By Agents. Each Agent shall indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 5 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s negligence, bad faith or wilful default or that of its officers, employees or agents. The indemnities set out above shall survive any termination of this Agreement.
Appears in 4 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
By Agents. Each Agent of the Agents shall severally indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable properly incurred costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that which the Issuer or the Guarantor may incur or that which may be made against it as a result of such that Agent’s negligenceown wilful default, gross negligence or bad faith or wilful default or that of its officers, employees officers or agentsemployees.
Appears in 4 contracts
Samples: Fiscal Agency Agreement, Fiscal Agency Agreement, Fiscal Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor Issuer, on an after tax basis, against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s gross negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 4 contracts
Samples: Agency Agreement, Agency Agreement, Fiscal Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such AgentAgent'sAgent’s negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 2 contracts
Samples: sitoaspi-cloudfront.autostrade.it, Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor Guarantor, on an after tax basis, against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable properly incurred costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that which the Issuer or the Guarantor may incur or that which may be made against it as a result of such Agent’s negligencewilful default, gross negligence or bad faith or wilful default or that of its officers, employees officers or agentsemployees.
Appears in 2 contracts
By Agents. Each Agent shall indemnify the relevant Issuer and the Guarantor relevant Guarantor(s) against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the relevant Issuer or the Guarantor relevant Guarantor(s) may incur or that may be made against it as a result of such Agent’s negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
By Agents. Each Agent shall severally indemnify each of the Issuer and the Guarantor Guarantors against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the and/or any Guarantor may incur or that may be made against it as a direct result of such Agent’s negligence, bad faith or wilful default or that of its officers, employees or agents. Each of the Issuer and/or the Guarantors shall promptly notify the Agents of any such claim, action or demand.
Appears in 2 contracts
Samples: cdn.urw.com, cdn.urw.com
By Agents. Each Agent shall severally indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that which the Issuer or the Guarantor may properly incur or that which may be made against it as a result of such Agent’s negligencea breach by that Agent of this Agreement or its fraud, wilful default or bad faith or wilful default or that of its officers, employees officers or agentsemployees.
Appears in 2 contracts
Samples: Agreement (Portugal Telecom SGPS Sa), Supplemental Agency Agreement (Portugal Telecom SGPS Sa)
By Agents. Each Agent (other than the Registrar) shall severally indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that which the Issuer or the Guarantor may incur or that which may be made against it as a direct result of such Agent’s wilful default, gross negligence, bad faith faith, fraud or wilful default misconduct or that of its directors, officers, employees or agentsemployees.
Appears in 1 contract
Samples: Conversion Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s 's negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 1 contract
Samples: Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor Guarantor, on an after tax basis, against any loss, liability, fee cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, fees, charges and expenses properly paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s negligence, bad faith or gross negligence wilful default or fraud or that of its officersdirectors, employees officers or agentsemployees.
Appears in 1 contract
Samples: Agency Agreement
By Agents. Each Agent shall indemnify the Issuer and the Guarantor Guarantor, on an after tax basis, against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, fees, charges and expenses properly paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a result of such Agent’s gross negligence, bad faith or wilful default or fraud or that of its officersdirectors, employees officers or agentsemployees.
Appears in 1 contract
Samples: Agency Agreement
By Agents. Each Agent shall on demand severally indemnify the each Issuer and and, where applicable, the Guarantor against any loss, liability, costcosts, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the relevant Issuer or or, as the case may be, the Issuers or, where applicable, the Guarantor may incur or that may be made against it as a result of such Agent’s negligence, bad faith or wilful default or that of its officers, employees or agents.
Appears in 1 contract
Samples: Agency Agreement (Australia & New Zealand Banking Group LTD)