Common use of Indemnification of Agent Clause in Contracts

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 14 contracts

Samples: Credit Agreement (Pacific Sunwear of California Inc), Credit Agreement (Zumiez Inc), Credit Agreement (KOHLS Corp)

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Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, to the extent that the Loan Parties for any reason fails to indefeasibly pay any amount required under Section 10.04 to be paid by them to the Agent (or any sub-agent thereof), the Lenders hereby agree to shall indemnify the Agent, any sub-agent thereof, the L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, any sub-agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 9 contracts

Samples: Credit Agreement (Lumber Liquidators Holdings, Inc.), Credit Agreement (Lumber Liquidators Holdings, Inc.), Abl Credit Agreement (Lands' End, Inc.)

Indemnification of Agent. Without limiting To the obligations of extent the Loan Parties hereunderAgent is not reimbursed and indemnified by the Credit Parties, the Lenders hereby agree to each Lender will reimburse and indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentagesthe respective amounts of the Loans outstanding under all Facilities (or if no amounts are outstanding, from ratably in accordance with the Total Commitments), in either case, for and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including counsel fees and disbursements) or disbursements of any kind or nature whatsoever that which may be imposed on, incurred by, by or asserted against the AgentAgent in performing its duties hereunder, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any the other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewithCredit Documents; provided, provided that no Lender shall be liable to the Agent for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ 's gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdictionmisconduct.

Appears in 5 contracts

Samples: Credit and Term Loan Agreement (Solar Mates Inc), Note Assignment Agreement (Fuqua Enterprises Inc), Credit Agreement (Hughes Supply Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 5 contracts

Samples: Credit Agreement (Rh), Credit Agreement (Restoration Hardware Holdings Inc), Credit Agreement (Rh)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the each L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the such L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the such L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the such L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 4 contracts

Samples: Credit Agreement (Kid Brands, Inc), Credit Agreement (Bluefly Inc), Credit Agreement (Cache Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that that, no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 3 contracts

Samples: Security Agreement (Foot Locker, Inc.), Credit Agreement (Foot Locker, Inc.), Credit Agreement (Lovesac Co)

Indemnification of Agent. Without limiting To the obligations of extent the Loan Parties hereunderAgent is not reimbursed and indemnified by the Credit Parties, the Lenders hereby agree to each Lender will reimburse and indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentagesthe respective amounts of the Loans outstanding under all Facilities (or if no amounts are outstanding, from ratably in accordance with the aggregate Commitments), in either case, for and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including counsel fees and disbursements) or disbursements of any kind or nature whatsoever that which may be imposed on, incurred by, by or asserted against the AgentAgent in performing its duties hereunder, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any the other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewithCredit Documents; provided, provided that no Lender shall be liable to the Agent for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ 's gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdictionmisconduct.

Appears in 3 contracts

Samples: Subsidiary Guaranty Agreement (Intermet Corp), Credit Agreement (Haverty Furniture Companies Inc), Credit Agreement (I M Acquisition Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall indemnify the Agent, the each L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the any L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the any L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the any L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 3 contracts

Samples: Credit Agreement (Kirkland's, Inc), Credit Agreement (Kirkland's, Inc), Credit Agreement (Kirkland's, Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer Agent and any Related Party, as the case may be, ratably according to their Applicable Percentageseach Lender’s portion of the Term Loan, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer Agent and their its Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer Agent and their its Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their its Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction. The Lenders are not partners or co-venturers, and no Lender shall be liable for the acts or omissions of, or (except as otherwise set forth herein in case of the Agent) authorized to act for, any other Lender.

Appears in 2 contracts

Samples: Credit and Security Agreement (Katy Industries Inc), Credit and Security Agreement (Katy Industries Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, provided that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 2 contracts

Samples: Credit Agreement (Trans World Entertainment Corp), Credit Agreement (Petsmart Inc)

Indemnification of Agent. Without limiting To the obligations of extent the Loan Parties hereunderAgent is not ------------------------ reimbursed and indemnified by the Credit Parties, the Lenders hereby agree to each Lender will reimburse and indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentagesthe respective amounts of the Loans outstanding under all Facilities (or if no amounts are outstanding, from ratably in accordance with the Total Commitments), in either case, for and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including counsel fees and disbursements) or disbursements of any kind or nature whatsoever that which may be imposed on, incurred by, by or asserted against the AgentAgent in performing its duties hereunder, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any the other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewithCredit Documents; provided, provided that no Lender shall be liable to the Agent for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ 's gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdictionmisconduct.

