Common use of Agent's Reimbursement and Indemnification Clause in Contracts

Agent's Reimbursement and Indemnification. The Banks agree to reimburse and indemnify the Agent ratably in accordance with their respective Pro Rata Shares (i) for any amounts not reimbursed by the Company for which the Agent is entitled to reimbursement by the Company under the Credit Documents, (ii) for any other expenses reasonably incurred by the Agent on behalf of the Banks, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement or any other document delivered in connection with this Agreement or the transactions contemplated hereby or the enforcement of any of the terms hereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided that no Bank shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks agree to reimburse and indemnify the Agent (which indemnification shall be shared by the Banks ratably in accordance with proportion to their respective Pro Rata Ratable Shares of the Loans) (ia) for any amounts not reimbursed by the Company Borrower for which the Agent is entitled to reimbursement by the Company Borrower hereunder or under the Credit Documentsany Collateral Document, (iib) for any other expenses reasonably incurred by the Agent on behalf of the Banks, in connection with the preparation, execution, delivery, administration and administration, amendment or enforcement hereof or of any of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, Collateral Documents and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement Agreement, any Collateral Document or any other document delivered in connection with this Agreement related hereto or thereto or the transactions contemplated hereby or the enforcement of any of the terms hereof or thereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided PROVIDED that no Bank shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks agree to reimburse and indemnify the Agent ratably in accordance with proportion to their respective Pro Rata Shares (i) for any amounts not reimbursed by the Company for which the Agent is entitled to reimbursement by the Company under the Credit Loan Documents, (ii) for any other expenses reasonably incurred by the Agent on behalf of the Banks, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Loan Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Loan Documents, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement or any other document delivered in connection with this Agreement or the transactions contemplated hereby or the enforcement of any of the terms hereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Loan Documents; , provided that no Bank shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks agree to reimburse and indemnify the Agent ratably in accordance with proportion to their respective Pro Rata Shares Commitments (i) for any amounts not reimbursed by the Company for which the Agent is entitled to reimbursement by the Company under the Credit Documents, (ii) for any other expenses reasonably incurred by the Agent on behalf of the Banks, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or 42 asserted against the Agent in any way relating to or arising out of this Agreement or any other document delivered in connection with this Agreement or the transactions contemplated hereby or the enforcement of any of the terms hereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; , provided that no Bank shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks Lenders agree to reimburse and indemnify the Agent ratably in accordance with proportion to their respective Pro Rata Shares Commitments (ior, if the Commitments have been terminated, in proportion to their Commitments immediately prior to such termination) (a) for any amounts not reimbursed by the Company Borrower for which the Agent is entitled to reimbursement by the Company Borrower under the Credit Transaction Documents, (iib) for any other expenses reasonably incurred by the Agent on behalf of the BanksLenders, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Transaction Documents, and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement the Loan Documents or any other document delivered in connection with this Agreement therewith or the transactions contemplated hereby thereby, or the enforcement of any of the terms hereof thereof or of any such other documents; PROVIDED, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided that no Bank Lender shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent. The obligations of the Lenders under this SECTION 10.8 shall survive payment of the Obligations and termination of this Agreement.

Agent's Reimbursement and Indemnification. The Banks agree to reimburse and indemnify the Agent (which indemnification shall be shared by the Banks ratably in accordance with proportion to their respective Pro Rata Shares Ratable Shares) (ia) for any amounts not reimbursed by the Company Borrower for which the Agent is entitled to reimbursement by the Company Borrower hereunder or under the Credit Documentsany Collateral Document, (iib) for any other expenses reasonably incurred by the Agent on behalf of the Banks, in connection with the preparation, execution, delivery, administration and administration, amendment or enforcement hereof or of any of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, Collateral Documents and (iiic) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement Agreement, any Collateral Document or any other document delivered in connection with this Agreement related hereto or thereto or the transactions contemplated hereby or the enforcement of any of the terms hereof or thereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided PROVIDED that no Bank shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks Lenders agree to reimburse and indemnify the Agent ratably in accordance with proportion to their respective Pro Rata Shares (i) for any amounts not reimbursed by the Company Borrower for which the Agent is entitled to reimbursement by the Company Borrower under the Credit Loan Documents, (ii) for any other expenses reasonably incurred by the Agent on behalf of the BanksLenders, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents, Loan Documents and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of this Agreement the Loan Documents or any other document delivered in connection with this Agreement therewith or the transactions contemplated hereby thereby, or the enforcement of any of the terms hereof thereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided PROVIDED that no Bank Lender shall be liable for any of the foregoing to the extent they arise any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely from the gross negligence Gross Negligence or willful misconduct of the Agent.

Agent's Reimbursement and Indemnification. The Banks Lenders agree to reimburse and indemnify the Agent ratably in accordance with their respective Pro Rata Shares Percentages (i) for any amounts payable to third parties which are not reimbursed by the Company Borrower for which the Agent is entitled to reimbursement by the Company Borrower under the Credit Loan Documents, (ii) for any other expenses reasonably payable to third parties which are incurred by the Agent on behalf of the BanksLenders, in connection with the preparation, execution, delivery, administration and enforcement of the Credit Loan Documents, and for which the Agent is if not entitled to reimbursement paid by the Company under the Credit DocumentsBorrower, and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reasonable expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent (in its capacity as Agent and not as a Lender) in any way relating to or arising out of this Agreement the Loan Documents or any other document delivered in connection with this Agreement therewith or the transactions contemplated hereby thereby, or the enforcement of any of the terms hereof thereof or of any such other documents, and for which the Agent is not entitled to reimbursement by the Company under the Credit Documents; provided that no Bank Lender shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of the Agent.