Obligation to Contribute. The Company agrees that it would not be just and equitable if contributions pursuant to clause 12.12 to clause 12.18 were determined by pro rata allocation (even if the Placing Banks were treated as one entity for such purpose) or by any other method of allocation which does not take account of the equitable considerations referred to above in clauses 12.12 to clause 12.18. The aggregate amount of any Claims or Losses incurred by an Indemnified Person shall be deemed to include any legal or other expenses reasonably incurred by such Indemnified Person in investigating, preparing for, defending, or providing evidence in connection with any litigation, or any investigation or proceeding by any Governmental Agency, commenced or threatened, or any Claim or Loss which arise, directly or indirectly, out of or are attributable to or connected with anything done or omitted to be done by any person (including by the relevant Indemnified Person) in connection with the Offer, Admission or the arrangements contemplated by the Offer Documents, or any of them (or any amendment or supplement to any of them), or this Agreement or any other agreement relating to the Offer (or any amendment or supplement to any of them), including but not limited to those based on any untrue statement or alleged untrue statement or omission or alleged omission.
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Samples: Acuren Corp, Agreement (APi Group Corp), Agreement (Platform Specialty Products Corp)
Obligation to Contribute. The Company BoI agrees that it would not be just and equitable if contributions pursuant to clause 12.12 clauses 13.13 to clause 12.18 13.19 were determined by pro rata allocation (even if the Placing Banks Managers were treated as one entity for such purpose) or by any other method of allocation which does not take account of the equitable considerations referred to above in clauses 12.12 to this clause 12.1813. The aggregate amount of any Claims or Losses incurred by an Indemnified Person shall be deemed to include any legal or other expenses reasonably incurred by such Indemnified Person in investigating, preparing for, defending, or defending or providing evidence in connection with any litigation, or any investigation or proceeding by any Governmental Agency, commenced or threatened, or any Claim or Loss which arise, directly or indirectly, out of or are attributable to or connected with anything done or omitted to be done by any person (including by the relevant Indemnified Person) in connection with the OfferRenominalisation, Admission the Placing, the Rights Issue, Placing Admission, Admission, the Debt for Equity Offers, the Government Transaction or the arrangements contemplated by the Offer Documents, or any of them (or any amendment or supplement to any of them), or this Agreement or any other agreement relating to the Offer Renominalisation, the Placing and/or the Rights Issue (or any amendment or supplement to any of them), including but not limited to those based on any untrue statement or alleged untrue statement or omission or alleged omission.
Appears in 1 contract
Samples: Governor & Co of the Bank of Ireland