Appears in 2 contracts

Samples: Credit Agreement (Rotech Medical Corp), Contribution Agreement (Rotech Medical Corp)

Indemnification of Agent. Without Each Liquidity Bank agrees to indemnify the Agent and its officers, directors, employees, representatives and agents (to the extent not reimbursed by the Loan Parties and without limiting the obligations obligation of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may bedo so), ratably according to in accordance with their Applicable Percentagesrespective Ratable Shares, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (including, without limitation, the reasonable fees and disbursements of counsel for the Agent or such Person in connection with any investigative, administrative or judicial proceeding commenced or threatened, whether or not the Agent in its capacity as such or such Person shall be designated a party thereto) that may at any time be imposed on, incurred by, by or asserted against the AgentAgent or such Person as a result of, the L/C Issuer and their Related Parties or arising out of, or in any way relating related to or arising out by reason of, any of the transactions contemplated hereunder or the execution, delivery or performance of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties document furnished in connection therewith; provided, that no Lender shall be liable for herewith (but excluding any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting solely from the Agent’sbad faith, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct of the Agent or such Person as finally determined by a final and nonappealable judgment of a court of competent jurisdiction).

Appears in 2 contracts

Samples: Credit and Security Agreement (Precision Castparts Corp), Credit and Security Agreement (Precision Castparts Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the The Lenders hereby agree to indemnify the AgentAgent (to the extent not reimbursed by the Security Parties or any thereof), the L/C Issuer and any Related Party, as the case may be, ratably pro rata according to the respective amounts of their Applicable PercentagesCommitments, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that (including legal fees and expenses incurred in investigating claims and defending itself against such liabilities) which may be imposed on, incurred by, by or asserted against the Agentagainst, the L/C Issuer and their Related Parties Agent in any way relating to or arising out of this Agreement or any other Loan Document or Financing Document, any action taken or omitted to be taken by the AgentAgent thereunder or the preparation, the L/C Issuer and their Related Parties in connection therewith; providedadministration, amendment or enforcement of, or waiver of any provision of, any Financing Document, except that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ 's gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdictionmisconduct.

Appears in 2 contracts

Samples: Term Loan and Revolving Credit Facility Agreement (Marine Transport Corp), Term Loan and Revolving Credit Facility Agreement (Marine Transport Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall severally indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, to the extent not reimbursed by the Loan Parties, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 2 contracts

