Common use of Indemnification of Asset Representations Reviewer Clause in Contracts

Indemnification of Asset Representations Reviewer. To the fullest extent permitted by law, the Transferors will, or will cause the Account Owners to, indemnify and hold harmless the Asset Representations Reviewer and its officers, directors, employees and agents (each, an “Indemnified ARR Person”), from and against any and all liabilities, obligations, losses, damages, penalties, taxes, claims, actions, investigations, proceedings, costs, expenses or disbursements (including reasonable legal fees and expenses) (“Indemnifiable Amounts”) of any kind and nature whatsoever which may be imposed on, incurred by, or asserted at any time against an Indemnified ARR Person (whether or not also indemnified against by any other person) resulting from the performance of its obligations under this Agreement, but excluding any Indemnifiable Amounts resulting from (i) the Indemnified ARR Person’s willful misconduct, bad faith or negligence or (ii) the Indemnified ARR Person’s breach of any of its representations or warranties in this Agreement.

Appears in 4 contracts

Samples: Asset Representations Review Agreement (American Express Receivables Financing Corp Iv LLC), Asset Representations Review Agreement (American Express Credit Account Master Trust), Asset Representations Review Agreement (American Express Receivables Financing Corp Iv LLC)

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Indemnification of Asset Representations Reviewer. To the fullest extent permitted by law, the Transferors Transferor will, or will cause the Account Owners TRS to, indemnify and hold harmless the Asset Representations Reviewer and its officers, directors, employees and agents (each, an “Indemnified ARR Person”), from and against any and all liabilities, obligations, losses, damages, penalties, taxes, claims, actions, investigations, proceedings, costs, expenses or disbursements (including reasonable legal fees and expenses) (“Indemnifiable Amounts”) of any kind and nature whatsoever which may be imposed on, incurred by, or asserted at any time against an Indemnified ARR Person (whether or not also indemnified against by any other person) resulting from the performance of its obligations under this Agreement, but excluding any Indemnifiable Amounts resulting from (i) the Indemnified ARR Person’s willful misconduct, bad faith or negligence or (ii) the Indemnified ARR Person’s breach of any of its representations or warranties in this Agreement.

Appears in 3 contracts

Samples: Asset Representations Review Agreement, Asset Representations Review Agreement (American Express Receivables Financing Corp VIII LLC), Asset Representations Review Agreement (American Express Receivables Financing Corp VIII LLC)

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Indemnification of Asset Representations Reviewer. To the fullest extent permitted by law, the Transferors Transferor will, or will cause the Account Owners [TRS] to, indemnify and hold harmless the Asset Representations Reviewer and its officers, directors, employees and agents (each, an “Indemnified ARR Person”), from and against any and all liabilities, obligations, losses, damages, penalties, taxes, claims, actions, investigations, proceedings, costs, expenses or disbursements (including reasonable legal fees and expenses) (“Indemnifiable Amounts”) of any kind and nature whatsoever which may be imposed on, incurred by, or asserted at any time against an Indemnified ARR Person (whether or not also indemnified against by any other person) resulting from the performance of its obligations under this Agreement, but excluding any Indemnifiable Amounts resulting from (i) the Indemnified ARR Person’s willful misconduct, bad faith or negligence or (ii) the Indemnified ARR Person’s breach of any of its representations or warranties in this Agreement.

Appears in 1 contract

Samples: Asset Representations Review Agreement (American Express Receivables Financing Corp VIII LLC)

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