Common use of Indemnity Clause in Contracts

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 1382 contracts

Samples: Warrant Agreement (Nuvation Bio Inc.), Warrant Agreement (Stellar Acquisition III Inc.), Warrant Agreement (GRASSMERE ACQUISITION Corp)

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Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 1004 contracts

Samples: Warrant Agreement (Bleuacacia LTD), Warrant Agreement (Advancit Acquisition Corp. I), Warrant Agreement (Spring Valley Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.

Appears in 436 contracts

Samples: Warrant Agreement (Mission Space Acquisition Corp.), Warrant Agreement (Northern Star Acquisition Corp.), Warrant Agreement (Northern Genesis Acquisition Corp. II)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 248 contracts

Samples: Warrant Agreement (Triplecrown Acquisition Corp.), Warrant Agreement (China Resources Development Inc.), Warrant Agreement (Arcade China Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.

Appears in 165 contracts

Samples: Warrant Agreement (Sole Elite Group LTD), Warrant Agreement (MDC Acquisition Partners, Inc.), Warrant Agreement (Crossfire Capital Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 160 contracts

Samples: Warrant Agreement (HL Acquisitions Corp.), Warrant Agreement (Edoc Acquisition Corp.), Warrant Agreement (FlatWorld Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 149 contracts

Samples: Warrant Agreement (Insurance Income Strategies Ltd.), Warrant Agreement (Ventoux CCM Acquisition Corp.), Warrant Agreement (Abri SPAC I, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own own, or its representatives’, gross negligence, willful misconduct misconduct, bad faith or bad faithmaterial breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s ’s, or its representatives’, gross negligence, willful misconduct misconduct, bad faith or bad faithmaterial breach of this Agreement.

Appears in 98 contracts

Samples: Warrant Agreement (AltC Acquisition Corp.), Warrant Agreement (Far Point Acquisition Corp), Warrant Agreement (Monument Circle Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 67 contracts

Samples: Warrant Agreement (Medgenics, Inc.), Warrant Agreement (1847 Holdings LLC), Form of Warrant Agreement (National Security Solutions Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 67 contracts

Samples: Warrant Agreement (LIV Capital Acquisition Corp. II), Warrant Agreement (Moringa Acquisition Corp), Assumption, Amendment and Restatement Agreement (MariaDB PLC)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out of pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 60 contracts

Samples: Warrant Agreement (Spinning Eagle Acquisition Corp.), Warrant Agreement (ION Acquisition Corp 2 Ltd.), Warrant Agreement (ScION Tech Growth I)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 55 contracts

Samples: Warrant Agency Agreement (Skyline Medical Inc.), Warrant Agency Agreement (Enerpulse Technologies, Inc.), Warrant Agency Agreement (Medovex Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 53 contracts

Samples: Warrant Agreement (Spring Creek Acquisition Corp.), Warrant Agreement (Spring Creek Acquisition Corp.), Warrant Agreement (Spring Creek Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 43 contracts

Samples: Founder Warrant Agreement (Shermen WSC Acquisition Corp), Founder Warrant Agreement (Shermen WSC Acquisition Corp), Founder Warrant Agreement (Westway Group, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 40 contracts

Samples: Warrant Agreement (Tiga Acquisition Corp. II), Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (Broadmark Realty Capital Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 23 contracts

Samples: Warrant Agreement (Battery Future Acquisition Corp.), Warrant Agreement (10X Capital Venture Acquisition Corp. II), Warrant Agreement (IX Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.

Appears in 23 contracts

Samples: Warrant Agreement (Education Media, Inc.), Warrant Agreement (Vector Intersect Security Acquisition Corp.), Warrant Agreement (Zion Oil & Gas Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 23 contracts

Samples: Warrant Agreement (Cartesian Growth Corp), Warrant Agreement (Nexters Inc.), Form of Warrant Agreement (Kismet Acquisition One Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement.

Appears in 20 contracts

Samples: Warrant Agreement (Satellogic Inc.), Warrant Agreement (CF Acquisition Corp. VI), Warrant Agreement (CF Acquisition Corp. VII)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s 's gross negligence, willful misconduct or bad faith.

Appears in 19 contracts

Samples: Warrant Agreement (Spartan Acquisition Corp. II), Form of Warrant Agreement (Spartan Energy Acquisition Corp.), Warrant Agreement (Spartan Acquisition Corp. IV)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct mis-conduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct miscon-duct, or bad faith.

Appears in 19 contracts

Samples: Warrant Agreement (China Fortune Acquisition Corp.), Warrant Agreement (China Fortune Acquisition Corp.), Warrant Agreement (Staccato Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or bad faithmisconduct. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.

