Common use of Indemnification; Exoneration Clause in Contracts

Indemnification; Exoneration. In addition to amounts payable as elsewhere provided in this Agreement, the Borrower agrees to protect, indemnify, pay and save harmless the Agent, the Issuing Lender and each Lender from and against any and all liabilities and costs which the Agent, the Issuing Lender or any Lender may incur or be subject to as a consequence, direct or indirect, of (i) the issuance of any Letter of Credit other than, in the case of the Issuing Lender, as a result of its gross negligence or willful misconduct, or (ii) the failure of the Issuing Lender of a Letter of Credit to honor a drawing under such Letter of Credit as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto Governmental Authority (all such acts or omissions herein called “Governmental Acts”).

Appears in 2 contracts

Sources: Credit Agreement (Bio Rad Laboratories Inc), Credit Agreement (Bio Rad Laboratories Inc)

Indemnification; Exoneration. In addition to amounts payable as elsewhere provided in this AgreementArticle III, the each Borrower hereby agrees to protect, indemnify, pay and save harmless the Administrative Agent, the Issuing Lender Bank and each Lender from and against any and all liabilities and costs which the Administrative Agent, the Issuing Lender Bank or any such Lender may incur or be subject to as a consequence, direct or indirect, of (i) the issuance of any Letter of Credit other than, in the case of the Issuing LenderBank, as a result of to the extent resulting from its gross negligence or willful misconduct, or (ii) the failure of the Issuing Lender of a Letter of Credit Bank to honor a drawing under such a Letter of Credit as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto Governmental Authority (all such acts or omissions herein called “Governmental Acts”).

Appears in 2 contracts

Sources: Amendment and Restatement Agreement (Meritor Inc), Credit Agreement (Meritor Inc)

Indemnification; Exoneration. In addition to amounts payable as elsewhere provided in this AgreementArticle III, the each Borrower hereby agrees to protect, indemnify, pay and save harmless the Administrative Agent, the each Issuing Lender Bank and each Lender from and against any and all liabilities and costs which the Administrative Agent, the any Issuing Lender Bank or any such Lender may incur or be subject to as a consequence, direct or indirect, of (i) the issuance of any Letter of Credit other than, in the case of an Issuing Bank, to the Issuing Lender, as a result of extent resulting from its gross negligence or willful misconduct, or (ii) the failure of the an Issuing Lender of a Letter of Credit Bank to honor a drawing under such a Letter of Credit as a result of any act or omission, whether rightful or wrongful, of any present or future de jure or de facto Governmental Authority (all such acts or omissions herein called “Governmental Acts”).

Appears in 1 contract

Sources: Amendment and Restatement Agreement (Meritor Inc)