower to perform or observe any of the provisions hereof.

Appears in 2 contracts

Samples: Credit Agreement (Orion Power Holdings Inc), Credit Agreement (Orion Power Holdings Inc)

Indemnity; Expenses. (a) The Grantor Borrower agrees to indemnify and hold harmless the Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the GrantorBorrower's pledge and assignment under this Agreement (including including, without limitation, enforcement against the Grantor Borrower of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor Borrower will upon demand pay to the Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the GrantorBorrower, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the Administrative Agent or any Secured Party hereunder against the Grantor Borrower or (iv) the failure by the Grantor Borrower to perform or observe any of the provisions hereof.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

Indemnity; Expenses. (a) The Grantor agrees to indemnify and hold harmless the Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the Grantor's pledge and assignment under this Agreement (including including, without limitation, enforcement against the Grantor of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor will upon demand pay to the Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the Grantor, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the Administrative Agent or any Secured Party hereunder against the Grantor or (iv) the failure by the Grantor to perform or observe any of the provisions hereof.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

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Indemnity; Expenses. (a) The Grantor agrees to indemnify and hold harmless the OPNY Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the Grantor's pledge and assignment under this Agreement (including enforcement against the Grantor of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor will upon demand pay to the OPNY Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the OPNY Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the Grantor, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the OPNY Administrative Agent or any Secured Party hereunder against the Grantor or (iv) the failure by the Grantor to perform or observe any of the provisions hereof.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

Indemnity; Expenses. (a) The Grantor agrees to indemnify and hold harmless the OPMW Administrative Agent and each Secured Party from and against any and all claims, losses and liabilities arising out of or resulting from the Collateral or the Grantor's pledge and assignment under this Agreement (including enforcement against the Grantor of this Agreement), except claims, losses or liabilities resulting from the gross negligence or willful misconduct of any Secured Party or any other Person designated by any Secured Party to act on its behalf pursuant to this Agreement. (b) The Grantor will upon demand pay to the OPMW Administrative Agent or any Secured Party the amount of any and all reasonable expenses, including the reasonable fees and expenses of its counsel and of any experts and agents, which the OPMW Administrative Agent or any Secured Party may incur in connection with (i) the administration of this Agreement, (ii) the sale of, collection from, or other realization upon, any of the Collateral of the Grantor, (iii) the exercise or enforcement (whether through negotiations, legal proceedings or otherwise) of any of the rights of the OPMW Administrative Agent or any Secured Party hereunder against the Grantor or (iv) the failure by the Grantor to perform or observe any of the provisions hereof.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

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