Common use of Compensation, Indemnification and Expenses of Trustee Clause in Contracts

Compensation, Indemnification and Expenses of Trustee. The Company covenants and agrees to pay to the Trustee from time to time, and the Trustee shall be entitled to, reasonable compensation and, except as otherwise expressly provided, the Company will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Indenture (including the reasonable compensation, expenses and disbursements of its counsel and of all Persons not regularly in its employ) except any such expense, disbursement or advance as shall have been caused by its own negligence or willful misconduct. The Company and, with respect to any series of Securities to which the provisions of Article Fifteen shall apply, the Guarantor, jointly and severally also covenant to indemnify the Trustee for, and to hold it harmless against, any loss, claim, damage, liability or expense incurred without negligence or willful misconduct on the part of the Trustee, arising out of or in connection with the acceptance or administration of this trust, including the costs and expenses of defending itself against any claim of liability in the premises. The obligations of the Company under this Section to compensate the Trustee and to pay or reimburse the Trustee for reasonable expenses, disbursements and advances shall constitute additional indebtedness hereunder. Such additional indebtedness shall be secured by a lien prior to that of the Securities upon all property and funds held or collected by the Trustee as such, except funds held in trust for the benefit of the Holders of particular Securities. When the Trustee incurs expenses or renders services in connection with an Event of Default, the expenses (including the reasonable charges and expenses of its counsel) and the compensation for the services are intended to constitute expenses of administration under any applicable Federal or state bankruptcy, insolvency or other similar law. The provisions of this Section shall survive the termination of this Indenture, the resignation or removal of the Trustee and the payment of the Securities.

Appears in 14 contracts

Samples: Indenture (Aon PLC), Indenture (Aon PLC), Indenture (Aon Corp)

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Compensation, Indemnification and Expenses of Trustee. The Company covenants Issuer and agrees the Guarantor, jointly and severally, covenant and agree to pay to the Trustee from time to time, and the Trustee shall be entitled to, reasonable such compensation as shall be agreed to from time to time in writing by the Issuer and the Trustee (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) and, except as otherwise expressly provided, the Company Issuer will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee or on behalf of it in accordance with any of the provisions of this Indenture (including the reasonable compensation, compensation and the expenses and disbursements of its counsel and of all Persons persons not regularly in its employ) except any such expense, disbursement or advance as shall have been may be caused by its own negligence or willful misconductbad faith. The Company and, with respect to any series of Securities to which the provisions of Article Fifteen shall apply, Issuer and the Guarantor, jointly and severally severally, also covenant to fully indemnify the Trustee for, and to hold it harmless against, any and all loss, claimliability, damage, liability claim or expense expense, including reasonable legal fees and expenses and taxes (other than taxes based on the income of the Trustee) incurred without negligence or willful misconduct bad faith on the part of the Trusteeits part, arising out of or in connection with the acceptance or administration of this trustIndenture or the trusts hereunder and its duties hereunder, including the costs and expenses of defending itself against any claim of (whether asserted by the Issuer, the Guarantor, a Holder or any other Person) or liability in the premises. The obligations of the Company Issuer and the Guarantor under this Section to compensate and indemnify the Trustee and to pay or reimburse the Trustee for reasonable expenses, disbursements and advances shall constitute additional indebtedness hereunderhereunder and shall survive the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee. Such additional indebtedness shall be secured by a lien prior to that of the Securities upon all property and funds held or collected by the Trustee as such, except funds held in trust for the benefit of the Holders of particular Securities. When the Trustee incurs expenses or renders services in connection with an Event of DefaultDefault specified in Section 4.1(e) or Section 4.1(f), the expenses (including the reasonable charges fees and expenses of its counsel) and the compensation for the services are intended to constitute expenses of administration under any applicable Federal or state bankruptcy, insolvency or other similar law. The provisions of this Section shall survive the termination of this Indenture, the resignation or removal of the Trustee and the payment of the Securities.

Appears in 4 contracts

Samples: Newmont (Newmont Mining Corp /De/), Newmont (Newmont Mining Corp /De/), Article Nine Satisfaction And (Newmont Mining Corp /De/)

Compensation, Indemnification and Expenses of Trustee. The Company Issuer and the Guarantor, jointly and severally covenants and agrees to pay to the Trustee from time to time, and the Trustee shall be entitled to, reasonable such compensation as shall be agreed to from time to time in writing by the Issuer and the Trustee (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) and, except as otherwise expressly provided, the Company Issuer will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee or on behalf of it in accordance with any of the provisions of this Indenture (including the reasonable compensation, compensation and the expenses and disbursements of its counsel and of all Persons persons not regularly in its employ) except any such expense, disbursement or advance as shall have been caused by may arise from its own negligence or willful misconductbad faith. The Company and, with respect to any series of Securities to which the provisions of Article Fifteen shall apply, Issuer and the Guarantor, jointly and severally also covenant covenants to fully indemnify the Trustee for, and to hold it harmless against, any and all loss, claimliability, damage, liability claim or expense expense, including reasonable legal fees and expenses and taxes (other than taxes based on the income of the Trustee) incurred without negligence or willful misconduct bad faith on the part of the Trusteeits part, arising out of or in connection with the acceptance or administration of this trustIndenture or the trusts hereunder and its duties hereunder, including the costs and expenses of defending itself against any claim of (whether asserted by the Issuer, the Guarantor, a Holder or any other Person) or liability in the premises. The obligations of the Company Issuer and the Guarantor, jointly and severally, under this Section to compensate and indemnify the Trustee and to pay or reimburse the Trustee for reasonable expenses, disbursements and advances shall constitute additional indebtedness hereunderhereunder and shall survive the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee. Such additional indebtedness shall be secured by a lien prior to that of the Securities upon all property and funds held or collected by the Trustee as such, except funds held in trust for the benefit of the Holders of particular Securities. When the Trustee incurs expenses or renders services in connection with an Event of DefaultDefault specified in Section 4.1(e) or Section 4.1(f), the expenses (including the reasonable charges fees and expenses of its counsel) and the compensation for the services are intended to constitute expenses of administration under any applicable Federal or state bankruptcy, insolvency or other similar law. The provisions of this Section shall survive the termination of this Indenture, the resignation or removal of the Trustee and the payment of the Securities.

