Common use of Payment of Expenses Indemnity Clause in Contracts

Payment of Expenses Indemnity. The Account Party will (a) pay all reasonable and documented out-of-pocket expenses (including without limitation, reasonable and documented fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary) incurred by the Issuing Lender on or after the Effective Date in connection with (i) the negotiation, preparation, execution and delivery of this Agreement and the other Credit Documents and any waiver, amendment or consent by the Issuing Lender relating to this Agreement or any other Credit Document and (ii) the administration and enforcement of any rights and remedies of the Issuing Lender under this Agreement or any other Credit Document, and (b) defend, indemnify and hold harmless the Issuing Lender and each of its Related Persons, from and against any losses, penalties, fines, liabilities, judgments, settlements, damages, costs and expenses, suffered on or after the Effective Date by any such Person in connection with any claim, investigation, litigation or other proceeding (whether or not any such Person is a party thereto) and the prosecution and defense thereof, arising out of or in any way connected with this Agreement, the Letters of Credit or any other Credit Document, including without limitation, reasonable and documented fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary, to the Issuing Lender, except to the extent that any of the foregoing are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence, bad faith or willful misconduct of the party seeking indemnification therefor.

Appears in 4 contracts

Samples: Control Agreement (Dynegy Inc.), Control Agreement (Dynegy Inc.), Control Agreement (Dynegy Inc.)

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Payment of Expenses Indemnity. The Account Party will Companies shall (a) pay all reasonable and documented out-of-pocket expenses (including without limitation, reasonable and documented fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary) incurred by the Issuing Lender on or after the Effective Date Blechmans in connection with (i) the negotiation, preparation, execution and delivery of this Agreement Agreement, whenever the same shall be executed and delivered, (ii) the other Credit Documents preparation, execution and delivery of any waiver, amendment or consent by the Issuing Lender Blechmans relating to this Agreement or any other Credit Document Agreement, including without limitation reasonable fees and disbursements of counsel for the Blechmans and (iiiii) the administration and enforcement of any rights and remedies of the Issuing Lender Blechmans under this Agreement Agreement, including consulting with accountants and attorneys concerning the nature, scope or value of any right or remedy of the Blechmans hereunder or any other Credit Documentfactual matters in connection therewith, which expenses shall include without limitation the reasonable fees and disbursements of the Blechmans, and (b) 9 defend, indemnify and hold harmless the Issuing Lender and each of its Related Persons, Blechmans from and against any losses, penalties, fines, liabilities, judgments, settlements, damages, costs and expenses, suffered on or after the Effective Date by any such Person person in connection with any claim, investigation, litigation or other proceeding (whether or not any such Person is the Blechmans are a party thereto) and the prosecution and defense thereof, arising out of or in any way connected with this Agreement, the Letters of Credit or any other Credit Document, including without limitation, reasonable attorney's and documented consultant's fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary, to the Issuing LenderBlechmans, except to the extent that any of the foregoing are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted directly result from the gross negligence, bad faith negligence or willful misconduct of the party seeking indemnification therefor.

Appears in 1 contract

Samples: Reimbursement and Security Agreement (Twinlab Corp)