Samples: Credit Agreement (Dicks Sporting Goods Inc), Credit Agreement (Dicks Sporting Goods Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, 119 expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Cache Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, to the extent not reimbursed by the Loan Parties, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Cole Kenneth Productions Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall indemnify the Agent, the L/C Issuer any sub-agent thereof and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or -88- nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer any sub-agent thereof and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer any sub-agent thereof and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuerany sub-agent’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Body Central Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, to the extent not reimbursed by the Loan Parties, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Dicks Sporting Goods Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, to the extent that the Loan Parties for any reason fails to indefeasibly pay any amount required under Section 10.04 to be paid by them to the Agent (or any sub-agent thereof), the Lenders hereby agree to shall indemnify the Agent, any sub-agent thereof, the L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, any sub-agent thereof, the L/C Issuer and their 9656966v810314033v12 Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, any sub-agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Lands' End, Inc.)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, to the extent that the Loan Parties for any reason fails to indefeasibly pay any amount required under Section 10.04 to be paid by them to the Agent (or any sub-agent thereof), the Lenders hereby agree to shall indemnify the Agent, any sub-agent thereof, the L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in connection therewith; providedprovided that, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, any sub-agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: First Lien Credit Agreement (Sequential Brands Group, Inc.)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree The LC Bank and each Purchaser agrees to indemnify the AgentAgent and its officers, directors, employees, representatives and agents (to the L/C Issuer extent not reimbursed by the Seller Parties and any Related Party, as without limiting the case may beobligation of the Seller Parties to do so), ratably according to in accordance with their Applicable Percentagesrespective Percentages or Capital, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (including, without limitation, the reasonable fees and disbursements of counsel for the Agent or such Person in connection with any investigative, administrative or judicial proceeding commenced or threatened, whether or not the Agent in its capacity as Agent or such Person shall be designated a party thereto) that may at any time be imposed on, incurred by, by or asserted against the AgentAgent or such Person as a result of, the L/C Issuer and their Related Parties or arising out of, or in any way relating related to or arising out by reason of, any of the transactions contemplated hereunder or the execution, delivery or performance of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties document furnished in connection therewith; provided, that no Lender shall be liable for herewith (but excluding any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting solely from the Agent’sbad faith, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct of the Agent or such Person as finally determined by a final and nonappealable judgment of a court of competent jurisdiction).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Ferro Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby The Banks agree to indemnify Agent and Collateral Agent (to the Agentextent not reimbursed by Borrower) ratably, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable respective Commitment Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, by or asserted against the Agent, the L/C Issuer and their Related Parties in its capacity as agent, or Collateral Agent, in its capacity as collateral agent, in any way relating to or arising out of this Agreement, the Intercreditor Agreement or any other Loan Document or any action taken or omitted by Agent or Collateral Agent with respect to be taken by the Agentthis Agreement, the L/C Issuer and their Related Parties in connection therewith; providedIntercreditor Agreement or any Loan Document, provided that no Lender Bank shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including attorneys' fees) or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct of Agent or Collateral Agent or from any action taken or omitted by Agent or Collateral Agent in any capacity other than as determined by a final and nonappealable judgment of a court of competent jurisdictionagent or collateral agent, as the case may be, under this Agreement or the Intercreditor Agreement.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Oglebay Norton Co /New/)

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Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith, to the extent not reimbursed by the Loan Parties for any reason and without limiting the obligations of the Loan Parties to do so; provided, that that, no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Chicos Fas Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the Term Loan Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the Term Loan Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the Term Loan Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the Term Loan Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (FDO Holdings, Inc.)

Indemnification of Agent. Without limiting To the obligations of extent the Loan Parties hereunderAgent is not reimbursed and indemnified by DFC or DMC, the Lenders hereby agree to each Lender will reimburse and indemnify the Agent, in proportion to its respective Commitments (before giving effect to any termination of the L/C Issuer and any Related Party, as Commitments pursuant to the case may be, ratably according to their Applicable Percentages, terms of this Agreement) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including reasonable attorneys' fees and disbursements) or disbursements of any kind or nature whatsoever that which may be imposed on, incurred by, by or asserted against the AgentAgent in performing its duties hereunder and under the other Loan Documents, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any the other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewithDocuments; provided, provided that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ 's gross negligence or willful wilful misconduct as determined evidenced by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Doral Financial Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree (a) Each Purchaser agrees to indemnify the AgentAgent and its officers, directors, employees, representatives and agents (to the L/C Issuer extent not reimbursed by the Seller Parties and any Related Party, as without limiting the case may beobligation of the Seller Parties to do so), ratably according to in accordance with their Applicable Percentagesrespective Percentages or Capital, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (including, without limitation, the reasonable fees and disbursements of counsel for the Agent or such Person in connection with any investigative, administrative or judicial proceeding commenced or threatened, whether or not the Agent in its capacity as Agent or such Person shall be designated a party thereto) that may at any time be imposed on, incurred by, by or asserted against the AgentAgent or such Person as a result of, the L/C Issuer and their Related Parties or arising out of, or in any way relating related to or arising out by reason of, any of the transactions contemplated hereunder or the execution, delivery or performance of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties document furnished in connection therewith; provided, that no Lender shall be liable for herewith (but excluding any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting solely from the Agent’sbad faith, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct of the Agent or such Person as finally determined by a final and nonappealable judgment of a court of competent jurisdiction).

