Common use of THIRD-PARTY CLAIMS; INDEMNITY Clause in Contracts

THIRD-PARTY CLAIMS; INDEMNITY. The Borrower shall indemnify the Lender fully on its demand in respect of claims, demands, proceedings, liabilities, taxes, losses and expenses of every kind, including [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions. without limitation legal fees and expenses (“liability items”) which may be made or brought against, or incurred by, the Lender, in any country, in relation to: (i) any action lawfully taken, or omitted or neglected to be taken, under or in connection with this Loan Agreement or the Security Documents by the Lender or by any receiver appointed under the Security Documents after the occurrence of any Event of Default; and (ii) any breach or inaccuracy of any of the representations and/or warranties contained in Clause 7 hereof or in the Security Documents or any breach of any covenant, commitment or agreement by the Borrower contained in Clause 8 hereof or elsewhere in this Loan Agreement or in the Security Documents.

THIRD-PARTY CLAIMS; INDEMNITY. The Borrower shall indemnify the Lender fully on its demand in respect of claims, demands, proceedings, liabilities, taxes, losses and expenses of every kind, including [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions. without limitation legal attorney's fees and expenses (“"liability items”") which may be made or brought against, or incurred by, the Lender, in any country, other than as a result of the gross negligence or wilful misconduct of the Lender, in relation to: (i) 10.2.1 any action lawfully taken, or omitted or neglected to be taken, under or in connection with this Loan Agreement or the Security Documents by the Lender or by any receiver appointed under the Security Documents after the occurrence of any Event of Default; and (ii) 10.2.2 any breach or inaccuracy of any of the representations and/or warranties contained in Clause 7 6 hereof or in the Security Documents or any breach of any covenant, commitment or agreement by the Borrower contained in Clause 8 7 hereof or elsewhere in this Loan Agreement or in the Security Documents.

THIRD-PARTY CLAIMS; INDEMNITY. The Upon an agreement relating thereto or upon a final non appealable determination by a court of competent jurisdiction, the Borrower shall indemnify the Lender fully on its demand in respect of claims, demands, proceedings, liabilities, taxes, losses and expenses of every kind, kind including [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions. without limitation legal reasonable attorney’s fees and expenses (“liability items”) which may be made or brought against, or incurred by, the Lender, in any country, in relation to: (i) 11.2.1 any action lawfully and reasonably taken, or omitted or neglected to be taken, under or in connection with this Loan Agreement or the Security Documents by the Lender or by any receiver appointed under the Security Documents after the occurrence of any Event of Default; and (ii) 11.2.2 any material breach or inaccuracy of any of the representations and/or warranties contained in Clause 7 hereof or in the Security Documents or any material breach of any covenant, commitment or agreement by the Borrower contained in Clause 8 hereof or elsewhere in this Loan Agreement or in the Security Documents.

THIRD-PARTY CLAIMS; INDEMNITY. The Borrower shall indemnify the Lender fully on its demand in respect of claims, demands, proceedings, liabilities, taxes, losses and expenses of every kind, including [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions. without limitation legal fees and expenses (“liability items”) which may be made or were brought against, or incurred by, the Lender, in any countrycountry (exception in the case where incurred solely as the result of Lender’s gross negligence or willful misconduct), in relation to: (i) 11.2.1 any action lawfully taken, or omitted or neglected to be taken, under or in connection with this Loan Agreement or the Security Documents by the Lender or by any receiver appointed under the Security Documents after the occurrence of any Event of Default; and (ii) 11.2.2 any breach or inaccuracy of any of the representations and/or warranties contained in Clause 7 hereof or in the Security Documents or any breach of any covenant, commitment or agreement by the Borrower contained in Clause 8 hereof or elsewhere in this Loan Agreement or in the Security Documents.

THIRD-PARTY CLAIMS; INDEMNITY. The Borrower shall indemnify the Lender fully on its demand in respect of claims, demands, proceedings, liabilities, taxes, losses and expenses of every kind, including [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions. 39 without limitation legal fees and expenses (“liability items”) which may be made or brought against, or incurred by, the Lender, in any country, in relation to: (i) any action lawfully taken, or omitted or neglected to be taken, under or in connection with this Loan Agreement or the Security Documents by the Lender or by any receiver appointed under the Security Documents after the occurrence of any Event of Default; and (ii) any breach or inaccuracy of any of the representations and/or warranties contained in Clause 7 hereof or in the Security Documents or any breach of any covenant, commitment or agreement by the Borrower contained in Clause 8 hereof or elsewhere in this Loan Agreement or in the Security Documents.