Appears in 17 contracts

Samples: Warrant Agreement (Dental Medical Diagnostic Systems Inc), Warrant Agreement (Autoexotica International LTD), Warrant Agreement (Ontro Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, reasonable out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 16 contracts

Samples: Warrant Agreement (Green Visor Financial Technology Acquisition Corp I), Warrant Agreement (Oaktree Acquisition Corp. III), Warrant Agreement (Oaktree Acquisition Corp. III)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 16 contracts

Samples: Warrant Agreement (Hancock Jaffe Laboratories, Inc.), Warrant Agreement (Hancock Jaffe Laboratories, Inc.), Warrant Agreement (Hancock Jaffe Laboratories, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 15 contracts

Samples: Warrant Agreement (Pluristem Therapeutics Inc), Warrant Agreement (Pluristem Therapeutics Inc), Warrant Agreement (Parkervision Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 13 contracts

Samples: Class B Warrant Agreement (Middle Kingdom Alliance Corp.), Class B Warrant Agreement (Middle Kingdom Alliance Corp.), Class B Warrant Agreement (Middle Kingdom Alliance Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 13 contracts

Samples: Warrant Agreement (ENDRA Life Sciences Inc.), Warrant Agreement (Glori Energy Inc.), Warrant Agreement (ENDRA Life Sciences Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to shall indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 12 contracts

Samples: Warrant Agreement (American Acquisition Opportunity Inc.), Warrant Agreement (Breeze Holdings Acquisition Corp.), Warrant Agreement (NorthView Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable reasonable, documented counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 11 contracts

Samples: Warrant Agreement (Leo Holdings Corp.), Warrant Agreement (Leo Holdings Corp.), Warrant Agreement (Arya Sciences Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or any actions taken in bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct misconduct, or bad faith.

Appears in 10 contracts

Samples: Form of Warrant Agreement (Cellcom Tech Inc), Form of Warrant Agreement (Cellcom Tech Inc), Warrant Agreement (Ivideonow Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.

Appears in 10 contracts

Samples: Warrant Agreement (Eucrates Biomedical Acquisition Corp.), Warrant Agreement (Tenzing Acquisition Corp.), Warrant Agreement (Eucrates Biomedical Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 9 contracts

Samples: Warrant Agency Agreement, Warrant Agreement (Cloudastructure, Inc.), Warrant Agreement

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 9 contracts

Samples: Fee Warrant Agreement (Exco Resources Inc), Warrant Agreement (Vertex Energy Inc.), Warrant Agreement (Hycroft Mining Holding Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.

Appears in 8 contracts

Samples: Warrant Agreement (Ault Disruptive Technologies Corp), Warrant Agreement (Noble Education Acquisition Corp.), Warrant Agreement (Counter Press Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.

Appears in 8 contracts

Samples: Warrant Agreement (Third Wave Acquisition CORP), Warrant Agreement (Third Wave Acquisition CORP), Warrant Agreement (Restaurant Acquisition Partners, Inc.)

Indemnity. (i) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 8 contracts

Samples: Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Trian Acquisition I Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 8 contracts

Samples: Warrant Agreement (Union Acquisition Corp.), Warrant Agreement (Union Acquisition Corp.), Warrant Agreement (Allegro Merger Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs judgments and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 8 contracts

Samples: Warrant Agreement (Generation Asia I Acquisition LTD), Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (Keter1 Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, reasonable and documented out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 7 contracts

Samples: Business Combination Agreement (New Beginnings Acquisition Corp.), Warrant Agreement (Airspan Networks Holdings Inc.), Warrant Agreement (New Beginnings Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, dishonesty, gross negligence, willful misconduct misconduct, or bad faith.

Appears in 7 contracts

Samples: Warrant Agreement (China VantagePoint Acquisition Co), Warrant Agreement (Lone Oak Acquisition Corp), Warrant Agreement (China VantagePoint Acquisition Co)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s gross negligence, willful misconduct or bad faithfaith or breach of this Agreement.

Appears in 7 contracts

Samples: Warrant Agreement (Blue Room Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp. Ii), Warrant Agreement (Haymaker Acquisition Corp. 4)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.

Appears in 6 contracts

Samples: Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Golden Falcon Acquisition Corp.), Warrant Agreement (Golden Falcon Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company Corporation agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 6 contracts

Samples: Warrant Agreement (Boxwood Merger Corp.), Warrant Agreement (Boxwood Merger Corp.), Warrant Agreement (Boxwood Merger Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or misconduct, bad faith, or breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s fraud, gross negligence, willful misconduct or misconduct, bad faith, or breach of this Agreement.

