Common use of Right of Indemnification Clause in Contracts

Right of Indemnification. Subject as provided in Clause 6.5, the Issuer undertakes to indemnify on demand each of the Indemnified Parties against any loss, liability, costs, claims, damages, expenses or demands (or actions in respect thereof) which any of them may reasonably incur or which may be made against any of them and all amounts which Ambac may require from time to time to compensate it for its internal management and administrative costs and expenses as a consequence of: -10- 6.1.1 any representation or warranty of the Issuer under Clause 2.1 (Representations and Warranties) not being true or correct when given; 6.1.2 a breach by the Issuer of the covenants set out in Clause 2.2 (Covenants); 6.1.3 the occurrence of any Potential Issuer Event of Default or Issuer Event of Default; 6.1.4 any actual or alleged omission or action (other than of or by Ambac) in connection with the offering, issue, sale, remarketing or delivery of the Bonds; 6.1.5 any actual or alleged untrue statement in the Offering Circular or any omission to state a material fact required to be stated in the Offering Circular which is the responsibility of the Issuer; 6.1.6 any such Indemnified Party being obliged to indemnify, for whatever reason, the Trustee or any agent, delegate or contractor of the Trustee pursuant to and in accordance with the terms of the Finance Documents; or 6.1.7 investigating any event or circumstance which Ambac in good faith believes might be or become one of those matters referred to in paragraphs 6.1.1 to 6.1.6 or in disputing or defending any claim in relation thereto.

Right of Indemnification. Subject as provided in Clause 6.5, the Issuer undertakes to indemnify on demand each of the Indemnified Parties against any loss, liability, costs, claims, damages, expenses or demands (or actions in respect thereof) which any of them may reasonably incur or which may be made against any of them and all amounts which Ambac may require from time to time to compensate it for its internal management and administrative costs and expenses as a consequence of: -10-: 6.1.1 any representation or warranty of the Issuer and/or the Guarantor under Clause 2.1 (Representations and Warranties) not being true or correct when given; 6.1.2 a breach by the Issuer and/or the Guarantor of the covenants set out in Clause 2.2 (Covenants); 6.1.3 the occurrence of any Potential Issuer Event of Default or Issuer Event of Default; 6.1.4 any actual or alleged omission or action (other than of or by Ambac) in connection with the offering, issue, sale, remarketing or delivery of the Bonds; 6.1.5 any actual or alleged untrue statement in the Offering Circular or any omission to state a material fact required to be stated in the Offering Circular which is the responsibility of the IssuerIssuer or the Guarantor; 6.1.6 any such Indemnified Party being obliged to indemnify, for whatever reason, the Trustee or any agent, delegate or contractor of the Trustee pursuant to and in accordance with the terms of the Finance Documents; or 6.1.7 investigating any event or circumstance which Ambac in good faith believes might be or become one of those matters referred to in paragraphs 6.1.1 to 6.1.6 ‎6.1.6 or in disputing or defending any claim in relation thereto.

Right of Indemnification. Subject as provided in Clause 6.5, the Issuer undertakes to indemnify on demand each of the Indemnified Parties against any loss, liability, costs, claims, damages, expenses or demands (or actions in respect thereof) which any of them may reasonably incur or which may be made against any of them and all amounts which Ambac may require from time to time to compensate it for its internal management and administrative costs and expenses as a consequence of: -10-: 6.1.1 any representation or warranty of the Issuer under Clause 2.1 (Representations and Warranties) not being true or correct when given; 6.1.2 a breach by the Issuer of the covenants set out in Clause 2.2 (Covenants); 6.1.3 the occurrence of any Potential Issuer Event of Default or Issuer Event of Default; 6.1.4 any actual or alleged omission or action (other than of or by Ambac) in connection with the offering, issue, sale, remarketing or delivery of the Bonds; 6.1.5 any actual or alleged untrue statement in the Offering Circular or any omission to state a material fact required to be stated in the Offering Circular which is the responsibility of the Issuer; 6.1.6 any such Indemnified Party being obliged to indemnify, for whatever reason, the Trustee or any agent, delegate or contractor of the Trustee pursuant to and in accordance with the terms of the Finance Documents; or 6.1.7 investigating any event or circumstance which Ambac in good faith believes might be or become one of those matters referred to in paragraphs 6.1.1 to 6.1.6 or in disputing or defending any claim in relation thereto.