General Indemnities Sample Clauses
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General Indemnities. 17.1 Currency In the event of any Finance Party receiving or recovering any amount payable under any of the Security Documents in a currency other than the Currency of Account, and if the amount received or recovered is insufficient when converted into the Currency of Account at the date of receipt to satisfy in full the amount due, the Borrower shall, on the Agent's written demand, pay to the Agent such further amount in the Currency of Account as is sufficient to satisfy in full the amount due and that further amount shall be due to the Agent on behalf of the Finance Parties as a separate debt under this Agreement.
General Indemnities. (a) Lessee hereby agrees at all times to indemnify, protect, defend and hold harmless each Indemnitee from and against all and any liabilities, losses, claims, proceedings, damages, penalties, fines, fees, costs and expenses whatsoever (any of the foregoing being referred to as a “Claim”) that any of them at any time suffers or incurs:
(i) arising directly or indirectly out of, or in any way connected with, the manufacture, ownership, possession, registration, performance, transportation, management, control, use or operation, design, condition, testing, delivery, leasing, maintenance, repair, service, modification, overhaul, replacement, removal or redelivery of the Aircraft (either in the air or on the ground) or any part of the Aircraft, whether or not such Claims may be attributable to any defect in the Aircraft or any part thereof or to the design, testing or use thereof or to any maintenance, service, repair, overhaul, or to any other reason whatsoever (whether similar to any of the foregoing or not), and regardless of when the same shall arise (whether during, or after termination of, the leasing of the Aircraft under this Agreement);
(ii) arising as a result of any design, article or material in the Aircraft or any part thereof or the operation or use thereof constituting or being alleged to constitute an infringement of any patent, copyright, design or other proprietary right; or
(iii) in relation to preventing or attempting to prevent the arrest, confiscation, seizure, taking in execution, impounding, forfeiture or detention of the Aircraft, or in securing the release of the Aircraft other than from any Lessor’s Lien.
(b) The following are excluded from Lessee’s agreement to indemnify any particular Indemnitee under Clause 18.1(a):
(i) any Claim judicially determined to be attributable to an act, matter, circumstance or thing done, arising or occurring after the date on which Lessee shall have redelivered the Aircraft and the Aircraft Documents to Lessor in accordance with this Agreement and shall have complied with all of its obligations under this Agreement and Lessee’s Documents (such date, the “Compliance Date”), but only to the extent not attributable or related, in whole or in part, to acts or omissions of Lessee or to circumstances, acts, omissions, incidents or events occurring on or before the Compliance Date;
(ii) any Claim judicially determined to have been caused by the willful misconduct, gross negligence or recklessness of such Inde...
General Indemnities. Flexera will defend and indemnify Customer and its employees, officers, board members, agents, representatives, and officials from and against any and all claims, demands, actions, losses, liabilities, injury, damages, which are brought by a third party and caused by, arise from or relate to (i) the willful or reckless acts or omissions of Flexera, its employees, agents, subcontractors or consultants; (ii) wrongful death, bodily injury, or damage to real and tangible property caused by Flexera; (iii) any material breach by Flexera of the confidentiality obligations set forth in the section of this Agreement titled “Confidential Information”; and (iv) any material breach by Flexera of the data privacy obligations set forth in the section of this Agreement titled “Data Privacy”.
General Indemnities. With effect from the Merger Closing Date, each of the Borrowers undertake, on a joint and several basis, to indemnify:
(a) each of the Finance Parties against any out-of-pocket cost, claim, loss, expense (including legal fees) or liability, which any of them may sustain or incur as a consequence of the occurrence of any Default; and
(b) each Lender against any out-of-pocket loss it may suffer or incur as a result of (i) its funding or making arrangements to fund its portion of an Advance or (ii) its issuing or making arrangements to issue a Documentary Credit or (iii) its funding or making arrangements to fund any Ancillary Facility made available by it, in each case requested by any Borrower under this Agreement but not made by reason of the operation of any one or more of the provisions of this Agreement (save as a result of such Lender’s own gross negligence or wilful default).
