Common use of Indemnity to the Security Agent Clause in Contracts

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 4 contracts

Samples: Revolving Facility Agreement (Nord Anglia Education, Inc.), Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.)

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Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Finance Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 15.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 3 contracts

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

Indemnity to the Security Agent. (a) Each Relevant Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 2 contracts

Samples: Senior Facilities Agreement (Melco Crown Entertainment LTD), Senior Facilities Agreement (Melco PBL Entertainment (Macau) LTD)

Indemnity to the Security Agent. (a) Each Obligor The Borrower shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor the Borrower in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 14.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies moneys payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 2 contracts

Samples: Facility Agreement (Aluminum Corp of China), Senior Secured Facility Agreement (Aluminum Corp of China)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 19.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 2 contracts

Samples: Revolving Facility Agreement (South Texas Supply Company, Inc.), Revolving Facility Agreement (South Texas Supply Company, Inc.)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Nord Anglia Education, Inc.), Amendment and Restatement Agreement (Nord Anglia Education, Inc.)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property Shares in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 15.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies moneys payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Secured Facility Agreement (SBS Broadcasting S A)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 15.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Central European Media Enterprises LTD)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 ‎15.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Facility Agreement (Shanda Media LTD)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the other Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 17.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies moneys payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Facilities Agreement (Noble International, Ltd.)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the each Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Subject to the Intercreditor Deed each Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 20.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Term and Revolving Facilities Agreement (International Textile Group Inc)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 20.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies moneys payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Senior Term and Revolving Facilities Agreement (Inspired Entertainment, Inc.)

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Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 16.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Multipurpose Facilities Agreement (SunOpta Inc.)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 16.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies moneys payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Facilities Agreement (Enstar Group LTD)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions discretions, authorities and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor or the Parent in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 19.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Term and Revolving Facilities Agreement (ShangPharma Corp)

Indemnity to the Security Agent. (a) Each Obligor The Company shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default Default by any Obligor in the performance of any of the its obligations expressed to be assumed by it in under the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 16.4 and shall shall, to the extent possible by applicable law, have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

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

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security,; (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; orand (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 clause 17.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Multipurpose Facilities Agreement (SunOpta Inc.)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 16.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Facility Agreement (Gulfmark Offshore Inc)

Indemnity to the Security Agent. (a) Each Obligor shall promptly indemnify the Security Agent and every Receiver and Delegate against any cost, loss or liability incurred by any of them as a result of: (i) the taking, holding, protection or enforcement of the Transaction Security, (ii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent and each Receiver and Delegate by the Finance Documents or by law; or (iii) any default by any Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents. (b) The Security Agent may, in priority to any payment to the Secured Parties, indemnify itself out of the Charged Property in respect of, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 18.4 20.4 and shall have a lien on the Transaction Security and the proceeds of the enforcement of the Transaction Security for all monies payable to it. (c) The provisions of this Clause 18.4 shall survive the resignation of the Security Agent, the termination of the appointment of the Security Agent and the discharge of this Agreement.

Appears in 1 contract

Samples: Super Senior Revolving Facility Agreement (Orion Engineered Carbons S.a r.l.)

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