Common use of By Agents Clause in Contracts

By Agents. Each Agent shall indemnify the Issuer and the Guarantor, on an after tax basis, against any loss, liability, cost, claim, action, demand or expense (including, but not limited to, all reasonable costs, charges and expenses paid or incurred in disputing or defending any of the foregoing) that the Issuer or the Guarantor may incur or that may be made against it as a direct result of such Agent’s gross negligence, bad faith or wilful default or that of its officers, employees or agents. Notwithstanding any provision of this Agreement to the contrary, including, without limitation, the indemnity given by the Agents pursuant to this Clause, no Agents shall in any event be liable for the following direct losses: loss of profits, loss of contracts or loss of goodwill. Under no circumstances will any Agent be liable to the Issuer, the Guarantor or any other party to this Agreement for any consequential loss or damage (including but not limited to, loss of business, goodwill, opportunity or profit), even if advised of the possibility of such loss or damage.