Common use of Indemnities by the Collection Agent Clause in Contracts

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables or in respect of any Receivable or any Contract):

Appears in 2 contracts

Samples: Receivables Transfer Agreement (Ios Capital Inc), Receivables Transfer Agreement (Ikon Office Solutions Inc)

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Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, each Purchaser Agent, any Transferee Investor, any Bank or any of their respective Affiliates or agents (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, damages, costs, expenses, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such a Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 2 contracts

Samples: Receivables Purchase Agreement (United Rentals North America Inc), Receivables Purchase Agreement (United Rentals North America Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Purchaser, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 2 contracts

Samples: Receivables Purchase and Sale Agreement (Northeast Utilities System), Purchase and Sale Agreement (North Atlantic Energy Corp /Nh)

Indemnities by the Collection Agent. Without limiting any ----------------------------------- any other rights that the Administrative Agent, any Transferee or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under ------------------------- applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- ---------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables or in respect of any Receivable or any Contract):

Appears in 2 contracts

Samples: Receivables Transfer Agreement (Alco Standard Corp), Receivables Transfer Agreement (Ikon Office Solutions Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Program Agent, any Transferee Investor Agent, any Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting found by a court of competent jurisdiction to have resulted from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Lexmark International Inc /Ky/), Receivables Purchase Agreement (Lexmark International Inc /Ky/)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting found by a court of competent jurisdiction to have resulted from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Lexmark International Inc /Ky/)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates or agents (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, damages, costs, expenses, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (United Rentals North America Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Transfer Agreement (Ikon Office Solutions Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence negligence, bad faith or willful misconduct on the part of such Special Indemnified PartyParty or of any affiliated Special Indemnified Party acting in connection with the Transaction Documents, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Centex Construction Products Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Ck Witco Corp)

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Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor or any of their respective Affiliates (each, a "Special Indemnified PartySPECIAL INDEMNIFIED PARTY") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified AmountsSPECIAL INDEMNIFIED AMOUNTS") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Ferro Corp)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Program Agent, any Transferee Investor Agent, any Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting found by a court of competent jurisdiction to have resulted from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Lexmark International Inc /Ky/)

Indemnities by the Collection Agent. Without limiting any ----------------------------------- any other rights that the Administrative Agent, any Transferee or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Transfer Agreement (Ios Capital Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified Party") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified Amounts") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting found in a final non-appealable judgment of a court of competent jurisdiction to have resulted from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes (other than Taxes or any other tax or fee measured by income incurred Other Taxes)incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Dal Tile International Inc)

Indemnities by the Collection Agent. Without limiting ----------------------------------- any other rights that the Administrative Agent, any Transferee Investor, any Bank or any of their respective Affiliates (each, a "Special Indemnified PartySPECIAL INDEMNIFIED PARTY") may have hereunder ------------------------- or under applicable law, and in consideration of its appointment as Collection Agent, the Collection Agent hereby agrees to indemnify each Special Indemnified Party from and against any and all claims, losses and liabilities (including reasonable attorneys' fees) (all of the foregoing being collectively referred to as "Special Indemnified AmountsSPECIAL INDEMNIFIED AMOUNTS") arising out of or resulting from any of the --------------------------- following (excluding, however, (a) Special Indemnified Amounts to the extent resulting from gross negligence or willful misconduct on the part of such Special Indemnified Party, (b) recourse for uncollectible Receivables or (c) any income taxes or any other tax or fee measured by income incurred by such Special Indemnified Party arising out of or as a result of this Agreement or the ownership of interests in the Receivables Receivable Interests or in respect of any Receivable or any Contract):

Appears in 1 contract

Samples: Receivables Purchase Agreement (Personal Care Holdings Inc)

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