Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 1392 contracts
Samples: Warrant Agreement (Lilium N.V.), Form of Warrant Agreement (Lilium N.V.), Form of Warrant Agreement (Lilium N.V.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 1006 contracts
Samples: Warrant Agreement (GP-Act III Acquisition Corp.), Warrant Agreement (GP-Act III Acquisition Corp.), Warrant Agreement (Heramba Electric PLC)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.
Appears in 436 contracts
Samples: Warrant Agreement (Mission Space Acquisition Corp.), Warrant Agreement (Above Food Ingredients Inc.), Warrant Agreement (Mission Control Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 248 contracts
Samples: Warrant Agreement (Lm Funding America, Inc.), Warrant Agreement (Lm Funding America, Inc.), Warrant Agreement (Arcade China Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 165 contracts
Samples: Warrant Agreement (Sole Elite Group LTD), Form of Warrant Agreement (Bank Street Telecom Funding Corp.), Warrant Agreement (Cea Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 163 contracts
Samples: Warrant Agent Agreement (Zion Oil & Gas Inc), Warrant Agent Agreement (Zion Oil & Gas Inc), Warrant Agreement (4D Pharma PLC)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 149 contracts
Samples: Warrant Agreement (Ribbon Communications Inc.), Warrant Agreement (Ribbon Communications Inc.), Warrant Agreement (Bellevue Life Sciences Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own own, or its representatives’, gross negligence, willful misconduct misconduct, bad faith or bad faithmaterial breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s ’s, or its representatives’, gross negligence, willful misconduct misconduct, bad faith or bad faithmaterial breach of this Agreement.
Appears in 98 contracts
Samples: Warrant Agreement (SilverBox Corp III), Warrant Agreement (SilverBox Corp III), Public Warrant Agreement (SilverBox Corp III)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 67 contracts
Samples: Warrant Agreement (OpSec Holdings), Warrant Agreement (OpSec Holdings), Warrant Agreement (VinFast Auto Ltd.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 67 contracts
Samples: Warrant Agreement (MMEX Resources Corp), Warrant Agreement (MMEX Resources Corp), Warrant Agreement (Treasure & Shipwreck Recovery, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out of pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 61 contracts
Samples: Warrant Agreement (Lionheart Holdings), Form of Warrant Agreement (LeddarTech Holdings Inc.), Warrant Agreement (Inflection Point Acquisition Corp. II)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 55 contracts
Samples: Warrant Agency Agreement (Pulse Biosciences, Inc.), Warrant Agency Agreement (Bio Key International Inc), Warrant Agency Agreement (OptiNose, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 54 contracts
Samples: Warrant Agreement, Warrant Agreement (Spring Creek Acquisition Corp.), Warrant Agreement (Spring Creek Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 44 contracts
Samples: Warrant Agreement, Warrant Agreement (Goldman Sachs BDC, Inc.), Warrant Agreement (Alcentra Capital Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 40 contracts
Samples: Backstop Warrant Agreement (Tiga Acquisition Corp.), Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (Crescera Capital Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 23 contracts
Samples: Warrant Agreement (Alvarium Tiedemann Holdings, Inc.), Warrant Agreement (Cartesian Growth Corp II), Warrant Agreement (Cartesian Growth Corp II)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 23 contracts
Samples: Warrant Agreement (10X Capital Venture Acquisition Corp. II), Warrant Agreement (10X Capital Venture Acquisition Corp. III), Warrant Agreement (Battery Future Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 23 contracts
Samples: Warrant Agreement (Zion Oil & Gas Inc), Warrant Agreement (Zion Oil & Gas Inc), Warrant Agreement (Education Media, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement.
Appears in 20 contracts
Samples: Warrant Agreement (Satellogic Inc.), Warrant Agreement (Satellogic Inc.), Warrant Agreement (Satellogic Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct mis-conduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct miscon-duct, or bad faith.
Appears in 19 contracts
Samples: Warrant Agreement (Handheld Entertainment, Inc.), Warrant Agreement (China Fortune Acquisition Corp.), Warrant Agreement (China Fortune Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s 's gross negligence, willful misconduct or bad faith.
