Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Pro Rata Share, indemnify the applicable LC Issuer, its Affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 or any action taken or omitted by such indemnitees hereunder.
Appears in 8 contracts
Samples: Credit Agreement (Baltimore Gas & Electric Co), Credit Agreement (Baltimore Gas & Electric Co), Credit Agreement (Baltimore Gas & Electric Co)
Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Revolving Loan Pro Rata Share, indemnify the applicable each LC Issuer, its Affiliates affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the any Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such the applicable LC Issuer’s failure to pay under any Facility LC issued by such LC Issuer after the presentation to it of a request strictly complying with the terms and conditions of the such Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 2.24 or any action taken or omitted by such indemnitees hereunder.
Appears in 3 contracts
Samples: Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.)
Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Pro Rata ShareShare (determined at the time such indemnity is sought), indemnify the applicable LC Issuer, its Affiliates affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such the LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that any such indemnitees may suffer or incur in connection with this Section 2.16 2.20 or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Oge Energy Corp.), Credit Agreement (Oge Energy Corp)
Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Pro Rata ShareShare (determined as of the date the indemnity payment is sought), indemnify the applicable LC Issuer, its Affiliates affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such the LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 2.20 or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Chemed Corp), Credit Agreement (Chemed Corp)
Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Pro Rata Share, indemnify the applicable each LC Issuer, its Affiliates affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the BorrowerBorrower but without limiting any obligation of the Borrower to do so) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 2.19 or any action taken or omitted by such indemnitees hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Ryland Group Inc), Credit Agreement (Ryland Group Inc)
Lenders’ Indemnification. Each Lender shall, ratably in accordance with its Revolving Loan Pro Rata Share, indemnify the applicable each LC Issuer, its Affiliates affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the any Borrower) against any cost, expense (including reasonable counsel fees and disbursements), claim, demand, action, loss or liability (except such as result from such indemnitees’ ' gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such the applicable LC Issuer’s 's failure to pay under any Facility LC issued by such LC Issuer after the presentation to it of a request strictly complying with the terms and conditions of the such Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 2.24 or any action taken or omitted by such indemnitees hereunder.
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Lenders’ Indemnification. Each Subject to Section 2.19.9, each Lender shall, ratably in accordance with its Pro Rata Share, indemnify the applicable each LC Issuer, its Affiliates and their respective directors, officers, agents and employees (to the extent not reimbursed by the Borrower) against any cost, expense (including including, without limitation, reasonable counsel fees and disbursements), claim, demand, action, penalty, judgment, loss or liability (except such as result from such indemnitees’ gross negligence or willful misconduct (as finally determined by a court of competent jurisdiction) or such LC Issuer’s failure to pay under any Facility LC after the presentation to it of a request strictly complying with the terms and conditions of the such Facility LC) that such indemnitees may suffer or incur in connection with this Section 2.16 2.19 or any action taken or omitted by such indemnitees hereunder.
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