Acknowledgement and Indemnification Sample Clauses

Acknowledgement and Indemnification. Employee acknowledges that s/he has not retired under the Illinois State Universities Retirement System. In the event the Illinois State Universities Retirement System assesses a penalty and/or a fine against The College and/or Employee due to the amount/structure of Employee’s compensation package, Employee shall indemnify and hold the College harmless for said event(s) and assume responsibility for the penalty and/or fine.

Acknowledgement and Indemnification. Contractor acknowledges and agrees that she is and shall be solely responsible for the payment of any and all applicable federal, state, local, and other taxes relating to any Consulting Fees or other amounts or rights granted to Contractor under this Agreement. Contractor further agrees to indemnify, defend, and hold harmless Company and the other Indemnified Parties (as defined below) for and against any and all federal, state, local, or other tax liability (including without limitation, liability for back withholding, penalties, interest, and attorneys’ fees) incurred by any of the Indemnified Parties relating in any way to any Consulting Fee or other rights granted under this Agreement. The term “Indemnified Parties” as used in this Agreement includes: (i) the Company and its past, present, and future affiliates, partnerships and other related entities (whether or not wholly owned); (ii) each of their respective past, present, and future owners, trustees, fiduciaries, administrators, shareholders, directors, officers, partners, associates, agents, representatives, employees, and attorneys; and (iii) the predecessors, successors, and assigns of each of the foregoing.

Acknowledgement and Indemnification. (a) Contractor acknowledges and agrees that he is and shall be solely responsible for withholding or paying any and all applicable federal, state, local, and other taxes relating to the Consulting Fee or other amounts or rights granted to Contractor under this Agreement and he shall not be treated as an employee of Company for federal tax purposes or any other purpose. (b) Contractor acknowledges and agrees that (i) Contractor is performing Consulting Services for Company solely as an independent contractor, will not be considered a Company employee for any purpose, and he hereby waives participation in and shall not receive any employee benefits; and (ii) Contractor will not be eligible under this Agreement or otherwise to participate in or receive any fringe or other benefits offered, or which may in the future be offered, by Company or any of its affiliates, including, without limitation, any group medical or life insurance coverage, any 401(k) or other pension program, any disability, profit sharing or retirement benefits, and any vacation leave, holiday, or sick pay entitlements. (c) Contractor shall further bear sole responsibility for maintaining any and all required insurance policies including, without limitation, unemployment insurance, disability insurance, and workers’ compensation insurance, and shall be solely responsible for making any and all required contributions or other payments required in connection with such policies. (d) Contractor further agrees to indemnify, defend, and hold harmless Company and the other Indemnified Parties (as defined below) for and against any and all federal, state, local, or other tax liability (including without limitation, liability for back withholding, penalties, interest, and attorneys’ fees) incurred by any of the Indemnified Parties relating in any way to the Consulting Fee or other rights granted under this Agreement. The term “Indemnified Parties” as used in this Agreement includes: (i) Company and its past, present, and future affiliates, partnerships and other related entities (whether or not wholly owned); (ii) each of their respective past, present, and future owners, trustees, fiduciaries, administrators, shareholders, directors, officers, partners, associates, agents, representatives, employees, and attorneys; and (iii) the predecessors, successors, and assigns of each of the foregoing. (e) Company agrees that Article Tenth Section 2 of Company’s Fifth Amended and Restated Certificate of Incorp...

Acknowledgement and Indemnification a. Contractor acknowledges and agrees that Contractor is and shall be solely responsible for the payment of any and all applicable federal, state, local and other taxes relating to any Consulting Fees or other amounts or rights granted to Contractor under this Agreement. b. Contractor agrees to indemnify, defend and hold harmless the Company for and against any and all federal, state, local or other tax liability (including, without limitation, liability for back withholding, penalties, interest and attorneys’ fees) incurred by the Company relating to the Consulting Fees or reimbursement of business expenses provided in Section 7; regardless of whether any such Claims are or are found to be unsuccessful or groundless.

Acknowledgement and Indemnification. You acknowledge that under the AB&T Customer Agreement for Depository Accounts, you have certain time limits to review your Online Statement(s) and accompanying check images and to report any forgeries, alterations, or any other unauthorized withdrawals or transactions to AB&T. You agree that the time limit to report these matters to AB&T will commence on the day your Online Statement is made available for your review via AB&T Online Banking. You agree to indemnify, defend and hold harmless the Legal Entities from any third party claims, liability, damages and costs (including reasonable attorney's fees) arising from, related to, or in connection with your breach of these Terms of Use, any fraud committed by you, your violation of any law or rights of a third party, your use of the Service, or use of your account by any third party. AB&T reserves the right, at its own expense, to assume the exclusive defense of any matter subject to indemnification by you, and you agree to cooperate with AB&T in such defense. You agree that you will not settle any action or claims on AB&T's behalf without the prior written consent of AB&T.

