Common use of Indemnity for Returned Payments Clause in Contracts

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan Documents, the Agent, any Lender, or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party and hold the Agent, the Lenders, or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan Documents, the Agent, any Lender, or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party and hold the Agent, the Lenders, or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, either Bank or any Affiliate of either Bank or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, such Bank or such Affiliate of such Bank or such other Secured Party, and the Borrower Borrowers shall be liable to pay to the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hereby do indemnify the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hold the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, either Bank, such Affiliate of such Bank or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, such Bank’s, such Affiliate of the Bank or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Agent or any other Secured Party Lender is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, Agent or such other Secured Party, Lender and the Borrower shall be liable to pay to the Agent, Agent and the Lenders, or such other Secured Party and the Borrower hereby do indemnify indemnifies the Agent, Agent and the Lenders, or such other Secured Party Lenders and hold holds the Agent, Agent and the Lenders, or such other Secured Party Lenders harmless for the amount of such payment or proceeds surrenderedsurrendered except to the extent that they are determined in a final, non-appealable judgment by a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of the Lenders. The provisions of this Section 4.8 2.21 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, Agent or any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, ’s and the Lenders’, or such other Secured Party’s ’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 2.21 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Administrative Agent or any other Secured Party Lender is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, Administrative Agent or such other Secured Party, Lender and the Borrower Borrowers shall be liable to pay to the Agent, Administrative Agent and the Lenders, or such other Secured Party and each Borrower hereby do indemnify indemnifies the Agent, Administrative Agent and the Lenders, or such other Secured Party Lenders and hold holds the Agent, Administrative Agent and the Lenders, or such other Secured Party Lenders harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 2.20 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, Administrative Agent or any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Administrative Agent’s, ’s and the Lenders’, or such other Secured Party’s ’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 2.20 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsIF AFTER RECEIPT OF ANY PAYMENT WHICH IS APPLIED TO THE PAYMENT OF ALL OR ANY PART OF THE OBLIGATIONS, the AgentTHE LENDER IS FOR ANY REASON COMPELLED TO SURRENDER SUCH PAYMENT TO ANY PERSON BECAUSE SUCH PAYMENT IS INVALIDATED, any LenderDECLARED FRAUDULENT, or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidatedSET ASIDE, declared fraudulentDETERMINED TO BE VOID OR VOIDABLE AS A PREFERENCE, set asideIMPERMISSIBLE SETOFF, determined to be void or voidable as a preferenceOR A DIVERSION OF TRUST FUNDS, impermissible setoffOR FOR ANY OTHER REASON, or a diversion of trust funds, or for any other reason, then such Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party and hold the Agent, the Lenders, or such other Secured Party harmless for the amount of such payment or proceeds surrenderedTHEN: THE OBLIGATIONS OR PART THEREOF INTENDED TO BE SATISFIED SHALL BE REVIVED AND CONTINUE AND THIS AGREEMENT SHALL CONTINUE IN FULL FORCE AS IF SUCH PAYMENT HAD NOT BEEN RECEIVED BY THE LENDER AND THE BORROWER SHALL BE LIABLE TO PAY TO THE LENDER AND HEREBY DOES INDEMNIFY THE LENDER AND HOLD THE LENDER HARMLESS FOR THE AMOUNT OF SUCH PAYMENT SURRENDERED. The provisions of this Section 4.8 4.4 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceedspayment, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Party’s Lender's rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.4 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If If, after receipt of any payment which is of, or proceeds applied to the payment of of, all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, the Bank or any other Secured Party Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, Agent or such Lender, or such other Secured Party, and the Borrower shall be liable to pay to the AgentAgent and the Lender, the Lenders, or such other Secured Party and hereby do indemnify the Agent, Agent and the Lenders, or such other Secured Party Lenders and hold the AgentAgent and the Lenders harmless for, the Lenders, or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.6 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, Agent or any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, 's and the Lenders’, or such other Secured Party’s ' rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.6 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is of, or Proceeds applied to the payment of of, all or any part of the Obligations under this Agreement or the other Loan Documents, the AgentObligations, any Lender, or any other Secured Party Lender is for any reason compelled required to surrender such payment or proceeds Proceeds to any Person Person, because such payment or application of proceeds Proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such then: the Obligations or the part thereof intended to be satisfied shall be revived and continued continue and this Agreement shall continue in full force as if such payment or proceeds Proceeds had not been received by the Agent, such Lender, or such other Secured Partyand within 30 days after demand therefor, and the Borrower shall be liable to pay to the Agent, the Lenders, or indemnify such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party Person and hold the Agentsuch Person harmless, the Lenders, or such other Secured Party harmless for from and against the amount of such payment or proceeds Proceeds surrendered. The Agent shall reflect the surrender of such payment or Proceeds, and any subsequent payment by the Borrower to such Lender pursuant to this Section 4.7, in the applicable loan account. The provisions of this Section 4.8 4.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceedsProceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Party’s Lender's rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds Proceeds having become final and irrevocable. The provisions of this Section 4.8 4.7 shall survive the repayment of the Obligations and termination of this AgreementAgreement and the final and full payment and performance of the Obligations.