Appears in 6 contracts

Samples: Warrant Agreement (Monterey Capital Acquisition Corp), Warrant Agreement (Four Leaf Acquisition Corp), Warrant Agreement (Monterey Capital Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 5 contracts

Samples: Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs claims, losses, damages, costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 5 contracts

Samples: Form of Warrant Agreement (Galectin Therapeutics Inc), Warrant Agency Agreement (Genspera Inc), Form of Warrant Agreement (CNS Response, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable reasonable, documented counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 5 contracts

Samples: Warrant Agreement (Modiv Acquisition Corp.), Warrant Agreement (Modiv Acquisition Corp.), Warrant Agreement (International Media Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 5 contracts

Samples: Warrant Agreement (Hudson Executive Investment Corp. III), Warrant Agreement (Hudson Executive Investment Corp. III), Warrant Agreement (Hudson Executive Investment Corp. II)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 5 contracts

Samples: Warrant Agreement (Bayview Acquisition Corp), Warrant Agreement (Alphatime Acquisition Corp), Warrant Agreement (Alphatime Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 5 contracts

Samples: Warrant Agreement (OXBRIDGE RE HOLDINGS LTD), Warrant Agency Agreement (Clip Interactive, LLC), Warrant Agency Agreement (Clip Interactive, LLC)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct negligence or bad faithintentional misconduct.

Appears in 4 contracts

Samples: Warrant Agreement (Rocket Internet Growth Opportunities Corp.), Warrant Agreement (Tio Tech A), Warrant Agreement (Tio Tech A)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.

Appears in 4 contracts

Samples: Warrant Agent Agreement (Cytori Therapeutics, Inc.), Warrant Agent Agreement (Cytori Therapeutics, Inc.), Warrant Agent Agreement (Cytori Therapeutics, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Dov Pharmaceutical Inc), Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (LF Capital Acquisition Corp. II), Warrant Agreement (LF Capital Acquisition Corp. II), Warrant Agreement (LF Capital Acquisition Corp. II)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Thayer Ventures Acquisition Corp), Warrant Agreement (Thayer Ventures Acquisition Corp), Warrant Agreement (Thayer Ventures Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs costs, and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Atlas Acquisition Holdings Corp.), Warrant Agreement (Atlas Acquisition Holdings Corp.), Warrant Agreement (Atlas Acquisition Holdings Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Oxbridge Acquisition Corp.), Warrant Agreement (Oxbridge Acquisition Corp.), Warrant Agreement (Oxbridge Acquisition Corp.)

Indemnity. (i) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (RAI Acquisition Corp.), Warrant Agreement (iStar Acquisition Corp.), Warrant Agreement (Global Entertainment & Media Holdings Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct negligence or bad faithintentional misconduct.

Appears in 4 contracts

Samples: Warrant Agreement (RF Acquisition Corp.), Warrant Agreement (RF Acquisition Corp.), Warrant Agreement (RF Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Keen Vision Acquisition Corp.), Warrant Agreement (Keen Vision Acquisition Corp.), Warrant Agreement (Keen Vision Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agreement, except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.

Appears in 4 contracts

Samples: Warrant Agreement (Vantage Energy Services, Inc.), Warrant Agreement (Vantage Energy Services, Inc.), Warrant Agreement (Vantage Drilling CO)

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Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except (i) as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith; and (ii) any Tax imposed on or calculated by reference to the net income, received or receivable, by the Warrant Agent.

Appears in 3 contracts

Samples: Warrant Agreement (European Sustainable Growth Acquisition Corp.), Warrant Agreement (Ads-Tec Energy Public LTD Co), Warrant Agreement (European Sustainable Growth Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Onyx Acquisition Co. I), Warrant Agreement (Onyx Acquisition Co. I), Warrant Agreement (Onyx Acquisition Co. I)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agency Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agency Agreement (Accelerate Diagnostics, Inc), Warrant Agency Agreement (Accelerate Diagnostics, Inc), Form of Warrant Agency Agreement (Accelerate Diagnostics, Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, negligence or willful misconduct or bad faithmisconduct. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Gigabeam Corp), Warrant Agreement (American Telecom Services Inc), Warrant Agreement (AeroGrow International, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct wilful misconduct, or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (SatixFy Communications Ltd.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable out-of-pocket counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Union Street Acquisition Corp.), Warrant Agreement (Union Street Acquisition Corp.), Warrant Agreement (Union Street Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own or its representatives’ gross negligence, willful misconduct misconduct, fraud, bad faith or bad faithmaterial breach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Shelter Acquisition Corp I), Warrant Agreement (Shelter Acquisition Corp I), Warrant Agreement (Shelter Acquisition Corp I)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Form of Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Form of Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s, the Warrant Agent’s representative’s, employees’ or agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct miscon-duct, or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Fortissimo Acquisition Corp.), Warrant Agreement (China Ascendance Acquisition Corp.), Warrant Agreement (Fortissimo Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of- pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 3 contracts

