ACCESS AND INDEMNIFICATION. Seller agrees to provide licensees and other parties authorized by Broker with reasonable access to The Property, including all improvements on The Property, for the purpose of showing The Property to prospective Buyers and for service providers to perform services and investigations in conjunction with a proposed sale of The Property. Once a binding Buy & Sell Agreement is executed with a potential Buyer, Seller may be requested to shall have ALL utilities on for Buyer’s investigations and appraisals. Utilities include, but are not limited to, electric, natural gas, propane, heating oil, sewer and water. Seller shall be solely responsible for de-winterization, re-winterization and any and all costs and procedures associated with this paragraph. If a tenant occupies The Property, consent of the tenant is required. Seller shall cooperate to obtain the consent of the tenant. Seller is advised to verify the existence of or obtain personal property insurance through Seller’s insurance agent. Broker recommends that Seller safeguard or remove all valuables and prescription medication. Seller acknowledges that neither GKAR, Multiple Listing Service (“MLS”), MichSWMRIC, listing and cooperating Brokers nor any of their representatives, employees, licensees or subagents, is an insurer against injury, loss or damage to person(s) or property. Seller releases and agrees to defend, indemnify and hold harmless GKAR, MLS, and all Listing Brokers and cooperating Brokers and any of their representatives, employees, licensees or subagents, from any responsibility for injury, loss or damage to person(s) or property arising out of showing The Property or resulting from the use of a lockbox (additional instructions if any, appear on following page). Additional Instructions:

ACCESS AND INDEMNIFICATION. Seller agrees to provide licensees and other parties authorized by Broker with reasonable access to The Property, including all improvements on The Property, for the purpose of showing The Property to prospective Buyers and for service providers to perform services and investigations in conjunction with a proposed sale of The Property. Once a binding Buy and Sell Agreement is executed with a potential Buyer, Seller may be request to have ALL utilities on for Buyer’s investigations and appraisals. Utilities include, but are not limited to, electric, natural gas, propane, heating oil, sewer and water. Seller shall be solely responsible for de- winterization, re-winterization and any and all costs. If a tenant occupies The Property, consent of the tenant is required. Seller shall cooperate to obtain the consent of the tenant. Seller is advised to verify the existence of or obtain personal property insurance through Seller’s insurance agent. Broker recommends that Seller safeguard or remove all valuables and prescription medication. Seller acknowledges that neither GKAR, Multiple Listing Service (“MLS”), MichRIC, listing and cooperating Brokers is an insurer against injury, loss or damage to person(s) or property. Xxxxxx releases and agrees to defend, indemnify and hold harmless GKAR, MLS from any responsibility for injury, loss or damage to person(s) or property arising out of showing The Property or resulting from the use of a lockbox.

ACCESS AND INDEMNIFICATION. Seller agrees to provide licensees and other parties authorized by Broker with reasonable access to The Property, including all improvements on The Property, for the purpose of showing The Property, performing investigations or services, to prospective Buyers and for service providers to perform services and investigations in conjunction with a proposed sale of The Property. Once a binding Buy and Sell Agreement is executed with a potential Buyer, Seller may be requested to have ALL utilities on for Buyer’s investigations and appraisals. Utilities include, but are not limited to, electric, natural gas, propane, heating oil, sewer and water. Seller shall be solely responsible for de-winterization, re-winterization and any and all costs. If a tenant occupies The Property, consent of the tenant is required. Seller shall cooperate to obtain the consent of the tenant. Seller is advised to verify the existence of or obtain personal property insurance through Seller’s insurance agent. Broker recommends that Seller safeguard or remove all valuables and prescription medication. Seller acknowledges that neither GKAR, Multiple Listing Service (“MLS”), MichRIC, listing and cooperating Brokers is an insurer against injury, loss or damage to person(s) or property. Xxxxxx releases and agrees to defend, indemnify and hold harmless GKAR, MLS from any responsibility for injury, loss or damage to person(s) or property arising out of showing The Property or resulting from the use of a lockbox.