Appears in 1 contract

Samples: Newmont (Newmont Usa LTD)

Compensation, Indemnification and Expenses of Trustee. The Company covenants Issuer and agrees the Guarantor, jointly and severally, covenant and agree to pay to the Trustee from time to time, and the Trustee shall be entitled to, reasonable such compensation as shall be agreed to from time to time in writing by the Issuer and the Trustee (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) and, except as otherwise expressly provided, the Company Issuer will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee or on behalf of it in accordance with any of the provisions of this Indenture (including the reasonable compensation, compensation and the expenses and disbursements of its counsel and of all Persons persons not regularly in its employ) except any such expense, disbursement or advance as shall have been caused by may arise from its own negligence or willful misconductbad faith. The Company and, with respect to any series of Securities to which the provisions of Article Fifteen shall apply, Issuer and the Guarantor, jointly and severally severally, also covenant to fully indemnify the Trustee for, and to hold it harmless against, any and all loss, claimliability, damage, liability claim or expense expense, including reasonable legal fees and expenses and taxes (other than taxes based on the income of the Trustee) incurred without negligence or willful misconduct bad faith on the part of the Trusteeits part, arising out of or in connection with the acceptance or administration of this trustIndenture or the trusts hereunder and its duties hereunder, including the costs and expenses of defending itself against any claim of (whether asserted by the Issuer, the Guarantor, a Holder or any other Person) or liability in the premises. The obligations of the Company Issuer and the Guarantor under this Section to compensate and indemnify the Trustee and to pay or reimburse the Trustee for reasonable expenses, disbursements and advances shall constitute additional indebtedness hereunderhereunder and shall survive the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee. Such additional indebtedness shall be secured by a lien prior to that of the Securities upon all property and funds held or collected by the Trustee as such, except funds held in trust for the benefit of the Holders of particular Securities. When the Trustee incurs expenses or renders services in connection with an Event of DefaultDefault specified in Section 4.1(e) or Section 4.1(f), the expenses (including the reasonable charges fees and expenses of its counsel) and the compensation for the services are intended to constitute expenses of administration under any applicable Federal or state bankruptcy, insolvency or other similar law. The provisions of this Section shall survive the termination of this Indenture, the resignation or removal of the Trustee and the payment of the Securities.

Appears in 1 contract

Samples: Newmont Usa LTD

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Compensation, Indemnification and Expenses of Trustee. The Company and, with respect to any series of Securities for which there is one or more co-issuers, each Issuer covenants and agrees to pay to the Trustee from time to time, and the Trustee shall be entitled to, reasonable compensation and, except as otherwise expressly provided, the Company and, with respect to any series of Securities for which there is one or more co-issuers, the Issuers will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Indenture (including the reasonable compensation, expenses and disbursements of its counsel and of all Persons not regularly in its employ) except any such expense, disbursement or advance as shall have been caused by its own negligence or willful misconduct. The Company and, with respect to any series of Securities for which there is one or more co-issuers, each Issuer and, with respect to any series of Securities to which the provisions of Article Fifteen shall apply, the each Guarantor, jointly and severally also covenant to indemnify the Trustee and its directors, officers, employees, and agents for, and to hold it harmless against, any loss, claim, damage, liability or expense incurred without negligence or willful misconduct on the part of the Trustee, arising out of or in connection with the acceptance or administration of this trust, including the costs and expenses of defending itself against any claim of liability in the premises. The obligations of the Company and, with respect to any series of Securities for which there is one or more co-issuers, the obligations of each of the Issuers under this Section to compensate the Trustee and to pay or reimburse the Trustee for reasonable expenses, disbursements and advances shall constitute additional indebtedness hereunder. Such additional indebtedness shall be secured by a lien prior to that of the Securities upon all property and funds held or collected by the Trustee as such, except funds held in trust for the benefit of the Holders of particular Securities. When the Trustee incurs expenses or renders services in connection with an Event of Default, the expenses (including the reasonable charges and expenses of its counsel) and the compensation for the services are intended to constitute expenses of administration under any applicable Federal or state bankruptcy, insolvency or other similar law. The provisions of this Section shall survive the termination of this Indenture, the resignation or removal of the Trustee and the payment of the Securities.

Appears in 1 contract

Samples: Indenture (Aon Global Holdings PLC)

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