Common use of Indemnity of Trustee Clause in Contracts

Indemnity of Trustee. The Pledgor shall indemnify the Trustee, its officers, agents, employees, and directors for, and to hold each such person harmless against any and all losses, liabilities or expenses incurred by it arising out of or in connection with the acceptance or administration of its duties under this Agreement, including the costs and expenses of enforcing this Agreement against the Pledgor or any other Person and investigating or defending itself against any claim (whether asserted by the Pledgor or any Holder of Senior Secured Notes or any other Person) or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent any such loss, liability or expense may be attributable to its negligence or bad faith. The Trustee shall notify the Pledgor promptly of any claim for which it may seek indemnity. Failure by the Trustee to so notify the Pledgor shall not relieve the Pledgor of its obligations hereunder. The Pledgor shall defend the claim and the Trustee shall cooperate in the defense. The Trustee may have separate counsel and, if Pledgor's counsel is not diligently prosecuting or defending the matter, or in the event that there may be a conflict between the positions of the Pledgor and Trustee in conducting the defense, the Pledgor shall pay the reasonable fees and expenses of such counsel. The Pledgor need not pay for any settlement made without its consent, which consent shall not be unreasonably withheld.

Indemnity of Trustee. The Pledgor shall indemnify the Trustee, its officers, agents, employees, employees and directors for, and to hold each such person harmless against any and all losses, liabilities or expenses incurred by it arising out of or in connection with the acceptance or administration of its duties under this Agreement, including the costs and expenses of enforcing this Agreement against the Pledgor or any other Person and investigating or defending itself against any claim (whether asserted by the Pledgor or any Holder of Senior Secured Notes or any other Person) or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent any such loss, liability or expense may be attributable to its negligence or bad faith. The Trustee shall notify the Pledgor promptly of any claim for which it may seek indemnity. Failure by the Trustee to so notify the Pledgor shall not relieve the Pledgor of its obligations hereunder. The Pledgor shall defend the claim and the Trustee shall cooperate in the defense. The Trustee may have separate counsel and, if Pledgor's counsel is not diligently prosecuting or defending the matter, or in the event that there may be a conflict between the positions of the Pledgor and Trustee in conducting the defense, the Pledgor shall pay the reasonable fees and expenses of such counsel. The Pledgor need not pay for any settlement made without its consent, which consent shall not be unreasonably withheld.

Indemnity of Trustee. The Pledgor shall indemnify the Trustee, its officers, agents, employees, and directors for, and to hold each such person harmless against any and all losses, liabilities or expenses incurred by it arising out of or in connection with the acceptance or administration of its duties under this Agreement, including the costs and expenses of enforcing this Agreement against the Pledgor or any other Person and investigating or defending itself against any claim (whether asserted by the Pledgor or any Holder of Senior Secured Notes or any other Person) or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent any such loss, liability or expense may be attributable to its negligence or bad faith. The Trustee shall notify the Pledgor promptly of any claim for which it may seek indemnity. Failure by the Trustee to so notify the Pledgor shall not relieve the Pledgor of its obligations hereunder. The Pledgor shall defend the claim and the Trustee shall cooperate in the defense. The Trustee may have separate counsel and, if Pledgor's counsel is not diligently prosecuting or defending the matter, or in the event that there may be a conflict between the positions of the Pledgor and Trustee in conducting the defense, the Pledgor shall pay the reasonable fees and expenses of such counsel. The Pledgor need not pay for any settlement made without its consent, which consent shall not be unreasonably withheld.

Indemnity of Trustee. The Pledgor shall indemnify the Trustee, its officers, agents, employees, employees and directors for, and to hold each such person harmless against any and all losses, liabilities or expenses incurred by it arising out of or in connection with the acceptance or administration of its duties under this Agreement, including the costs and expenses of enforcing this Agreement against the Pledgor or any other Person and investigating or defending itself against any claim (whether asserted by the Pledgor or any Holder of Senior Secured Notes Securities or any other Person) or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent any such loss, liability or expense may be attributable to its negligence or bad faith. The Trustee shall notify the Pledgor promptly of any claim for which it may seek indemnity. Failure by the Trustee to so notify the Pledgor shall not relieve the Pledgor of its obligations hereunder. The Pledgor shall defend the claim and the Trustee shall cooperate in the defense. The Trustee may have separate counsel and, if the Pledgor's counsel is not diligently prosecuting or defending the matter, or in the event that there may be a conflict between the positions of the Pledgor and Trustee in conducting the defense, or in the event that there may be a Conflict between the positions of the Pledgor and Trustee in conducting the defense, the Pledgor shall pay the reasonable fees and expenses of such counsel. The Pledgor need not pay for any settlement made without its their consent, which consent shall not be unreasonably withheld.

Indemnity of Trustee. The Pledgor shall indemnify the Trustee, its officers, agents, employees, employees and directors for, and to hold each such person harmless against any and all losses, liabilities or expenses incurred by it arising out of or in connection with the acceptance or administration of its duties under this Agreement, including the costs and expenses of enforcing this Agreement against the Pledgor or any other Person and investigating or defending itself against any claim (whether asserted by the Pledgor or any Holder of Senior Secured Notes or any other Person) or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent any such loss, liability or expense may be attributable to its negligence or bad faith. The Trustee shall notify the Pledgor promptly of any claim for which it may seek indemnity. Failure by the Trustee to so notify the Pledgor shall not relieve the Pledgor of its obligations hereunder. The Pledgor shall defend the claim and the Trustee shall cooperate in the defense. The Trustee may have separate counsel and, if the Pledgor's counsel is not diligently prosecuting or defending the matter, or in the event that there may be a conflict between the positions of the Pledgor and Trustee in conducting the defense, the Pledgor shall pay the reasonable fees and expenses of such counsel. The Pledgor need not pay for any settlement made without its their consent, which consent shall not be unreasonably withheld.