General indemnity
The Buyer hereby undertakes to promptly on demand by the Bank:
indemnify and hold harmless the Bank and each of its directors, employees and agents (each, an Indemnified Party) in respect of all actual costs, expenses, claims, demands, penalties, fines,taxes (including any VAT, sales tax, goods and services tax, consumption tax, import or excise tax and any other similar tax or duty), damages, judgments, orders or other sanctions suffered or incurred by an Indemnified Party relating to or arising out of:
the Buyer's failure to comply with any of the terms and conditions of the Transaction Documents or any Purchase Contract including delay in payment of any amount due to the Bank;
the occurrence of an Event of Default;
all taxes payable or claimed to be payable by any Indemnified Party in connection with the Transaction Documents;
the Bank (or the Buyer as agent of the Bank) having placed an order for the purchase of Goods with a Supplier, having taken title to the Goods or having sold the Goods to the Buyer under this Agreement or any Murabaha Contract;
(other than by reason of negligence or default by the Bank) a disbursement not being made after a Disbursement Request has been delivered for that disbursement;
a prepayment not being made in accordance with this Agreement;
investigating any event which the Bank reasonably believes to be a Default; or
the enforcement of any Transaction Document; or
acting or relying on any notice from, or on behalf of, the Buyer which the Bank reasonably believes to be genuine, correct and appropriately authorized.
reimburse each Indemnified Party for all expenses incurred by such Indemnified Party in connection with investigating, preparing or defending any investigative, administrative, judicial or regulatory action or proceeding in any jurisdiction related to or arising out of any of subparagraphs (i) to (iii) under paragraph (a) above;
indemnify the Bank against any loss or liability or cost which the Bank determines will be or has been suffered (directly or indirectly) by it for or on account of tax in relation to a payment received or receivable (or any payment deemed to be received or receivable) under a Transaction Document; and
indemnify the Bank against any actual cost, loss or liability that it incurs in relation to all stamp duty, registration and other similar taxes payable in respect of any Transaction Document.
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