Common use of USAA Life Clause in Contracts

USAA Life. USAA Life shall exercise reasonable care in performing its services under this Agreement. USAA Life shall indemnify and hold the Trust, and its trustees, officers, and employees harmless from and against any and all loss, cost, damage and expense (a "Loss"), including reasonable expenses for counsel, incurred by it resulting from any claim, demand, action or suit relating to the performance of its duties under this Agreement, or any action or omission by it in the performance of its duties hereunder; PROVIDED, HOWEVER, that this indemnification shall not apply to any Loss resulting from any action or inaction of the Trust constituting willful misconduct, bad faith or negligence in the performance of its duties or the reckless disregard of its duties under this Agreement.. Prior to confessing any claim against it, which may be the subject of this indemnification, the Trust shall give USAA Life reasonable opportunity to defend against such claim in its own name or in the name of the Trust.

USAA Life. USAA Life shall exercise reasonable care in performing its services under this Agreement. USAA Life shall indemnify and hold the Trust, and its trustees, officers, and employees harmless from and against any and all loss, cost, damage and expense (a "Loss"), including reasonable expenses for counsel, incurred by it resulting from any claim, demand, action or suit relating to the performance of its duties under this Agreement, or any action or omission by it in the performance of its duties hereunder; PROVIDEDprovided, HOWEVERhowever, that this indemnification shall not apply to any Loss resulting from any action or inaction of the Trust constituting willful misconduct, bad faith or negligence in the performance of its duties or the reckless disregard of its duties under this Agreement.. . Prior to confessing any claim against it, which may be the subject of this indemnification, the Trust shall give USAA Life reasonable opportunity to defend against such claim in its own name or in the name of the Trust.