General Indemnities. 24.1 You will at all times indemnify the Purchasing Agency and its officers, employees and agents from and against any and all Losses awarded against, incurred or suffered by them, caused by any:
(a) unlawful or malicious act or omission by you or your Personnel; or
(b) personal injury, death, or loss of or damage to tangible property (which, to avoid doubt, excludes software), due to an act or omission of you or your Personnel.
General Indemnities. The company does not undertake that all the goods shall depart or arrive by any particular date.
General Indemnities. Revenera will defend and indemnify Customer and its employees, officers, board members, agents, representatives, and officials from and against any and all claims, demands, actions, losses, liabilities, injury, damages, which are brought by a third party and caused by, arise from or relate to (i) the willful or reckless acts or omissions of Revenera, its employees, agents, subcontractors or consultants; (ii) wrongful death, bodily injury, or damage to real and tangible property caused by Revenera; (iii) any material breach by Revenera of the confidentiality obligations set forth in the section of this Agreement titled “Confidential Information”; and (iv) any material breach by Revenera of the data privacy obligations set forth in the section of this Agreement titled “Data Privacy”.
General Indemnities. The Borrower undertakes to indemnify:
(a) each of the Finance Parties against any cost, claim, loss, expense (including legal fees) or liability, which any of them may sustain or incur as a consequence of the occurrence of any Default; and
(b) each Lender against any loss it may suffer or incur as a result of (i) its funding or making arrangements to fund its portion of an Advance or (ii) its issuing or making arrangements to issue a Documentary Credit, in each case requested by the Borrower under this Agreement but not made by reason of the operation of any one or more of the provisions of this Agreement (save as a result of its own gross negligence, breach of a Finance Document or wilful default).
General Indemnities. 74 20 Miscellaneous.............................................................76 21 Law and Jurisdiction......................................................80 SCHEDULE 1...................................................................82 The Banks, the Commitments and the Proportionate Shares..............82 SCHEDULE 2...................................................................83 The Shipowning Guarantors and the Vessels............................83 SCHEDULE 3...................................................................84
General Indemnities. (a) At any time after the first Completion Date, both the Sellers severally undertake to indemnify and keep the Purchaser, its Affiliates and their respective partners, shareholders, officers, directors, employees, representatives and agents (collectively, the “Purchaser Indemnified Persons”) indemnified against all Losses which they suffer or incur from any breach of, non- fulfilment of, or failure to perform, any of the covenants, statements, obligations, representations and warranties of such Seller under this Agreement.
(b) The rights and remedies of the Purchaser Indemnified Persons or the Sellers in respect of any breach of this Agreement, including, without limitation, a breach of either of the Seller’s Warranties, shall not be affected by any act or happening which otherwise might have affected such rights and remedies, except by a specific written waiver by such Purchaser Indemnified Persons or the Sellers (as the case may be).
(c) For the purpose of seeking indemnification under this Clause 6.1, a Purchaser Indemnified Person shall provide written intimation to the concerned Seller containing a summary of the matter giving rise to the claim as soon as may be reasonably possible. Any delay or failure of a Purchaser Indemnified Person to so notify the Seller shall not relieve the Seller of his indemnification obligations under this Agreement unless (and only to the extent that) the Seller’s ability to contest a Third Party claim is prejudiced by such delay or failure to notify. If the matter giving rise to the indemnity claim relates to a Third Party claim against a Purchaser Indemnified Person:
(i) the concerned Seller shall promptly, and in any event no later than 10 (ten) Business Days after receipt of the indemnity claim from the Purchaser Indemnified Person, inform the Purchaser, in writing, whether he will make payment of all amounts claimed by the Third Party or contest the Third Party claim;
(ii) if the concerned Seller elects to contest the Third Party claim, the process set out in Clause 6.2(a) shall apply to the Seller’s defense of the Third Party claim, whereupon the concerned Seller shall be obligated to pay all amounts payable to the Third Party as may be directed by the appropriate judicial body adjudicating such contestation;
(iii) if the concerned Seller elects not to contest the Third Party claim, or having elected to contest the Third Party claim, does not contest the Third Party claim:
(A) the concerned Seller shall (1) pay the ...