Samples: Warrant Agreement (Tailwind Two Acquisition Corp.), Warrant Agreement (Tailwind Two Acquisition Corp.), Warrant Agreement (Motive Capital Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of for any amounts arising out of, in connection with or resulting from the Warrant Agent’s 's fraud, gross negligence, willful misconduct misconduct, bad faith or bad faithbreach of this Agreement.

Appears in 2 contracts

Samples: Warrant Agreement (Cf Acquisition Corp. Iv), Warrant Agreement (CF Acquisition Corp. V)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of connection with this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Accuride Corp), Warrant Agent Agreement (Accuride Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's, the Warrant Agent's representative's, employees' or agent's gross negligence, willful misconduct misconduct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Far East Energy Corp), Warrant Agreement (Far East Energy Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify and hold the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done any actions or omitted omissions by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Coliseum Acquisition Corp.), Warrant Agreement (Coliseum Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct misconduct, or bad faithfaith (as determined by a court of competent jurisdiction in a final and non-appealable decision).

Appears in 2 contracts

Samples: Warrant Agreement (Ace Global Business Acquisition II LTD), Warrant Agreement (Nova Vision Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Infinity I-China Acquisition CORP), Warrant Agreement (Indas Green Acquisition CORP)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless from and against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.

Appears in 2 contracts

Samples: Class B Warrant Agreement (DG Acquisition Corp.), Class a Warrant Agreement (DG Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own fraud, gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s fraud, gross negligence, willful misconduct or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Jeneration Acquisition Corp), Warrant Agreement (Jeneration Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company Corporation agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 2 contracts

Samples: Litigation Warrant Agreement (Piksel, Inc.), Warrant Agreement (Piksel, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out- of- pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Anthemis Digital Acquisitions I Corp), Warrant Agreement (Anthemis Digital Acquisitions I Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agent Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Quotient LTD), Warrant Agent Agreement (Quotient LTD)

Indemnity. The Warrant Agent shall be liable hereunder only for its own own, or its representatives’, gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s ’s, or its representatives’, gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Ares Acquisition Corp), Warrant Agreement (Ares Acquisition Corp)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all out-of-pocket liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Impac Mortgage Holdings Inc), Warrant Agreement (Impac Mortgage Holdings Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (Zion Oil & Gas Inc), Warrant Agent Agreement (Zion Oil & Gas Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Warrant Agent Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Ruthigen, Inc.), Warrant Agent Agreement (Viveve Medical, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligencenegligence or willful misconduct, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, negligence or willful misconduct or bad faithmisconduct.

Appears in 2 contracts

Samples: Form of Warrant Agreement (Navitas International CORP), Form of Warrant Agreement (Navitas International CORP)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (CEA Space Partners I Corp.), Warrant Agreement (CEA Space Partners I Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct mis­conduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct miscon­duct, or bad faith.

Appears in 2 contracts

Samples: Warrant Agreement (HD Partners Acquisition CORP), Amended and Restated Warrant Agreement (CNC Development Ltd.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 1 contract

Samples: Form of Warrant Agreement (Navios Maritime Acquisition CORP)

Indemnity. (a) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (Green Power Enterprises, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution and administration of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (Liberty Lane Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (Objective Communications Inc)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agency Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 1 contract

Samples: Warrant Agency Agreement (Provectus Biopharmaceuticals, Inc.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct misconduct, fraud or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, out-of-pocket costs and reasonable outside counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s 's gross negligence, willful misconduct misconduct, fraud or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (Aurora Acquisition Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save hold it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct misconduct, or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (Velocity Portfolio Group Inc)

Indemnity. (i) The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable and documented counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Agreement except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

Appears in 1 contract

Samples: Securities Escrow Agreement (Sidhu Special Purpose Capital Corp.)

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to shall indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, Warrant except as a result of the Warrant Agent’s, the Warrant Agent’s representative’s, employees’ or agent’s gross negligence, willful misconduct or bad faith.

Appears in 1 contract

Samples: Far East Energy Corp

Indemnity. The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross 's negligence, willful misconduct or bad faith.

Appears in 1 contract

Samples: Warrant Agreement (China Mining Resources Holdings LTD)

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