Common use of Indemnities by the Originators Clause in Contracts

Indemnities by the Originators. Without limiting any other rights that the Buyer, the Administrative Agent, the Purchaser Parties, the Affected Persons and their respective assigns, officers, directors, agents and employees (each, a “Purchase and Sale Indemnified Party”) may have hereunder or under Applicable Law, each Originator (with respect to itself in its capacity as Originator) hereby agrees to indemnify each Purchase and Sale Indemnified Party from and against any and all claims, losses and liabilities (including reasonable Attorney Costs) (all of the foregoing being collectively referred to as “Purchase and Sale Indemnified Amounts”) arising out of or resulting from this Agreement or any other Transaction Document or the use of proceeds of the Investments or the security interest in respect of any Pool Receivable or any other Sold Assets or Seller Collateral; excluding, however, (a) Purchase and Sale Indemnified Amounts to the extent a court of competent jurisdiction holds that such Purchase and Sale Indemnified Amounts resulted from the bad faith, gross negligence or willful misconduct by the Purchase and Sale Indemnified Party seeking indemnification and (b)

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Warner Bros. Discovery, Inc.), Execution Copy 1008327189v2 Purchase and Sale Agreement (Warner Bros. Discovery, Inc.)

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Indemnities by the Originators. Without limiting any ------------------------------ other rights that which the Buyer, the Administrative Agent, the Purchaser Parties, the Affected Persons and their respective assigns, officers, directors, agents and employees (each, a “Purchase and Sale Indemnified Party”) Buyer may have hereunder or under Applicable Lawapplicable Governmental Rule, each Originator (with respect to itself in its capacity as Originator) hereby agrees to indemnify each Purchase the Buyer and Sale any permitted assigns and their respective officers, directors and employees (collectively, "Indemnified Party Parties") from and against any and all damages, losses, claims, losses ------------------- liabilities, costs and liabilities (expenses, including reasonable Attorney Costsattorneys' fees (which such attorneys may be employees of the Buyer) and disbursements (all of the foregoing being collectively referred to as “Purchase and Sale "Indemnified Amounts") awarded ------------------- against or incurred by any of them arising out of or resulting from as a result of this Agreement or any other Transaction Document the ownership, either directly or indirectly, by the use of proceeds Buyer of the Investments or the security interest in respect of any Pool Receivable or any other Sold Assets or Seller Collateral; Receivables related to such Originator, excluding, however, (ai) Purchase and Sale Indemnified Amounts to the extent a court of competent jurisdiction holds that such Purchase and Sale Indemnified Amounts resulted resulting from the bad faith, gross negligence or willful misconduct by on the Purchase and Sale part of an Indemnified Party seeking indemnification and or (b)ii) recourse (except as otherwise specifically provided in this Agreement) for uncollectible Receivables related to such Originator. Without limiting the generality of the foregoing, the applicable Originator shall indemnify each Indemnified Party for Indemnified Amounts relating to or resulting from:

Appears in 1 contract

Samples: Receivables Purchase Agreement (Mattel Inc /De/)

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Indemnities by the Originators. Without limiting any other rights that which the BuyerSPV Purchaser, the Administrative Agenteach of its permitted assigns, the Purchaser Parties, the Affected Persons and each of their respective assigns, officers, directors, employees and agents and employees (each, each of the foregoing Persons being individually called a “Purchase and "Sale Indemnified Party") may have hereunder or under Applicable Law, but subject to the provisions of Section 1.3, each Originator (with respect to itself in its capacity as Originator) hereby severally agrees to indemnify the SPV Purchaser and each Purchase and Sale Indemnified Party Party, within thirty (30) days after demand, from and against any and all damages, losses, claims, losses judgments, liabilities and liabilities (related costs and expenses, including reasonable Attorney Costs) attorneys' fees and disbursements (all of the foregoing collectively being collectively referred to as “Purchase and called "Sale Indemnified Amounts") awarded against or incurred by any of them arising out of or resulting from this Agreement (whether directly or any other Transaction Document indirectly) as it relates to such Originator or the use of proceeds of the Investments purchases or the security interest in respect ownership of any Pool Receivable or any other Sold Assets or Seller Collateral; Related Rights originated by such Originator, excluding, however, (a) Purchase and Sale Indemnified Amounts to the extent a court of competent jurisdiction holds that such Purchase and Sale Indemnified Amounts resulted resulting from the bad faith, gross negligence or willful misconduct by on the Purchase and part of the SPV Purchaser or such Sale Indemnified Party seeking indemnification and or (b)) Sale Indemnified Amounts which have the effect of recourse for non-payment of the Receivables due to credit problems of the Obligors. Without limiting the foregoing, each Originator shall indemnify the SPV Purchaser and each Sale Indemnified Party for Sale Indemnified Amounts related to such Originator and arising out of or relating to:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Land O Lakes Inc)

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