Common use of Compensation and Indemnification Clause in Contracts

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liability.

Appears in 27 contracts

Samples: Fiscal Agency Agreement (Japan Bank for International Cooperation), Fiscal Agency Agreement (Japan Bank for International Cooperation), Fiscal Agency Agreement (Japan Bank for International Cooperation)

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Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liability.

Appears in 19 contracts

Samples: Fiscal Agency Agreement (Development Bank of Japan), Fiscal Agency Agreement (Development Bank of Japan), Fiscal Agency Agreement (Development Bank of Japan)

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) ), the Registrar and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent Agent, Registrar or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liability.

Appears in 17 contracts

Samples: Fiscal Agency Agreement (Japan Bank for International Cooperation), Fiscal Agency Agreement (Japan Bank for International Cooperation), Fiscal Agency Agreement (Japan Bank for International Cooperation)

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liability.

Appears in 3 contracts

Samples: Fiscal Agency Agreement (Development Bank of Japan), Fiscal Agency Agreement (Japan Finance Corp for Municipal Enterprises), Fiscal Agency Agreement (Japan Bank for International Cooperation)

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liabilityliability in the premises.

Appears in 2 contracts

Samples: Fiscal Agency Agreement (Development Bank of Japan), Fiscal Agency Agreement (Japan Finance Corp for Municipal Enterprises)

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Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any each other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct negligence or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liabilityliability in the premises.

Appears in 2 contracts

Samples: Fiscal Agency Agreement (Development Bank of Japan), Fiscal Agency Agreement (Development Bank of Japan)

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any each other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liabilityliability in the premises.

Appears in 2 contracts

Samples: Fiscal Agency Agreement (Japan Finance Corp for Municipal Enterprises), Fiscal Agency Agreement (Japan Finance Corp for Municipal Enterprises)

Compensation and Indemnification. The Issuer agrees promptly to pay the Fiscal Agent the compensation agreed upon with the Issuer for all services rendered by the Fiscal Agent hereunder and to reimburse the Fiscal Agent for its reasonable out-of-pocket expenses (including reasonable counsel fees) incurred, after prior general consultation with the Issuer, in connection with the services rendered hereunder. The Issuer also agrees to indemnify each of the Fiscal Agent (which term, for the avoidance of doubt, includes the U.S. Representative) and any other Agent appointed under Section 2 hereof for, and to hold each of them harmless against, any loss, claim, liability or expense incurred without negligence, willful misconduct or bad faith, arising out of or in connection with its acting as such Fiscal Agent or such other Agent hereunder, as well as the reasonable costs and expenses of defending against any such claim or liability.

Appears in 1 contract

Samples: Fiscal Agency Agreement (Japan Finance Corp)

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