Indemnification of the Lender. The Borrower will not do or suffer to be done or omitted any act matter or thing in or on or respecting the Property or any part thereof which shall contravene the provisions of any Act, Ordinance, Order, Rule or Regulation now or hereafter affecting the same and the Borrower will at all times hereafter indemnify and keep indemnified the Lender in full against all actions, proceedings, costs, expenses, claims and demands in respect of any such act matter or thing done or omitted to be done in contravention of the said provisions;
Indemnification of the Lender. (a) To the fullest extent permitted by law, the Borrower agrees to indemnify, hold harmless and defend the Lender, and each of its officers, members, directors, officials, employees, attorneys and agents (collectively, the “Indemnified Parties”), against any and all losses, damages, claims, actions, liabilities, costs and expenses of any conceivable nature, kind or character (including, without limitation, reasonable attorneys’ fees, litigation and court costs, amounts paid in settlement and amounts paid to discharge judgments) to which the Indemnified Parties, or any of them, may become subject under or any statutory law (including federal or state securities laws) or at common law or otherwise, arising out of or based upon or in any way relating to:
Indemnification of the Lender. The Borrower shall indemnify and hold the Lender harmless from any and all claims asserted against the Lender by any person, entity or governmental authority arising out of or in connection with the sale or use of the Property. The Lender shall be entitled to appear in any action or proceeding to defend itself against such claims and all costs incurred by the Lender in connection therewith, including attorney’s fees, shall be reimbursed by the Borrower to the Lender within ten (10) days after presentment, as provided herein. Any failure to so reimburse the Lender within the specified time period shall constitute an Event of Default under this Agreement, and the unreimbursed amount shall thereupon be added to the Loan and shall bear interest at the rate then in effect thereunder until paid. The Lender shall, at its sole option, be entitled to settle or compromise any asserted claim against it, and such settlement shall be binding upon the Borrower for purposes of this indemnification. Payment thereof by the Lender or the payment by the Lender of any judgment or claim successfully perfected against the Lender shall constitute an additional principal advance under the Loan, shall bear interest at the Note rate and shall be payable upon demand of the Lender. The agreements contained in this section shall survive repayment of the Loan and shall survive the termination of any other portions of this Agreement.
Indemnification of the Lender. Subject to the conditions set forth below, in connection with any registration of securities pursuant to Sections 8.1 or 8.2 hereof, the Company agrees to indemnify and hold harmless the Lender as follows:
Indemnification of the Lender. The Borrower shall protect and indemnify the Lender from and against any and all demands, suits, losses, assessments, fines, claims, damages, penalties, causes of action, costs or other expenses (including, without limitation, attorneys' fees and disbursements), imposed upon or incurred by or asserted against the Lender or the directors, officers, agents or employees of the Lender by reason of and including but not limited to liability or damage resulting from: (10) any failure on the part of the Borrower to perform or comply with any of the terms of this Agreement; (11) any action brought against the Lender attacking the validity of this Agreement or any other Loan Document; and/or (12) actual or threatened damage to the environment, agency costs of investigation, personal injury or death, or property damage, due to a release or alleged release of Hazardous Materials, on or under the Property or arising from the Borrower's business operations or in the surface or ground water located on or under the Property arising from the Borrower's business operations, or gaseous emissions from the Property or arising from the Borrower's business operations resulting from the use or existence of Hazardous Materials, whether such claim proves to be true or false. The term "property damage" as used in this Section includes, but is not limited to, damage of any real or personal property of the Borrower, the Lender, and of any third parties. Any amounts payable to the Lender under this Section which are not paid within ten (10) days after written demand therefor by the Lender shall bear interest at the rate of interest in effect under this Agreement from the date of such demand. In the event any action, suit or proceeding is brought against the Lender or the directors, officers, agents or employees of the Lender by reason of any such occurrence, the Borrower, upon the request of the Lender and at the Borrower's expense, shall resist and defend such action, suit or proceeding or cause the same to be resisted and defended by counsel designated by the Borrower and approved by the Lender. Such obligations under this Section as shall have accrued at the time of any termination of this Agreement shall survive any such termination.
