The undersigned will at all times indemnify and keep indemnified the company, and hold and save it harmless from and against any and all liability for damages, loss, costs, charges and expenses of whatever kind or nature (including counsel and attorney's fees) which the company shall or may, at any time, sustain or incur by reason or in consequence of having executed the bond[s] applied for and will pay over, reimburse and make good to the company, its successors and assigns, all money which the company or its representatives shall pay, or cause to be paid, or become liable to pay, by reason of the execution of any instruments, or in connection with any litigation, investigation or other matters. In any accounting which may be had between the undersigned and the company, the company shall be entitled to credit for any and all disbursements in and about matters contemplated, made by it in good faith under a belief that it is or was liable for the sums and amounts disbursed, or that it was necessary or expedient to make those disbursements, whether liability, necessity or expediency existed or not; and vouchers or other evidence of disbursements shall be taken as conclusive evidence against the undersigned of the fact and extent of the undersigned's liability to the company.

The undersigned agrees to indemnify the company against any suit or claim brought or instituted against the company, whether the suit or claim is rightfully or wrongfully brought or instituted, and in case the suit is brought on the bond[s], the company shall be at liberty to employ an attorney of its own selection to appear and defend the suit in its behalf at the expense of the undersigned.