ACCESS AND INDEMNIFICATION. Seller agrees to provide licensees and other parties authorized by Xxxxx Realtors® with reasonable access to The Property, including all improvements on The Property, for the purpose of showing The Property to prospective Buyers and for service providers to perform services in conjunction with a proposed sale of The Property. If a tenant occupies The Property, consent of the tenant is required. Seller shall cooperate to obtain consent of the tenant. Xxxxx Realtors® is authorized to place a lockbox on The Property. The lockbox does not ensure security. Seller is advised to verify the existence of or obtain personal property insurance through Seller’s insurance agent. Xxxxx Realtors® recommends that Seller safeguard or remove all valuables and prescription medication. Seller acknowledges that neither the Association of Realtors®, Xxxxx Realtors and cooperating Broker (if any) or any of their representatives, employees, licensees or subagents, nor the MLS is an insurer against injury, loss or damage to person(s) or property. Xxxxxx releases and agrees to defend, indemnify and hold harmless Xxxxx Realtors® and cooperating Brokers and any of their representatives, employees, licensees, the Association of Realtors® and MLS from any responsibility for loss or damage to person(s) or property arising out of showing The Property or resulting from the use of a lockbox. Additional instructions:

ACCESS AND INDEMNIFICATION. The Borrower agrees to: X. Provide the Director, or his/her authorized agents, and the U.S. Environmental Protection Agency, access to all files, records, accountings and books relating to the management and accountability of this loan. B. Indemnify and hold harmless the State of Idaho, its agents and its employees from any and all claims, actions, damages, liabilities and expenses directly or indirectly connected to the Borrower or its agents, employees, contractors, or assignees actions related to the location, design, construction, operation, maintenance, repair, failure or deactivation of the project or any part of the project.