Acknowledgement and Indemnification. Consultant may, at Consultant’s own expense, employ individuals as Consultant deems necessary to perform the services required of Consultant by this Agreement. In the event that Consultant engages such individuals as employees or subcontractors (with the requisite advance, written consent as set forth in Section 2 (d) above) (“Personnel”), then Consultant must have Personnel agree in writing to be bound by substantially similar terms and conditions contained herein including but not limited to compliance with all applicable laws, anti-corruption statues (including but not limited to the Foreign Corrupt Practices Act (“FCPA”)) and Company policies. Consultant acknowledges and agrees that Consultant is and shall be solely responsible for the payment of any and all applicable federal, state, local and other taxes relating to any Consulting Fees or other amounts or rights granted to Consultant under this Agreement. Consultant also acknowledges and agrees that Consultant is and shall be solely responsible for the payment of any compensation, federal, state, local, and other taxes, xxxxxxx’x compensation, social security, disability, medical, savings, pension, fringe and other benefits, unemployment insurance, and other applicable withholdings in relation to its Personnel (all being the “Payments”). Consultant acknowledges and agrees that it is also legally responsible for any breaches of this Agreement, or other violations of law or liabilities, caused by it or its Personnel. Consultant further agrees to indemnify, defend and hold harmless the Company and the other Indemnified Parties (as defined below) for and against: (a) any and all claims, liabilities, demands, losses, damages, suits and judgments (including without limitation costs, expenses and attorneys’ fees) (collectively “Claims”) arising out of or relating to any breach by Consultant of any covenants, representations or warranties under this Agreement; (b) any and all Claims by any person, including but not limited to Consultant or Consultant’s Personnel, because of injury or death to person(s) or loss or destruction of property attributable in whole or in part to any acts or omissions in the performance of the Consulting Services by Consultant and/or Consultant’s Personnel; and (c) any and all Claims by any Personnel of Consultant arising out of or relating to the employment or other relationship of such Personnel by Consultant including, but not limited to, on account of an alleged joint employer r...

Acknowledgement and Indemnification a. Contractor acknowledges and agrees that Contractor is and shall be solely responsible for the payment of any and all applicable federal, state, local, and other taxes relating to any Consulting Fees or other amounts or rights granted to Contractor under this Agreement. b. Contractor agrees to indemnify, defend, and hold harmless Company and the other Indemnified Parties for and against any and all federal, state, local, or other tax liability (including without limitation, liability for back withholding, penalties, interest, and attorneys’ fees) incurred by Company relating to the Consulting Fee or reimbursement of business expenses provided in Section 8. The term “Indemnified Parties” as used in this Agreement includes: (i) Company and its past, present, and future affiliates, partnerships and other related entities (whether or not wholly owned); (ii) each of their respective past, present, and future owners, trustees, fiduciaries, administrators, shareholders, members, directors, managers, officers, partners, associates, agents, representatives, employees, and attorneys; and (iii) the predecessors, successors, and assigns of each of the foregoing.

Acknowledgement and Indemnification. Licensee acknowledges that use of the Licensed Name may be subject to the applicable laws in all jurisdictions in which the Licensed Name is used or accessible, including laws concerning trademarks and other types of intellectual property. This Agreement confers no trademark rights or other intellectual property rights in the Licensed Name. Licensee shall use the Licensed Name only in conformance with all such applicable laws and shall indemnify and defend Licensor from any and all claims, demands, losses, expenses or liabilities, including attorney's fees, which are incurred, directly or indirectly by Licensor and arise in any manner from or in connection with Licensee's use of the Licensed Name.

Acknowledgement and Indemnification. The Subscriber understands, acknowledges and agrees that the representations, warranties and agreements of the Subscriber contained herein and in any other writing delivered in connection with the transactions contemplated hereby are made with the intent that they may be relied upon by the Corporation, and the Subscriber hereby agrees to indemnify and hold harmless the Corporation and any of its direct and indirect securityholders, directors, officers, employees, advisors, affiliates, agents and legal counsel against any loss, cost, expense, damage or any other liability any of them may suffer as a result of an inaccuracy in a representation or a misrepresentation by the Subscriber. No party shall be liable for indirect or consequential damages.

Acknowledgement and Indemnification. You acknowledge that there are inherent anticipated and unanticipated risks and dangers involved with the use of our Products, including ebikes and scooters, whether intended or as a result of misuse. You understand that such risks can result in injury, death, illness or disease, physical or mental damage to yourself, your property, other third parties and their property, or to the property of ELECRUISER. You agree to release, waive, defend, indemnify, and hold ELECRUISER and its directors, officers, employees, agents, members, partners, suppliers, and licensors harmless and will keep them indemnified from any claim or demand, including reasonable attorneys’ fees, relating to or arising from: (a) your purchase or use of any Products; (b) any violation by you of these Terms; or (c) your violation of another party’s rights or applicable law. ELECRUISER reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with ELECRUISER in asserting any available defenses.