Common use of Reimbursement and Indemnification Clause in Contracts

Reimbursement and Indemnification. Each Lender agrees (i) to reimburse the Agent for such Lender’s Revolving Credit Commitment Percentage of any expenses and fees incurred by it under this Agreement and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of any of the Loan Documents or any action taken or omitted by it or any of them under any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender of the Lenders severally and not jointly agrees (i) to reimburse the Agent Administrative Agent, in the amount of its proportionate share, for such Lender’s Revolving Credit Commitment Percentage of any expenses and fees incurred by it under this Agreement and any for the benefit of the Loan Lenders under the Fundamental Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations administration or enforcement thereof, thereof not reimbursed by the Borrower or the Guarantors one of its Subsidiaries, and (ii) to indemnify and hold harmless the Administrative Agent and any of its directors, officers, employees, agents or Affiliatesagents, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of any of the Loan Fundamental Documents or any action taken or omitted by it or any of them under any of the Loan Fundamental Documents to the extent not reimbursed by the Borrower or the Guarantors one of its Subsidiaries (except such as shall result from their respective the gross negligence or willful misconductmisconduct of the Person seeking indemnification).

Reimbursement and Indemnification. Each Lender Bank agrees (i) to reimburse the Agent for such Lender’s Revolving Credit Bank's Commitment Percentage of any expenses and fees incurred by it for the benefit of the Banks under this Agreement Agreement, the Notes and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the LendersBanks, and any other expense incurred in connection with the operations or enforcement thereof, thereof not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliatesagents, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of this Agreement, the Notes or any of the Loan Documents or any action taken or omitted by it or any of them under this Agreement, the Notes or any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender Bank agrees (i) to reimburse and indemnify the Administrative Agent for such Lender’s Revolving Credit Commitment Percentage of any expenses and fees incurred by it under this Agreement its directors, officers, employees and any of agents (to the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, extent not promptly reimbursed by the Borrower or the Guarantors Parent), ratably in proportion to its outstanding Loans, after the occurrence and (ii) during the continuance or existence of an Event of Default or Potential Default, and otherwise ratably in proportion to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate shareCommitment, from and against any and all claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, expenses or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, by or asserted against it or any of them the Administrative Agent, in its capacity as such, in any way relating to or arising out of any of this Agreement, the Loan Revolving Credit Notes or the Related Documents or any action taken or omitted by it the Administrative Agent hereunder or thereunder, provided, that no Bank shall be -------- liable for any portion of such claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements to the extent that the same result from the Administrative Agent's or any of them under any of the Loan Documents to the extent not reimbursed by the Borrower its directors, officers, employees or the Guarantors (except such as shall result from their respective agents gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender Bank agrees (i) to reimburse the Agent for such Lender’s Revolving Credit Bank's Commitment Percentage of any expenses and fees incurred by it for the benefit of the Banks under this Agreement Agreement, the Notes and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the LendersBanks, and any other expense incurred in connection with the operations or enforcement thereof, thereof not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliatesagents, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of this Agreement, the Notes or any of the Loan Documents or any action taken or omitted emitted by it or any of them under this Agreement, the Notes or any of the Loan Documents to the extent not reimbursed reimburse by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender Bank agrees (i) to reimburse the Agent for such Lender’s Revolving Credit Bank's Commitment Percentage of any expenses and fees incurred by it for the benefit of the Banks under this Agreement and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the LendersBanks, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of this Agreement or any of the Loan Documents or any action taken or omitted by it or any of them under this Agreement or any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender agrees (i) to i)to reimburse the Agent for such Lender’s Revolving Credit Commitment Percentage of any expenses and fees incurred by it under this Agreement and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii) to ii)to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of any of the Loan Documents or any action taken or omitted by it or any of them under any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender agrees (i) to reimburse the Administrative Agent for such Lender’s Revolving Credit Commitment Applicable Percentage of any expenses and fees incurred by it under this Agreement and any of the Loan Credit Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii2) to indemnify and hold harmless the Administrative Agent and any of its directors, officers, employees, agents or AffiliatesRelated Parties, on demand, in the amount of its proportionate shareApplicable Percentage thereof, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of any of the Loan Credit Documents or any action taken or omitted by it or any of them under any of the Loan Credit Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender of the Lenders agrees (i) to reimburse the Agent in accordance with each Lender's Percentage, for such Lender’s Revolving Credit Commitment Percentage of any expenses and fees incurred by it under this Agreement and any for the benefit of the Loan Lenders under the Fundamental Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, thereof not reimbursed by the Borrower Parent or the Guarantors any other Debtor, and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliatesagents, on demand, in the amount of its proportionate shareaccordance with each Lender's Percentage, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of any of the Loan Fundamental Documents or any action taken or omitted by it or any of them under any of the Loan Fundamental Documents to the extent not reimbursed by the Borrower Parent or the Guarantors any other Debtor (except such as shall result from their respective gross negligence or willful misconduct).. Promptly upon receipt by the Agent from the Parent or any other Debtor of any amount described herein previously reimbursed to the

Reimbursement and Indemnification. Each Lender agrees (i) to reimburse the Agent for such Lender’s Revolving Credit 's Commitment Percentage of any expenses and fees incurred by it for the benefit of the Lenders under this Agreement and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the Lenders, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of this Agreement or any of the Loan Documents or any action taken or omitted by it or any of them under this Agreement or any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).

Reimbursement and Indemnification. Each Lender Bank agrees (i) to --------------------------------- reimburse the Agent for such Lender’s Revolving Credit Bank's Commitment Percentage of any expenses and fees incurred by it for the benefit of the Banks under this Agreement and any of the Loan Documents, including, without limitation, counsel fees and compensation of agents and employees paid for services rendered on behalf of the LendersBanks, and any other expense incurred in connection with the operations or enforcement thereof, not reimbursed by the Borrower or the Guarantors and (ii) to indemnify and hold harmless the Agent and any of its directors, officers, employees, agents or Affiliates, on demand, in the amount of its proportionate share, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against it or any of them in any way relating to or arising out of this Agreement or any of the Loan Documents or any action taken or omitted by it or any of them under this Agreement or any of the Loan Documents to the extent not reimbursed by the Borrower or the Guarantors (except such as shall result from their respective gross negligence or willful misconduct).