Appears in 1 contract

Samples: Assignment Agreement (Ferro Corp)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, to the extent that the Loan Parties for any reason fails to indefeasibly pay any amount required under Section 10.04 to be paid by them to the Agent (or any sub-agent thereof), the Lenders hereby agree to shall indemnify the Agent, any sub-agent thereof, the L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, any sub-agent thereof, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, any sub-agent’s, the L/C Issuer’s and their Related Parties’ gross negligence DB1/ 124773100.6 -138- or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Destination Xl Group, Inc.)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence negligence, bad faith or willful misconduct as determined by a final and nonappealable non-appealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Abercrombie & Fitch Co /De/)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.. 9.15

Appears in 1 contract

Samples: Credit Agreement (Casper Sleep Inc.)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the each L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the such L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the such L/C Issuer issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the such L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Credit Agreement (Hampshire Group LTD)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the The Lenders hereby agree to indemnify the Agent, Agent (to the L/C Issuer extent not reimbursed by the Borrowers and any Related Party, as without limiting the case may be, ratably according obligation of the Borrowers to their Applicable Percentagesdo so), from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that which may at any time be imposed on, incurred by, by or asserted against the Agent, the L/C Issuer and their Related Parties Agent in any way relating to or arising out of (a) this Financing Agreement or any other Loan Document ancillary document, or any documents contemplated by or referred to herein, (b) the transactions contemplated hereby or (c) any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties Agent under or in connection therewithwith any of the foregoing; provided, provided that no Lender shall be liable for the payment of any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting solely from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final misconduct. The agreements of the Lenders set forth in this paragraph shall survive the termination of this Financing Agreement and nonappealable judgment the repayment of a court of competent jurisdictionthe Obligations.

Appears in 1 contract

Samples: Financing Agreement (Sand Springs Railway CO)

Indemnification of Agent. Without The Lenders shall indemnify the Administrative Agent (to the extent not reimbursed by the Loan Parties and without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be), ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Administrative Agent, any sub-agent of the L/C Issuer foregoing and their respective Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the any Agent, any sub-agent of the L/C Issuer foregoing and their respective Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the any Agent’s, the L/C Issuer’s and such sub-agent’s, or their respective Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable non-appealable judgment of a court of competent jurisdiction.

Appears in 1 contract

Samples: Possession Credit Agreement (Quiksilver Inc)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby The Banks agree to indemnify Agent and Collateral Agent (to the Agentextent not reimbursed by Borrower) ratably, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable respective Term Loan Commitment Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, by or asserted against the Agent, the L/C Issuer and their Related Parties in its capacity as agent, or Collateral Agent, in its capacity as collateral agent, in any way relating to or arising out of this Agreement, the Intercreditor Agreement or any other Loan Document or any action taken or omitted by Agent or Collateral Agent with respect to be taken by the Agentthis Agreement, the L/C Issuer and their Related Parties in connection therewith; providedIntercreditor Agreement or any Loan Document, provided that no Lender Bank shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including attorneys' fees) or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct of Agent or Collateral Agent or from any action taken or omitted by Agent or Collateral Agent in any capacity other than as determined by a final and nonappealable judgment of a court of competent jurisdictionagent or collateral agent, as the case may be, under this Agreement or the Intercreditor Agreement.

Appears in 1 contract

Samples: Assignment Agreement (Oglebay Norton Co /New/)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to indemnify the Agent, the L/C Issuer and any Related Party, as the case may be, ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the L/C Issuer and their Related Parties in connection therewith; provided, that that, no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.. 9.15

Appears in 1 contract

Samples: Credit Agreement (Lovesac Co)

Indemnification of Agent. Without limiting the obligations of the Loan Parties hereunder, the Lenders hereby agree to shall indemnify the Agent, the each L/C Issuer and any Related Party, as the case may be, be ratably according to their Applicable Percentages, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against the Agent, the any L/C Issuer and their Related Parties in any way relating to or arising out of this Agreement or any other Loan Document or any action taken or omitted to be taken by the Agent, the any L/C Issuer and their Related Parties in connection therewith; provided, that no Lender shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Agent’s, the any L/C Issuer’s and their Related Parties’ gross negligence or willful misconduct as determined by a final and nonappealable judgment of a court of competent jurisdiction.. 112

Appears in 1 contract

Samples: Credit Agreement (Kirkland's, Inc)

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