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Lender or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, any Lender or such any other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, any Lender or such any other Secured Party and hereby do indemnify the Agent, the Lenders, any Lender or such any other Secured Party and hold the Agent, the Lenders, any Lender or such any other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.6 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, Lender or such any other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, ’ or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.6 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Administrative Agent or any other Secured Party Lender is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, Administrative Agent or such other Secured Party, Lender and the Borrower Borrowers shall be jointly and severally liable to pay to the Agent, Administrative Agent and the Lenders, or such other Secured Party and the Borrowers hereby do jointly and severally indemnify the Agent, Administrative Agent and the Lenders, or such other Secured Party Lenders and hold holds the Agent, Administrative Agent and the Lenders, or such other Secured Party Lenders harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 2.18 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, Administrative Agent or any Lender, or such other Secured Party Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Administrative Agent’s, ’s and the Lenders’, or such other Secured Party’s ’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 2.18 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, the Banks or any Affiliate of the Banks or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, such Bank or such Affiliate of such Bank or such other Secured Party, and the Borrower Borrowers shall be liable to pay to the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hereby do indemnify the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hold the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, the Banks, such Affiliate of such Bank or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, such Bank’s, such Affiliate of the Bank or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Royal Bank or any other Secured Party Affiliate thereof is for compelled by any reason compelled Requirement of Law to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, Royal Bank or such other Secured PartyAffiliate, as the case may be, and the Borrower Borrowers shall be liable to pay to the Agent, the Lenders, or such other Secured Party Royal Bank and any Affiliate thereof, and hereby do does indemnify the Agent, the Lenders, or Royal Bank and any such other Secured Party Affiliate and hold the Agent, the Lenders, or Royal Bank and any such other Secured Party Affiliate harmless for the amount of such actual payment or proceeds surrendered. The provisions of this Section 4.8 3.8 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party Royal Bank and any Affiliate thereof in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the applicable Lenders’, or such other Secured PartyRoyal Bank’s and their Affiliates’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.8 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Lender or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, any Lender or such any other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, any Lender or such any other Secured Party and hereby do indemnify the Agent, the Lenders, any Lender or such any other Secured Party and hold the Agent, the Lenders, any Lender or such any other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.5 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, Lender or such any other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, ’ or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.5 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, either Bank or any Affiliate of either Bank or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, such Bank or such Affiliate of such Bank or such other Secured Party, and the Borrower Borrowers shall be liable to pay to the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hereby do indemnify the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party and hold the Agent, the Lenders, such Bank, such Affiliate of such Bank or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, either Bank, such Affiliate of such Bank or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, such Bank’s, such Affiliate of the Bank or such other Secured Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Co-Collateral Agent, any Lender, any Letter of Credit Issuer, or any other Secured Party Affiliate of the Agent is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Partyreceived, and the Borrower Borrowers shall be liable to pay to the AgentAgent (or its Affiliate), the Co-Collateral Agents, the Lenders, or such other Secured Party Letter of Credit Issuer, as the case may be, and hereby do does indemnify the AgentAgent (and its Affiliates), the Co-Collateral Agents, the Lenders, or such other Secured Party and the Letter of Credit Issuers, and hold harmless the AgentAgent (and its Affiliates), the Co-Collateral Agents, the Lenders, or such other Secured Party harmless for and the Letter of Credit Issuers, for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the AgentAgent (or its Affiliates), the Co-Collateral Agents, any Lender, or such other Secured Party any Letter of Credit Issuer in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s (its Affiliate’s), the Co-Collateral Agents’, the Lenders’, or such other Secured Party’s the Letter of Credit Issuers’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, the Security Trustee, any Lender, the Bank or any other Secured Party Affiliate of the Bank is for any reason (other than an action by a Governmental Authority against such Person for reasons unrelated to Borrower, its Subsidiaries, the Collateral, or the Loans) compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, the Security Trustee or any such Lender, the Bank or such other Secured Party, any Affiliate of the Bank and the Borrower Borrowers shall be liable to pay to the Agent, the Security Trustee and the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party Security Trustee and the Lenders and hold the Agent, Agent and the Lenders, or such other Secured Party Lenders harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.9 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, the Security Trustee, any such Lender, the Bank or any such other Secured Party Affiliate of the Bank in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s's, the Security Trustee's and the Lenders’, or such other Secured Party’s ' rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.9 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, the Co-Agent, any Lender, any Bank Products Provider or any other Secured