Common use of Indemnity to the Agent Clause in Contracts

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 5 contracts

Samples: Facilities Agreement (Sappi LTD), Multicurrency Revolving Facility Agreement (Wolseley PLC), Multicurrency Revolving Facilities Agreement (Sage Group PLC)

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Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or; (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised; or (c) instructing lawyers, accountants, tax advisers, surveyors or other professional advisers or experts as permitted under this Agreement.

Appears in 4 contracts

Samples: Senior Revolving Facility Agreement (Evotec SE), Bridge Facility Agreement, Facility Agreement

Indemnity to the Agent. The Company Borrowers shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 4 contracts

Samples: Supplemental Agreement (Innospec Inc.), Facilities Agreement (Octel Corp), Multicurrency Revolving Facility Agreement (Innospec Inc.)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or; (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 3 contracts

Samples: Facility Agreement (Aon Corp), Facility Agreement (Aon Corp), Facility Agreement (Aon Corp)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a an Event of Default; or (b) entering into or performing any foreign exchange contract for the purposes purpose of paragraph (b) of Clause 6 6.3 (Optional CurrenciesChange of currency); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 2 contracts

Samples: Facility Agreement (Intercontinental Hotels Group PLC /New/), Facility Agreement (Intercontinental Hotels Group PLC /New/)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, cost and direct loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 2 contracts

Samples: Facility Agreement (Golden Telecom Inc), Facility Agreement (Golden Telecom Inc)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 2 contracts

Samples: Credit Agreement (Sappi LTD), Multicurrency Revolving Facility Agreement (Wolseley PLC)

Indemnity to the Agent. The Company An Obligor shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 2 contracts

Samples: Facility Agreement (Midamerican Energy Holdings Co /New/), Facility Agreement (Midamerican Energy Holdings Co /New/)

Indemnity to the Agent. The Company shall promptly as soon as reasonably possible indemnify the Agent against any reasonable and duly itemised cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is an Event of Default or a DefaultSpecial Early Termination Event; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 2 contracts

Samples: Credit Agreement (Axa Financial Inc), Credit Agreement (Axa Financial Inc)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or; (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised; or (c) entering into or performing any foreign exchange contract for the purposes of Clause 6.3 (Change of currency).

Appears in 1 contract

Samples: Senior Term and Revolving Facilities Agreement (Melrose PLC)

Indemnity to the Agent. The Company Borrowers shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.. Table of Contents

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Octel Corp)

Indemnity to the Agent. The Company Borrowers shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facilities Agreement (Innospec Inc.)

Indemnity to the Agent. The Company Obligor’s Agent shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Senior Facilities Agreement (Messer Griesheim Holding Ag)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or; (b) only in relation to Optional Currencies, entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies)providing such currencies; or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Mayne Group LTD)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorisedauthorised by an Obligor, but which proves not to be such.

Appears in 1 contract

Samples: Facilities Agreement (LG Acquisition Corp.)

Indemnity to the Agent. The Company An Obligor shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Midamerican Energy Holdings Co /New/)

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Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of paragraph (b) of Clause 6 6.3 (Optional CurrenciesChange of currency); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Gallaher Group PLC)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction received by it from any Finance Party or other party to a Finance Document in connection with or pursuant to any Finance Document which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Secured Facilities Agreement (Grohe Holding GMBH)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability in an amount certified by it in reasonable detail incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (WABCO Holdings Inc.)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a an Event of Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction made by an Obligor which it reasonably believes to be genuine, correct and appropriately authorised.. Back to Contents

Appears in 1 contract

Samples: Facility Agreement (Mitchells & Butlers PLC)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a an Event of Default or an Exclusive US Obligor Event of Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Multicurrency Facilities Agreement (Pernod Ricard S a /Fi)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a an Event of Default; or; (b) entering into or performing any foreign exchange contract for the purposes purpose of paragraph (b) of Clause 6 6.3 (Optional CurrenciesChange of currency); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Intercontinental Hotels Group PLC /New/)

Indemnity to the Agent. The Company shall (or shall procure that an Obligor will) promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) 19.3.1 investigating any event which it reasonably believes is a Default; or; (b) 19.3.2 entering into or performing any foreign exchange contract for the purposes of Clause 6 10.2.2 (Optional CurrenciesChange of currency); or (c) 19.3.3 acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Junior Credit Agreement (Endeavour International Corp)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which that it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which that it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Moscow Cablecom Corp)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Eksportfinans Asa)

Indemnity to the Agent. The Company shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (a) investigating any event which it reasonably believes is a Default; or (b) entering into or performing any foreign exchange contract for the purposes of Clause 6 8 (Optional Currencies); or (c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.

Appears in 1 contract

Samples: Facility Agreement (Enodis PLC)

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