Indemnity to the Agents. The Borrower shall promptly indemnify each Agent against any cost, loss or liability incurred by that Agent (acting reasonably) as a result of:
(a) investigating any event which it reasonably believes is a Default;
(b) 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.
Indemnity to the Agents. Each Obligor shall promptly on demand, indemnify each Agent against:
(A) any cost, loss or liability incurred by that Agent (acting reasonably) as a result of:
(i) investigating any event which it reasonably believes is a Default;
(ii) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised by an Obligor; or
(iii) instructing lawyers, accountants, tax advisers, surveyors or other professional advisers or experts as permitted under this Agreement; and
(B) any cost, loss or liability (including for negligence or any other category of liability whatsoever) incurred by that Agent (otherwise than by reason of that Agent’s gross negligence or wilful misconduct) (or, in the case of any cost, loss or liability pursuant to clause 28.9 (
Indemnity to the Agents. The Company shall, within fifteen days of demand, indemnify each of the Agents against any cost, loss or liability incurred by such Agent (acting reasonably) as a result of:
13.3.1 investigating any event which it reasonably believes is a Default; or
13.3.2 acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised, provided that, prior to the delivery of an Enforcement Notice, any such cost, loss or liability shall be reasonable.
Indemnity to the Agents. (a) The Company and the Guarantors, jointly and severally, shall promptly indemnify the Agent and the Collateral Agent against any cost, loss or liability incurred by them (acting reasonably) as a result of:
(i) investigating any event which it reasonably believes is a Default; or
(ii) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.
Indemnity to the Agents. The Borrower shall promptly indemnify each Agent against any cost, loss or liability incurred by the relevant Agent (acting reasonably) as a result of:
(a) investigating any event which it reasonably believes is an Event of Default or Potential Event of Default;
(b) except as expressly provided in this Agreement, the Agent performing and discharging its obligations in accordance with the requirements of the Finance Documents; and/or
(c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.
Indemnity to the Agents. Each Obligor shall promptly on demand, indemnify each Agent against:
Indemnity to the Agents. Each Obligor shall promptly indemnify the Facility Agent (and in the case of paragraph (b) below, the Dollar Swingline Agent and the Euro Swingline Agent) against any cost, loss or liability incurred by the Facility Agent, Dollar Swingline Agent or the Euro Swingline Agent, as the case may be, (in each case acting reasonably) as a result of:
(a) investigating any event which it reasonably believes is a Default; or
(b) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.
Indemnity to the Agents. The Borrower shall promptly indemnify each Agent against any cost, loss or liability incurred by that Agent (in each case acting reasonably) as a result of:
(a) investigating any event which it reasonably believes is a Default;
(b) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised;
(c) bringing or dealing with any claim or other action under the EKN Guarantee; or
(d) dealing with waivers to or consents in respect of the EKN Guarantee.
Indemnity to the Agents. Each Obligor shall promptly indemnify the Facility Agent (and, in the case of paragraph (c) below, the Dollar Swingline Agent and the Euro Swingline Agent) against any cost, loss or liability incurred by the Facility Agent, the Dollar Swingline Agent or the Euro Swingline Agent, as the case may be, (in each case acting reasonably), as a result of:
(a) investigating any event which it reasonably believes is a Default;
(b) entering into or performing any foreign exchange contract for the purposes of paragraph 16.3(c) (Change of currency for Term Loans during successive Interest Periods); or
(c) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised.
Indemnity to the Agents. The Company shall promptly indemnify each Agent against:
(a) any cost, loss or liability incurred by that Agent (acting reasonably) as a result of:
(i) investigating any event which it reasonably believes to be a Default;
(ii) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised; or
(iii) instructing lawyers, accountants, tax advisers, surveyors or other professional advisers or experts as permitted under the Transaction Documents; and
(b) any cost, loss or liability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by any Agent (otherwise than by reason of that Agent's gross negligence or wilful misconduct) (or, in the case of any cost, loss or liability pursuant to Clause 28.11 (Disruption to payment systems etc.) notwithstanding that Agent's negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of that Agent) in acting as an Agent under the Transaction Documents.
