Common use of Requirements For Issuance of Letters of Credit Clause in Contracts

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and reasonable expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit Credit, or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit or except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, the Borrowers shall indemnify, save and hold the Agent, each Lender the Lenders and each the Issuer harmless from any loss, cost, expense or liability, including, without limitation, including payments made by the Agent, any Lender or any the Issuer and expenses and reasonable attorneys' ’ fees incurred by the Agent, any Lender the Lenders or any the Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. The Borrowers shall be bound by the Agent's ’s or the Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' to the Loan Account, although this interpretation may be different from its own; and, neither the Agent, nor any Lender, nor any the Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's unless on account of its own gross negligence or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the Letter Agreement and the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, the Letter Agreement or any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each the Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any the Issuer and expenses and and, subject to Section 15.5(c), reasonable attorneys' ’ fees incurred by Agent, any Lender or any the Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any the Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's’s, any Lender's’s, any the Issuer's ’s or such correspondents' ’ willful misconductmisconduct or gross negligence (as determined by a court of competent jurisdiction in a final and non-appealable judgment).

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, (subject to the limitations of the Cross-Guaranty set forth in Section 17.1 hereof) Borrowers shall indemnify, save and hold Agent, Agent and each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by AgentAgent and any Lender, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, Agent or any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any a Borrower. Borrowers shall be bound by Agent's or Issuerany issuing or accepting bank's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Accountits account, although this interpretation may be different from its own; , and, neither Agent, Agent nor any Lender, nor any Issuer the bank which opened the Letter of Credit, nor any of their its correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, 's or any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross (not mere) negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any BorrowerBorrower other than due to Agent's, Lender's or Issuer's gross negligence or willful misconduct. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or any of such correspondents' correspondent's gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' bad faith or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrowerthe Borrowers. Borrowers shall be bound by Agent's or Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's the Borrowers' instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's or any such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, including payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrowers, jointly and severally, shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, including payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following the Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) 2.12.1 In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's ’s or Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' ’ Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's ’s or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each the Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any the Issuer and expenses and and, subject to Section 15.5(c), reasonable attorneys' ’ fees incurred by Agent, any Lender or any the Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Xxxxxxxx’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any the Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's’s, any Lender'sXxxxxx’s, any the Issuer's ’s or such correspondents' ’ willful misconductmisconduct or gross negligence (as determined by a court of competent jurisdiction in a final and non-appealable judgment).

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross (not mere) negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued for Borrower, except to the extent due to Agent's, a Lenders or created for any Borroweran Issuer's gross (not mere) negligence or willful misconduct. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations policies and good faith interpretations of any Letter of Credit issued or created for Borrowers' AccountBorrower's account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' gross (not mere) negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer Issuer, and expenses and reasonable attorneys' fees incurred by Agent, Agent or any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its Borrower's own; and, neither Agent, nor any Lender, nor any Issuer Issuer, nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, Agent and each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by AgentAgent and any Lender, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, Agent or any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for Borrower other than for Agent's or any BorrowerLender's gross negligence or willful misconduct. Borrowers Borrower shall be bound by Agent's or Issuerany issuing or accepting bank's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' AccountBorrower's account, although this interpretation may be different from its Borrower's own; and, neither Agent, Agent nor any Lender, nor any Issuer the bank which opened the Letter of Credit, nor any of their its correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's written instructions or those contained in any Letter of Credit Credit, or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, 's or any Lender's, any Issuer's or such correspondents' issuing bank's willful misconductmisconduct or gross negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, Agent and each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by AgentAgent and any Lender, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, Agent or any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or Issuerany issuing or accepting bank's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, Agent nor any Lender, nor any Issuer the bank which opened the Letter of Credit, nor any of their its correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, 's or any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' gross (not mere) negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, Agent and each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by AgentAgent and any Lender, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, Agent or any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or Issuerany issuing or accepting bank's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, Agent nor any Lender, nor any Issuer the bank which opened the Letter of Credit, nor any of their its correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, 's or any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower’s Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Administrative Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Administrative Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Administrative Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Administrative Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Administrative Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Administrative Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, including payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' ’ Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's ’s or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's Borrowers' instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Agent's or Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakesmistake, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers and ATI shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any BorrowerBorrower or ATI. Borrowers and ATI shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's or ATI's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, the Borrowers shall indemnify, save and hold Agent, each the Lender and each the Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any the Lender or any the Issuer and expenses and reasonable attorneys' fees incurred by Agent, any the Lender or any the Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. The Borrowers shall be bound by Agentthe Lender's or the Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' the Loan Account, although this interpretation may be different from its own; and, neither Agent, nor any the Lender, nor any the Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following the Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Agent's, any the Lender's, any the Issuer's or such correspondents' gross negligence or willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Credit, Borrowers shall indemnify, save and hold Administrative Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Administrative Agent, any Lender or any Issuer and expenses and reasonable attorneys' ’ fees incurred by Administrative Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers shall be bound by Administrative Agent's ’s or any Issuer's ’s regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' ’ Account, although this interpretation may be different from its own; and, neither Administrative Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's ’s or any Borrower's ’s instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit Credit, except for Administrative Agent's’s, any Lender's’s, any Issuer's ’s or such correspondents' ’ willful misconduct.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit except for Agent's, any Lender's, any Issuer's or such correspondents' willful misconductmisconduct or gross negligence.

Requirements For Issuance of Letters of Credit. (a) In connection with the issuance of any Letter of Credit Borrowers Credit, Borrower shall indemnify, save and hold Agent, each Lender and each Issuer harmless from any loss, cost, expense or liability, including, without limitation, payments made by Agent, any Lender or any Issuer and reasonable expenses and reasonable attorneys' fees incurred by Agent, any Lender or any Issuer arising out of, or in connection with, any Letter of Credit to be issued or created for any Borrower. Borrowers Borrower shall be bound by Agent's or any Issuer's regulations and good faith interpretations of any Letter of Credit issued or created for Borrowers' Borrower's Account, although this interpretation may be different from its own; and, neither Agent, nor any Lender, nor any Issuer nor any of their correspondents shall be liable for any error, negligence, or mistakes, whether of omission or commission, in following Borrowing Agent's or any Borrower's instructions or those contained in any Letter of Credit Credit, or of any modifications, amendments or supplements thereto or in issuing or paying any Letter of Credit or except for Agent's, any Lender's, any Issuer's or such correspondents' gross negligence or willful misconduct.