Party Affiliate of any Bank Products Provider is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, the Co-Agent or such other Secured Party, Lender and the Borrower Borrowers shall be liable to pay to the Agent, the Co-Agent and the Lenders, or such other Secured Party and each Borrower hereby do does indemnify the Agent, the Lenders, or such other Secured Party Co-Agent and the Lenders and hold the Agent, the LendersCo-Agent and the Lenders harmless for, or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lenderthe Co-Agent, or such other Secured Party any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s's, the Co-Agent's and the Lenders’, or such other Secured Party’s ' rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, any Letter of Credit Issuer, or any other Secured Party Affiliate of the Agent is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Partyreceived, and the Borrower shall be liable to pay to the AgentAgent (or its Affiliate), the Lenders, or such other Secured Party Letter of Credit Issuer, as the case may be, and hereby do does indemnify the AgentAgent (and its Affiliates), the Lenders, or such other Secured Party and the Letter of Credit Issuers, and hold harmless the AgentAgent (and its Affiliates), the Lenders, or such other Secured Party harmless for and the Letter of Credit Issuers, for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the AgentAgent (or its Affiliates), any Lender, or such other Secured Party any Letter of Credit Issuer in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s (its Affiliate’s), the Lenders’, or such other Secured Party’s the Letter of Credit Issuers’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or Agreement, the other Loan DocumentsDocuments or the Unsecured ProFrac Guarantee, the Agent, any Lender, or any other Secured Party is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Party, and the Borrower shall be liable to pay to the Agent, the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Party and hold the Agent, the Lenders, or such other Secured Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 4.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Party’s rights under this Agreement and Agreement, the other Loan Documents and the Unsecured ProFrac Guarantee and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 4.7 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If If, after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the either Agent, any Lender, the Letter of Credit Issuer, CIT or any other Secured Party Affiliate of CIT (each such Person, a "Receiving Party") is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Party, Receiving Party and the Borrower Borrowers shall be liable to pay to the AgentReceiving Party, the Lenders, or such other Secured Party and hereby do indemnify the Agent, the Lenders, or such other Secured Receiving Party and hold the Agent, the Lenders, or such other Secured Receiving Party harmless for the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.9 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, or such other Secured Receiving Party in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s, the Lenders’, or such other Secured Receiving Party’s rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.9 shall survive the repayment of the Obligations and termination of this Agreement.

Indemnity for Returned Payments. If after receipt of any payment which is of, or Proceeds applied to the payment of of, all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, Issuing Bank or any other Secured Party Lender is for any reason compelled required to surrender such payment or proceeds Proceeds to any Person Person, because such payment or application of proceeds Proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such then: the Obligations or the part thereof intended to be satisfied shall be revived and continued continue and this Agreement shall continue in full force as if such payment or proceeds Proceeds had not been received by such Lender or the Agent, such Lender, or such other Secured PartyIssuing Bank, and the each Borrower shall be liable to pay to such Lender or the AgentIssuing Bank, the Lendersas appropriate, or such other Secured Party and hereby do jointly and severally does indemnify the Agent, the Lenders, or such other Secured Party Person and hold the Agentsuch Person harmless, the Lenders, or such other Secured Party harmless for from and against the amount of such payment or proceeds Proceeds surrendered. The Agent shall reflect the surrender of such payment or Proceeds, and any subsequent payment by the Borrowers to such Lender or the Issuing Bank pursuant to this Section, in the applicable loan account. The provisions of this Section 4.8 4.10 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by such Lender or the Agent, any Lender, or such other Secured Party Issuing Bank in reliance upon such payment or application of proceedsProceeds, and any such contrary action so taken shall be without prejudice to such Lender's or the Agent’s, the Lenders’, or such other Secured Party’s Issuing Bank's rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds Proceeds having become final and irrevocable. The provisions of this Section 4.8 4.10 shall survive the repayment of the Obligations and termination of this AgreementAgreement and the final and full payment and performance of the Obligations.

Indemnity for Returned Payments. If after receipt of any payment which is applied to the payment of all or any part of the Obligations under this Agreement or the other Loan DocumentsObligations, the Agent, any Lender, any Letter of Credit Issuer, or Bank of America or any other Secured Party Affiliate of Bank of America is for any reason compelled to surrender such payment or proceeds to any Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then such the Obligations or part thereof intended to be satisfied shall be revived and continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent, such Lender, or such other Secured Partyreceived, and the Borrower shall be liable to pay to the Agent, the Lenders, such Letter of Credit Issuer, or such other Secured Party Bank of America, as the case may be, and hereby do does indemnify the Agent, the Lenders, or such other Secured Party the Letter of Credit Issuers, and Bank of America and hold harmless the Agent, the Lenders, or such other Secured Party harmless for the Letter of Credit Issuers, and Bank of America for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.8 3.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which may have been taken by the Agent, any Lender, any Letter of Credit Issuer, or such other Secured Party Bank of America in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent’s's, the Lenders’', the Letter of Credit Issuers', or such other Secured Party’s Bank of America's rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.8 3.7 shall survive the repayment of the Obligations and termination of this Agreement.