Common use of Indemnification by Lone Pine Clause in Contracts

Indemnification by Lone Pine. Except as provided in this Article III, the Lone Pine Group shall indemnify, defend, and hold harmless Forest, each member of the Forest Group and their respective successors and assigns (collectively, the “Forest Indemnitees”), from and against any and all Losses of the Forest Indemnitees relating to, arising out of, or resulting from any of the following (without duplication): (a) the Lone Pine Liabilities, including the failure of Lone Pine or any other member of the Lone Pine Group or any other Person to pay, perform, or otherwise promptly discharge any Lone Pine Liabilities in accordance with their respective terms, whether prior to or after the Separation Date; (b) the Lone Pine Business; (c) any breach by Lone Pine or any member of the Lone Pine Group of this Agreement or any of the Separation Agreements; and (d) any untrue statement or alleged untrue statement of a material fact or omission or alleged omission to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, with respect to all information (i) contained in the IPO Registration Statement, any IPO Prospectus, or the Canadian Prospectus (other than the Forest Disclosure Portions), (ii) contained in any public filings made by Lone Pine with the Commission or the Canadian Authorities following the IPO Closing Date, and (iii) provided by Lone Pine to Forest specifically for inclusion in Forest’s annual or quarterly reports following the IPO Closing Date.

Indemnification by Lone Pine. Except as provided in this Article III, the Lone Pine Group shall indemnify, defend, and hold harmless Forest, each member of the Forest Group and Group, their respective successors and assigns assigns, and the affiliates, officers, directors, employees, and agents of Forest (collectively, the “Forest Indemnitees”), from and against any and all Losses of the Forest Indemnitees relating to, arising out of, or resulting from any of the following (without duplication): (a) the Lone Pine Liabilities, including the failure of Lone Pine or any other member of the Lone Pine Group or any other Person to pay, perform, or otherwise promptly discharge any Lone Pine Liabilities in accordance with their respective terms, whether prior to or after the Separation Date; (b) the Lone Pine Business; (c) any breach by Lone Pine or any member of the Lone Pine Group of this Agreement or any of the Separation Agreements; and (d) any untrue statement or alleged untrue statement of a material fact or omission or alleged omission to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, with respect to all information (i) contained in the IPO Registration Statement, any IPO Prospectus, or the Canadian Prospectus (other than the Forest Disclosure Portions), (ii) contained in any public filings made by Lone Pine with the Commission or the Canadian Authorities following the IPO Closing Date, and (iii) provided by Lone Pine to Forest specifically for inclusion in Forest’s annual or quarterly reports following the IPO Closing Date.