Indemnification of the Lender. The Mortgagor will not do or suffer to be done or omitted any act matter or thing in or on or respecting the Property or any part thereof which shall contravene the provisions of any Act, Ordinance, Order, Rule or Regulation now or hereafter affecting the same and the Mortgagor will at all times hereafter indemnify and keep indemnified the Lender in full against all actions, proceedings, costs, expenses, claims and demands in respect of any such act matter or thing done or omitted to be done in contravention of the said provisions;
Indemnification of the Lender. Xxxxxxxx agrees to defend and indemnify and hold harmless Lender from and against any and all damages, including, but not limited to, any past, present or future claims, actions, causes of action, suits, demands, liens, debts, judgments, losses, costs, liabilities and other expenses, including, but not limited to, reasonable attorneys’ fees, costs, disbursements, and other expenses, that Borrower may incur or suffer by reason of or in connection with the Property, except if arising solely due to Xxxxxx’s gross negligence, willful misconduct or after Xxxxxx takes possession of the Property. Xxxxxxxx further agrees that Xxxxxx, if it so chooses, shall have the right to select its own counsel with respect to any such claims.
Indemnification of the Lender. From and at all times after the date of this Agreement, and in addition to all of the Lender's other rights and remedies against the Borrower, the Borrower agrees to hold the Lender harmless from, and to indemnify the Lender against, all losses, damages, costs and expenses (including, but not limited to, reasonable attorneys' and paralegals' fees, costs and expenses) incurred or paid by the Lender, whether direct, indirect or consequential, as a result of or arising from or relating to any suit, action or proceeding by any Person, whether threatened or initiated, asserting a claim for any legal or equitable remedy against any Person under any statute or regulation, including, but not limited to, any federal or state securities or tax laws, or under any common law or equitable cause or otherwise, arising from or in connection with the negotiation, preparation, execution or performance of, or the financing transactions contemplated by, this Agreement and the other Loan Documents or the Lender's furnishing of funds to the Borrower pursuant to this Agreement; provided, however, that the foregoing indemnification shall not protect the Lender from loss, damage, cost or expense directly attributable to the Lender's willful misconduct or gross negligence. All of the foregoing losses, damages, costs and expenses of the Lender shall be payable by the Borrower upon demand by the Lender, as the case may be, and shall be additional Indebtedness hereunder secured by the Collateral.
Indemnification of the Lender. The Electronic Agent agrees to indemnify and hold the Lender and its designees harmless against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements, including reasonable attorneys’ fees, that the Lender may sustain arising out of any breach by the Electronic Agent of this Agreement, the Electronic Agent’s negligence, bad faith or willful misconduct, its failure to comply with the Lender’s instructions hereunder or to the extent caused by delays or failures arising out of the inability of the Lender or the Electronic Agent to access information on the MERS® System. The foregoing indemnification shall survive any termination or assignment of this Agreement.
Indemnification of the Lender. From and at all times after the date of this Agreement, and in addition to all of the Lender's other rights and remedies against the Borrowers or any Subsidiary, the Borrowers, jointly and severally, agree to indemnify and hold harmless the Lender and each director, officer, employee, agent and Affiliate of the Lender against any and all claims, losses, damages, liabilities, costs, and expenses of any kind or nature whatsoever (including without limitation attorneys' fees, costs and expenses) incurred by or asserted against the Lender or any such director, officer, employee, agent or Affiliate of the Lender, from and after the date hereof, as a result of or arising from or any way relating to (a) any breach or violation of this Agreement or any other Loan Document by any Borrower or Subsidiary; (b) any breach of any of the representations, warranties or covenants made in this Agreement or any other Loan Document by any Borrower; (c) any breach of any of the representations, warranties or covenants made in this Agreement or any other Loan Document by any Borrower in connection with the closing of any Conversion Loan or the making of any advance, other than any advances to be made at Closing under the Revolving Line of Credit, subject to the standards set forth in Sections 5.4(a) and 5.5(a); or (d) any inaccuracy or misrepresentation in any of the Schedules attached to this Agreement or in any other Loan Document delivered in connection with this Agreement (whether delivered at Closing or thereafter).