Related to ACCESS AND INDEMNIFICATION

HOLD HARMLESS AND INDEMNIFICATION To the fullest extent permitted by law, Contractor shall defend (with counsel of District’s choosing), indemnify and hold the District, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, Contractors or agents in connection with the performance of the Contractor's Services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys fees and other related costs and expenses. Contractor shall reimburse District and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the District, its directors, officials officers, employees, agents, or volunteers. Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. Contractor agrees to waive all rights of subrogation against the District. a) THE PARTIES UNDERSTAND AND AGREE THAT ARTICLE VIII, PARAGRAPH 1 OF THIS AGREEMENT SHALL BE THE SOLE INDEMNITY, AS DEFINED BY CALIFORNIA CIVIL CODE § 2772, GOVERNING THIS AGREEMENT. ANY OTHER INDEMNITY THAT MAY BE ATTACHED TO THIS AGREEMENT AS AN EXHIBIT SHALL BE VOID AND UNENFORCEABLE BETWEEN THE PARTIES. b) ANY ATTEMPT TO LIMIT THE CONTRACTOR’S LIABILITY TO THE DISTRICT IN AN ATTACHED EXHIBIT SHALL BE VOID AND UNENFORCEABLE BETWEEN THE DISTRICT AND THE CONTRACTOR.
Waiver and Indemnification Tenant waives all claims against Landlord, its Security Holders (defined in Section 17), Landlord’s managing agent(s), their (direct or indirect) owners, and the beneficiaries, trustees, officers, directors, employees and agents of each of the foregoing (including Landlord, the “Landlord Parties”) for (i) any damage to person or property (or resulting from the loss of use thereof), except to the extent such damage is caused by any negligence, willful misconduct or breach of this Lease of or by any Landlord Party, or (ii) any failure to prevent or control any criminal or otherwise wrongful conduct by any third party or to apprehend any third party who has engaged in such conduct. Tenant shall indemnify, defend, protect, and hold the Landlord Parties harmless from any obligation, loss, claim, action, liability, penalty, damage, cost or expense (including reasonable attorneys’ and consultants’ fees and expenses) (each, a “Claim”) that is imposed or asserted by any third party and arises from (a) any cause in, on or about the Premises, or (b) any negligence, willful misconduct or breach of this Lease of or by Tenant, any party claiming by, through or under Tenant, their (direct or indirect) owners, or any of their respective beneficiaries, trustees, officers, directors, employees, agents, contractors, licensees or invitees (each, an “Act of Tenant”), except to the extent such Claim arises from any negligence, willful misconduct or breach of this Lease of or by any Landlord Party. Landlord shall indemnify, defend, protect, and hold Tenant, its (direct or indirect) owners, and their respective beneficiaries, trustees, officers, directors, employees and agents (including Tenant, the “Tenant Parties”) harmless from any Claim that is imposed or asserted by any third party and arises from any negligence, willful misconduct or breach of this Lease of or by any Landlord Party, except to the extent such Claim arises from any negligence, willful misconduct or breach of this Lease of or by any Tenant Party.
Defense and Indemnification 12.1 Consultant agrees to indemnify, defend (with attorneys approved by City), and hold harmless the City, and its officers, officials, agents and employees (the “Indemnified Parties”) from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the Consultant, its employees, agents, and subcontractors performance of services under this Agreement. Consultant’s duty to indemnify under this section shall not include liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. Consultant's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense, or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to Consultant under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if Consultant provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable. 12.3 Consultant agrees that its duty to defend arises upon an allegation of liability based upon the performance of services under this Agreement by Consultant, its officers, agents, representatives, employees, sub-consultants, or anyone for whom Consultant is liable and that an adjudication of Consultant’s liability is not a condition precedent to Consultant's duty to defend.
Warranty and Indemnification Executive warrants that Executive is not a party to any restrictive agreement limiting Executive’s activities in his employment by the Company. Executive further warrants that at the time of the signing of this Agreement, Executive knows of no written or oral contract or of any other impediment that would inhibit or prohibit employment with the Company, and that Executive will not knowingly use any trade secret, confidential information, or other intellectual property right of any other party in the performance of Executive’s duties hereunder. Executive shall hold the Company harmless from any and all suits and claims arising out of any breach of such restrictive agreement or contracts.
Insurance and Indemnification (a) Parent agrees that all rights to indemnification and advancement of expenses for acts or omissions occurring prior to the Effective Time (including for acts or omissions of directors occurring prior to the Effective Time in connection with the adoption of this Agreement and the approval of the Transactions) now existing in favor of the current or former directors or officers of the Company and the Company Subsidiaries, and their respective heirs and representatives (each an "Indemnified Party"), provided in the Company Organizational Documents or Subsidiary Organizational Documents and any indemnification agreements or arrangements of the Company and the Company Subsidiaries or as to the fullest extent permitted by law shall survive the Merger and shall continue in full force and effect in accordance with their terms for a period of six years following the Effective Time. Parent shall cause to be included and to be maintained in effect in the Surviving Corporation's (or any successor's) certificate of incorporation and by-laws, during such six-year period following the Effective Time, provisions regarding elimination of liability of directors, indemnification of officers and directors and advancement of expenses which are, in the aggregate, no less advantageous to the Indemnified Parties than the corresponding provisions contained in the Company Organizational Documents. (b) Parent or the Surviving Corporation shall maintain the Company's existing officers' and directors' liability insurance ("D&O Insurance") for a period of not less than three years after the Effective Time; provided, however, that Parent may substitute therefor policies of substantially equivalent coverage and amounts containing terms no less favorable to such former directors or officers; provided further, that if the existing D&O Insurance expires or is terminated or cancelled during such period, then Parent or the Surviving Corporation shall use reasonable best efforts to obtain substantially similar D&O Insurance or, if not obtainable, Parent shall obtain as much D&O Insurance as can be obtained for an annual premium not in excess of 200% of the average of the premiums paid by the Company in 1998, 1999 and 2000 for D&O Insurance (the "Average Premium"); provided further, however, that in no event shall Parent be required to pay annual premiums for insurance under this Section 7.6(b) in excess of 200% of the Average Premium; and provided, further, that if Parent or the Surviving Corporation is unable to obtain the amount of insurance required by this Section 7.6(b) for such annual premium, Parent or the Surviving Corporation shall obtain as much insurance as can be obtained for an annual premium not in excess of 200% of the Average Premium. The premium for D&O Insurance for the 12-month period ending May 2002 is set forth on Section 7.6(b) of the Company Disclosure Schedule.

ACCESS AND INDEMNIFICATION Sample Clauses

Filter & Search

Related Clauses

Related to ACCESS AND INDEMNIFICATION