Appears in 19 contracts
Samples: Warrant Agreement (Switchback III Corp), Warrant Agreement (Switchback III Corp), Warrant Agreement (Spartan Acquisition Corp. IV)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or bad faithmisconduct. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 17 contracts
Samples: Warrant Agreement (Dental Medical Diagnostic Systems Inc), Warrant Agreement (Autoexotica International LTD), Warrant Agreement (Trident Rowan Group Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 16 contracts
Samples: Warrant Agreement (Hancock Jaffe Laboratories, Inc.), Warrant Agreement (Hancock Jaffe Laboratories, Inc.), Warrant Agreement (Hancock Jaffe Laboratories, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, reasonable out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 16 contracts
Samples: Warrant Agreement (Oaktree Acquisition Corp. III), Warrant Agreement (Oaktree Acquisition Corp. III), Warrant Agreement (Leo Holdings III Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 16 contracts
Samples: Warrant Agreement, Warrant Agreement (American Superconductor Corp /De/), Warrant Agreement (Silver Bull Resources, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 13 contracts
Samples: Class a Warrant Agreement (Middle Kingdom Alliance Corp.), Class a Warrant Agreement (Middle Kingdom Alliance Corp.), Class B Warrant Agreement (Middle Kingdom Alliance Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 13 contracts
Samples: Warrant Agreement (ENDRA Life Sciences Inc.), Warrant Agreement (ENDRA Life Sciences Inc.), Warrant Agreement (ENDRA Life Sciences Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to shall indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 12 contracts
Samples: Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable reasonable, documented counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 11 contracts
Samples: Warrant Agreement (Digital Media Solutions, Inc.), Warrant Agreement (Leo Holdings Corp.), Warrant Agreement (Health Sciences Acquisitions Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.
Appears in 10 contracts
Samples: Warrant Agent Agreement (Zion Oil & Gas Inc), Warrant Agreement (Eucrates Biomedical Acquisition Corp.), Warrant Agreement (Eucrates Biomedical Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 10 contracts
Samples: Warrant Agreement (Genasys Inc.), Warrant Agreement (Vertex Energy Inc.), Warrant Agreement (Chardan NexTech Acquisition 2 Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or any actions taken in bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 10 contracts
Samples: Warrant Agreement (Ivideonow Inc), Form of Warrant Agreement (Cellcom Tech Inc), Form of Warrant Agreement (Cellcom Tech Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 9 contracts
Samples: Warrant Agreement (Cloudastructure, Inc.), Warrant Agency Agreement (T Stamp Inc), Warrant Agreement
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.
Appears in 8 contracts
Samples: Warrant Agreement (Third Wave Acquisition CORP), Warrant Agreement (Restaurant Acquisition Partners, Inc.), Warrant Agreement (Restaurant Acquisition Partners, Inc.)
Indemnity. (i) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 8 contracts
Samples: Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.
Appears in 8 contracts
Samples: Warrant Agreement (Noble Education Acquisition Corp.), Warrant Agreement (Noble Education Acquisition Corp.), Warrant Agreement (Noble Education Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s gross negligence, willful misconduct or bad faithfaith or breach of this Agreement.
Appears in 8 contracts
Samples: Warrant Agreement (Chenghe Acquisition II Co.), Warrant Agreement (Blue Room Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp. Ii)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs judgments and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 8 contracts
Samples: Warrant Agreement (Generation Asia I Acquisition LTD), Warrant Agreement (Generation Asia I Acquisition LTD), Warrant Agreement (Keter1 Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 8 contracts
Samples: Warrant Agreement (Allegro Merger Corp.), Warrant Agreement (Allegro Merger Corp.), Warrant Agreement (Union Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, dishonesty, gross negligence, willful misconduct misconduct, or bad faith.
Appears in 7 contracts
Samples: Warrant Agreement (China VantagePoint Acquisition Co), Warrant Agreement (Lone Oak Acquisition Corp), Warrant Agreement (Lone Oak Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, reasonable and documented out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 7 contracts
Samples: Warrant Agreement (Cano Health, Inc.), Warrant Agreement (Airspan Networks Holdings Inc.), Warrant Agreement (New Beginnings Acquisition Corp. III)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company Corporation agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 7 contracts
Samples: Warrant Agreement, Warrant Agreement (Boxwood Merger Corp.), Warrant Agreement (Boxwood Merger Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or misconduct, bad faith, or breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s fraud, gross negligence, willful misconduct or misconduct, bad faith, or breach of this Agreement.
