Common use of Indemnification and Survival Clause in Contracts

Indemnification and Survival. Without limitation on any other obligations of each Guarantor or remedies of the Administrative Agent under this Guaranty, each Guarantor shall, in accordance with Section 10.04 of the Credit Agreement (as if such Guarantor were the indemnifying party under the Credit Agreement) and to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent and the Lenders from and against, and shall pay on demand, any and all damages, losses, liabilities and expenses (including reasonable and documented out-of-pocket attorneys’ fees and expenses) that may be suffered or incurred by the Administrative Agent or any Lender in connection with or as a result of any failure of any Guaranteed Obligations to be the legal, valid and binding obligations of any Borrower enforceable against such Borrower in accordance with their terms. The obligations of each Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

Appears in 6 contracts

Samples: Pledge and Security Agreement (Host Hotels & Resorts L.P.), Assignment and Assumption (Host Hotels & Resorts L.P.), Assignment and Assumption (Host Hotels & Resorts, Inc.)

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Indemnification and Survival. Without limitation on any other obligations of each the Guarantor or remedies of the Administrative Agent Agent, Collateral Agent, Documentation Agent, or any Lender under this Guaranty, each Guarantor shall, in accordance with Section 10.04 of the Credit Agreement (as if such Guarantor were the indemnifying party under the Credit Agreement) and to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent Agent, Collateral Agent, Documentation Agent, and the Lenders each Lender from and against, and shall pay on demand, any and all damages, losses, liabilities and expenses (including reasonable and documented out-of-pocket attorneys’ fees and expensesexpenses and the allocated cost and disbursements of internal legal counsel) that may be suffered or incurred by the Administrative Agent Agent, Collateral Agent, Documentation Agent, or any Lender in connection with or as a result of any failure of any Guaranteed Obligations to be the legal, valid and binding obligations of any Borrower enforceable against such Borrower in accordance with their terms. The obligations of each Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

Appears in 2 contracts

Samples: Continuing Guaranty (Americas Carmart Inc), Continuing Guaranty (Americas Carmart Inc)

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Indemnification and Survival. Without limitation on any other obligations of each Guarantor the Guarantors or remedies of the Administrative Agent Agent, Collateral Agent, Documentation Agent, or any Lender under this Guaranty, each Guarantor shall, in accordance with Section 10.04 of the Credit Agreement (as if such Guarantor were the indemnifying party under the Credit Agreement) and to the fullest extent permitted by law, indemnify, defend and save and hold harmless the Administrative Agent Agent, Collateral Agent, Documentation Agent, and the Lenders each Lender from and against, and shall pay on demand, any and all damages, losses, liabilities and expenses (including reasonable and documented out-of-pocket attorneys’ fees and expensesexpenses and the allocated cost and disbursements of internal legal counsel) that may be suffered or incurred by the Administrative Agent Agent, Collateral Agent, Documentation Agent, or any Lender in connection with or as a result of any failure of any Guaranteed Obligations to be the legal, valid and binding obligations of any Borrower Borrowers enforceable against such Borrower Borrowers in accordance with their terms. The obligations of each Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

Appears in 1 contract

Samples: Continuing Guaranty (Americas Carmart Inc)

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