Common use of Indemnity in favour of the Agents Clause in Contracts

Indemnity in favour of the Agents. The Issuer (failing whom, the Guarantor) shall indemnify each Agent (each an "indemnified party") against any claim, demand, action, liability, damages, cost, loss or expense (including, without limitation, legal fees and any applicable value added tax) which it may incur as a result or arising out of or in relation to any failure to pay or delay in paying any of the same except such as may result from such Agent's fraud, negligence or wilful misconduct or that of its officers, agents or employees. The foregoing indemnity shall extend also to the employees, officers, directors and agents of such indemnified party and to any person controlling any indemnified party (within the meaning of the Securities Act) (each a "Related Party"). However, no indemnified party shall have any duty or obligation, whether as fiduciary for any Related Party or otherwise to recover any payment or to account to any other person for any amounts paid to it under this Clause 11.4. This indemnity shall survive the termination or expiry of this Agreement and the resignation and removal of the Agents. Neither the Issuer nor the Guarantor shall be liable for consequential loss (being loss of business, goodwill, opportunity or profit) of any kind whatsoever even if advised of the possibility of such loss.

Indemnity in favour of the Agents. ‌ The Issuer (failing whom, the Guarantor) shall indemnify each Agent (each an "indemnified party") against any claim, demand, action, liability, damages, cost, loss or expense (including, without limitation, legal fees and any applicable value added tax) which it may incur as a result or arising out of or in relation to any failure to pay or delay in paying any of the same except such as may result from such Agent's fraud, negligence or wilful misconduct or that of its officers, agents or employees. The foregoing indemnity shall extend also to the employees, officers, directors and agents of such indemnified party and to any person controlling any indemnified party (within the meaning of the Securities Act) (each a "Related Party"). However, no indemnified party shall have any duty or obligation, whether as fiduciary for any Related Party or otherwise to recover any payment or to account to any other person for any amounts paid to it under this Clause 11.4. This indemnity shall survive the termination or expiry of this Agreement and the resignation and removal of the Agents. Neither the Issuer nor the Guarantor shall be liable for consequential loss (being loss of business, goodwill, opportunity or profit) of any kind whatsoever even if advised of the possibility of such loss.