Administrator Indemnification Sample Clauses
Administrator Indemnification. The Company shall indemnify and save harmless the Administrator and its directors, officers, employees, subcontractors and Affiliates (the “Administrator Indemnified Persons”) from and against any and all Losses incurred or suffered by the Administrator Indemnified Persons by reason of or arising from or in connection with their performance of this Agreement or any third-party Legal Action brought or threatened against such Administrator Indemnified Persons in connection with their performance of this Agreement, other than for any Losses to the extent related to or that resulted from:
(a) any liabilities or obligations that the Administrator has agreed to pay or for which the Administrator is otherwise expressly responsible under this Agreement;
(b) Administrator Misconduct; or
(c) any breach of this Agreement by the Administrator or any of its Affiliates (other than the Company or its Affiliates).
Administrator Indemnification. The Administrator shall indemnify, defend and hold harmless the Company, its Affiliates and their respective officers, directors, representatives, agents, members and employees (collectively, “Company Indemnified Parties”) from and against and in respect of any and all Liabilities incurred or suffered by a Company Indemnified Party in connection with, arising out of, or relating to, the gross negligence or intentional misconduct of the Administrator or another Administrator Indemnified Party in the Administrator’s performance of the Services.
Administrator Indemnification. Any members of the Administrator, and any other members of the Board who assist in the administration of this Policy, shall not be personally liable for any action, determination or interpretation made with respect to this Policy and shall be fully indemnified by the Company to the fullest extent under applicable law and Company policy with respect to any such action, determination or interpretation. The foregoing sentence shall not limit any other rights to indemnification of the members of the Board under applicable law or Company policy.
Administrator Indemnification. 9.1 The District shall include the Superintendent/Principal as a named insured in its liability and errors and omission insurance policies.
9.2 The District shall, to the full extent permitted by law, defend, hold harmless, and indemnify the Superintendent/Principal from any and all demands, claims, suits, actions, and legal proceedings brought against him in his individual capacity or in his official capacity as an agent and/or an employee of the District, provided that the incident arose while the Superintendent/Principal was acting (or, in good faith, reasonably believed that he was acting) within the scope of his employment as the Superintendent/Principal of the District.