Payment of Expenses Indemnity. The Account Party will (a) pay all reasonable and documented out-of-pocket expenses (including without limitation, reasonable and documented fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary) incurred by the Issuing Lender on or after the Effective Date in connection with (i) the negotiation, preparation, execution and delivery of this Agreement and the each other Credit Documents Document, whenever the same shall be executed and delivered, (ii) the preparation, execution and delivery of any waiver, amendment or consent by the Issuing Lender relating to this Agreement or any other Credit Document Document, including without limitation reasonable fees and disbursements of counsel for the Issuing Lender and (iiiii) the administration and enforcement of any rights and remedies of the Issuing Lender under this Agreement or any other Credit Document, including consulting with accountants and attorneys concerning the nature, scope or value of any right or remedy of the Issuing Lender hereunder or under any other Credit Document or any factual matters in connection therewith, which expenses shall include without limitation the reasonable fees and disbursements of such Persons, and (b) defend, indemnify and hold harmless the Issuing Lender Lender, and each of its Related Personsparents, subsidiaries, affiliates, employees, agents, officers and directors, from and against any losses, penalties, fines, liabilities, judgments, settlements, damages, costs and expenses, suffered on or after the Effective Date by any such Person in connection with any claim, investigation, litigation or other proceeding (whether or not any such Person the Issuing Lender is a party thereto) and the prosecution and defense thereof, arising out of or in any way connected with this Agreement, the Letters of Credit or any other Credit Document, including without limitation, reasonable attorney's and documented consultant's fees and disbursements of one primary counsel, and special or local counsel to the extent reasonably necessary, to the Issuing Lender, except to the extent that any of the foregoing are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence, bad faith or willful misconduct of the party seeking indemnification therefor.,

Appears in 1 contract

Samples: Collateral Agreement (Infogrames Inc)

Payment of Expenses Indemnity. The Account Party will (a) pay all reasonable and documented out-of-pocket expenses (including without limitation, reasonable and documented fees and disbursements of one primary counsel, and additional special or local counsel to the extent reasonably necessary) incurred by the Lender and the Issuing Lender on or after the Effective Date Bank in connection with (i) the negotiation, preparation, execution and delivery of this Agreement and the other Credit Documents and any waiver, amendment or consent by the Issuing Bank or the Lender relating to this Agreement or any other Credit Document and (ii) the administration and enforcement of any rights and remedies of the Issuing Lender under this Agreement or any other Credit Document, and (b) defend, indemnify and hold harmless the Issuing Lender and each of its Related Persons, from and against any losses, penalties, fines, liabilities, judgments, settlements, damages, costs and expenses, suffered on or after the Effective Date by any such Person in connection with any claim, investigation, litigation or other proceeding (whether or not any such Person is a party thereto) and the prosecution and defense thereof, arising out of or in any way connected with this Agreement, the Letters Letter of Credit or any other Credit Document, including without limitation, reasonable and documented fees and disbursements of one primary counsel, and additional special or local counsel to the extent reasonably necessary, to the Issuing Lender, except to the extent that any of the foregoing are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence, bad faith or willful misconduct of the party seeking indemnification therefor.

Appears in 1 contract

Samples: Letter of Credit Reimbursement Agreement (Dynegy Inc.)

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Payment of Expenses Indemnity. The Account Party will (a) pay all reasonable and documented out-of-pocket expenses (including without limitation, reasonable and documented fees and disbursements of one primary counsel, and additional special or local counsel to the extent reasonably necessary) incurred by the Issuing Lender on or after the Effective Date Bank in connection with (i) the negotiation, preparation, execution and delivery of this Agreement and the other Credit Documents and any waiver, amendment or consent by the Issuing Lender Bank relating to this Agreement or any other Credit Document and the preparation, execution and delivery the Letters of Credit, if any, issued hereunder and (ii) the administration and enforcement of any rights and remedies of the Issuing Lender under this Agreement or any other Credit Document, and (b) defend, indemnify and hold harmless the Issuing Lender Bank and each of its Related Persons, from and against any losses, penalties, fines, liabilities, judgments, settlements, damages, costs and expenses, suffered on or after the Effective Date by any such Person in connection with any claim, investigation, litigation or other proceeding (whether or not any such Person is a party thereto) and the prosecution and defense thereof, arising out of or in any way connected with this Agreement, the Letters of Credit or any other Credit Document, including without limitation, reasonable and documented fees and disbursements of one primary counsel, and additional special or local counsel to the extent reasonably necessary, to the Issuing LenderBank, except to the extent that any of the foregoing are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence, bad faith or willful misconduct of the party seeking indemnification therefor.

Appears in 1 contract

Samples: Letter of Credit Reimbursement Agreement (Dynegy Inc.)

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