Appears in 6 contracts
Samples: Warrant Agreement (Four Leaf Acquisition Corp), Warrant Agreement (Four Leaf Acquisition Corp), Warrant Agreement (Monterey Capital Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.
Appears in 6 contracts
Samples: Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Advanced Merger Partners, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable reasonable, documented counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 5 contracts
Samples: Warrant Agreement (Modiv Acquisition Corp.), Warrant Agreement (Modiv Acquisition Corp.), Warrant Agreement (International Media Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 5 contracts
Samples: Warrant Agency Agreement (Clip Interactive, LLC), Warrant Agency Agreement (Clip Interactive, LLC), Warrant Agreement (OXBRIDGE RE HOLDINGS LTD)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 5 contracts
Samples: Warrant Agreement (Bayview Acquisition Corp), Warrant Agreement (Bayview Acquisition Corp), Warrant Agreement (Alphatime Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs claims, losses, damages, costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 5 contracts
Samples: Warrant Agreement (NXT-Id, Inc.), Warrant Agreement (NXT-Id, Inc.), Warrant Agency Agreement (Genspera Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 5 contracts
Samples: Warrant Agreement (Universal Business Payment Solutions Acquisition Corp), Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 5 contracts
Samples: Warrant Agreement (Hudson Executive Investment Corp. III), Warrant Agreement (Hudson Executive Investment Corp. III), Warrant Agreement (Hudson Executive Investment Corp. II)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Jet.AI Inc.), Warrant Agreement (Oxbridge Acquisition Corp.), Warrant Agreement (Oxbridge Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Keen Vision Acquisition Corp.), Warrant Agreement (Keen Vision Acquisition Corp.), Warrant Agreement (Keen Vision Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct negligence or bad faithintentional misconduct.
Appears in 4 contracts
Samples: Warrant Agreement (RF Acquisition Corp.), Warrant Agreement (RF Acquisition Corp.), Warrant Agreement (RF Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.
Appears in 4 contracts
Samples: Warrant Agent Agreement (Cytori Therapeutics, Inc.), Warrant Agent Agreement (Cytori Therapeutics, Inc.), Warrant Agent Agreement (Cytori Therapeutics, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Revel Entertainment Group, LLC), Warrant Agreement (Atlas Acquisition Holdings Corp.), Warrant Agreement (Atlas Acquisition Holdings Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct negligence or bad faithintentional misconduct.
Appears in 4 contracts
Samples: Warrant Agreement (Tio Tech A), Warrant Agreement (Rocket Internet Growth Opportunities Corp.), Warrant Agreement (Tio Tech A)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (LF Capital Acquisition Corp. II), Warrant Agreement (LF Capital Acquisition Corp. II), Warrant Agreement (LF Capital Acquisition Corp. II)
Indemnity. (i) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (RAI Acquisition Corp.), Warrant Agreement (iStar Acquisition Corp.), Warrant Agreement (Global Entertainment & Media Holdings Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Dov Pharmaceutical Inc), Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Vantage Energy Services, Inc.), Warrant Agreement (Vantage Energy Services, Inc.), Warrant Agreement (Vantage Drilling CO)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 4 contracts
Samples: Warrant Agreement (Thayer Ventures Acquisition Corp), Warrant Agreement (Thayer Ventures Acquisition Corp), Warrant Agreement (Thayer Ventures Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct wilful misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (SatixFy Communications Ltd.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of- pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Tailwind Two Acquisition Corp.), Warrant Agreement (Tailwind Two Acquisition Corp.), Warrant Agreement (Motive Capital Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable out-of-pocket counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Union Street Acquisition Corp.), Warrant Agreement (Union Street Acquisition Corp.), Warrant Agreement (Union Street Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or bad faithmisconduct. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (American Telecom Services Inc), Warrant Agreement (AeroGrow International, Inc.), Warrant Agreement (Gigabeam Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct miscon-duct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Fortissimo Acquisition Corp.), Warrant Agreement (China Ascendance Acquisition Corp.), Warrant Agreement (Fortissimo Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Onyx Acquisition Co. I), Warrant Agreement (Onyx Acquisition Co. I), Warrant Agreement (Onyx Acquisition Co. I)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agency Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agency Agreement (Accelerate Diagnostics, Inc), Warrant Agency Agreement (Accelerate Diagnostics, Inc), Form of Warrant Agency Agreement (Accelerate Diagnostics, Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except (i) as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith; and (ii) any Tax imposed on or calculated by reference to the net income, received or receivable, by the Warrant Agent.
