Suits, Etc. In any suit, proceeding or action brought by the Secured Parties Representative under or with respect to the Transaction Documents for any sum owing thereunder or to enforce any provisions thereof, the Borrower shall save, indemnify and keep the Secured Parties Representative harmless from and against all loss, damage and reasonable, out-of-pocket expense suffered by reason of any defense, set-off, counterclaim, recoupment or reduction of liability whatsoever of the obligor thereunder (unless such expense, loss or damage is caused by the gross negligence, bad faith or willful misconduct of the Secured Parties Representative) arising out of a breach by the Borrower of any obligation thereunder or arising out of any other agreement, indebtedness or liability at any time owing to or in favor of such obligor or its successors from the Borrower and all such obligations of the Borrower shall be and remain enforceable against and only against the Borrower and shall not be enforceable against the Secured Parties Representative or any other Secured Party.
Appears in 3 contracts
Sources: Pledge and Intercreditor Agreement (Special Value Opportunities Fund LLC), Pledge and Intercreditor Agreement (Tennenbaum Opportunities Partners V, LP), Pledge and Intercreditor Agreement (Special Value Expansion Fund, LLC)