Appears in 3 contracts
Samples: Warrant Agreement (European Sustainable Growth Acquisition Corp.), Warrant Agreement (Ads-Tec Energy Public LTD Co), Warrant Agreement (European Sustainable Growth Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own or its representatives’ gross negligence, willful misconduct misconduct, fraud, bad faith or bad faithmaterial breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Shelter Acquisition Corp I), Warrant Agreement (Shelter Acquisition Corp I), Warrant Agreement (Shelter Acquisition Corp I)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Form of Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Form of Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s, the Warrant Agent’s representative’s, employees’ or agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 3 contracts
Samples: Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faithfaith (as determined by a court of competent jurisdiction in a final and non-appealable decision).
Appears in 2 contracts
Samples: Warrant Agreement (Ace Global Business Acquisition II LTD), Warrant Agreement (Nova Vision Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Infinity I-China Acquisition CORP), Warrant Agreement (Indas Green Acquisition CORP)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out- of- pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Anthemis Digital Acquisitions I Corp), Warrant Agreement (Anthemis Digital Acquisitions I Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Warrant Agent Agreement (Zion Oil & Gas Inc), Warrant Agreement (Zion Oil & Gas Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's, the Warrant Agent's representative's, employees' or agent's gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify and hold the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done any actions or omitted omissions by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Coliseum Acquisition Corp.), Warrant Agreement (Coliseum Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (CEA Space Partners I Corp.), Warrant Agreement (CEA Space Partners I Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s 's fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement.
Appears in 2 contracts
Samples: Warrant Agreement (CF Acquisition Corp. V), Warrant Agreement (Cf Acquisition Corp. Iv)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all out-of-pocket liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Impac Mortgage Holdings Inc), Warrant Agreement (Impac Mortgage Holdings Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agent Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 2 contracts
Samples: Warrant Agent Agreement (Viveve Medical, Inc.), Warrant Agent Agreement (Ruthigen, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company Corporation agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Piksel, Inc.), Litigation Warrant Agreement (Piksel, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Amended and Restated Warrant Agreement (CNC Development Ltd.), Warrant Agreement (HD Partners Acquisition CORP)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of connection with this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Warrant Agent Agreement (Accuride Corp), Warrant Agent Agreement (Accuride Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless from and against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.
Appears in 2 contracts
Samples: Class B Warrant Agreement (DG Acquisition Corp.), Class a Warrant Agreement (DG Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agent Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 2 contracts
Samples: Warrant Agent Agreement (Quotient LTD), Warrant Agent Agreement (Quotient LTD)
Indemnity. The Warrant Agent shall be liable hereunder only for its own own, or its representatives’, gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s ’s, or its representatives’, gross negligence, willful misconduct misconduct, fraud or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Ares Acquisition Corp), Warrant Agreement (Ares Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.
Appears in 2 contracts
Samples: Warrant Agreement (Jeneration Acquisition Corp), Warrant Agreement (Jeneration Acquisition Corp)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligencenegligence or willful misconduct, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, negligence or willful misconduct or bad faithmisconduct.
Appears in 2 contracts
Samples: Form of Warrant Agreement (Navitas International CORP), Form of Warrant Agreement (Navitas International CORP)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.. 8.4.3
Appears in 1 contract
Samples: Warrant Agreement (Sports Entertainment Acquisition Corp.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 1 contract
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to shall indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant except as a result of the Warrant Agent’s, the Warrant Agent’s representative’s, employees’ or agent’s gross negligence, willful misconduct or bad faith.
Appears in 1 contract
Samples: Far East Energy Corp
Indemnity. (a) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgmentsjudgements, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution and administration of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.
Appears in 1 contract
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, or willful misconduct or bad faithmisconduct. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Samples: Warrant Agreement (Fotoball Usa Inc)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Samples: Warrant Agency Agreement (Provectus Biopharmaceuticals, Inc.)
Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent Agent, its officers, directors, employees, attorneys and agents and save it them harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything any action done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.
Appears in 1 contract
Samples: Warrant Agreement (Mount Rainier Acquisition Corp.)
