ASSIGNMENT AND INDEMNIFICATION. Consultant shall not assign any interest in this Agreement and shall not transfer any interest in same, whether by subcontracting, assignment or notation, without the prior written consent. This provision is not intended to create any cause of action in favor of any third party against Consultant or the City or to enlarge in any way Consultant’s liability, but is solely to provide for indemnification of City and from liability for damages or injuries to third persons or property arising from Consultant or Consultants’ agents’ performance hereunder.
ASSIGNMENT AND INDEMNIFICATION. 5.1 Each Party (the "Indemnitor") shall indemnify and hold harmless the other (the "Indemnitee") from and against all loss, damage, expenses including court costs, amounts paid in settlements, judgments, reasonable attorneys' fees, and other expenses for investigating and defending any suits, actions, claims, liability or obligations relating to, caused by or arising from, any gross negligence or willful misconduct of the Indemnitor or the Indemnitor's employees or agents, misrepresentation by the Indemnitor, breach of warranty by the Indemnitor, or failure by the Indemnitor to fulfill any covenant or agreement contained herein. If any action is brought by either Party to enforce any provision of this Agreement, the prevailing Party shall be entitled to recover court costs, arbitration expenses and reasonable attorneys' fees. The provisions of this section shall survive any termination of this Agreement.
5.2 This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective legal representatives, successors and assigns. No party may assign or transfer its rights, benefits, duties or obligations under this Agreement without the prior written consent of the other parties, which consent shall not be unreasonably withheld. Notwithstanding the foregoing, without any prior consent of the other party, either party may assign or transfer all or any part of its rights, benefits, duties or obligations under this Agreement to a parent company or an affiliate or subsidiary or to a partnership or other entity in which such party or a parent, affiliate or subsidiary owns a substantial interest or manages such entity, or as part of the sale, transfer or assignment of substantially all of its wireless businesses; provided that such assignee must satisfy applicable FCC qualifications, and such assignee must agree in writing to be bound by and subject to the applicable terms and conditions therein contained, and in the absence of the other party's consent, which shall not be unreasonably withheld and notwithstanding the validity of any such assignment or transfer, the assigning party shall remain primarily liable under this Agreement.
ASSIGNMENT AND INDEMNIFICATION. BWSVS shall have the right to assign this agreement to any other person, firm, trust or corporation without notice to Customer and shall have the further right to subcontract any monitoring or other services to be performed by BWSVS, under the terms of the agreement.
ASSIGNMENT AND INDEMNIFICATION. Assignor agrees to indemnify, defend and hold each of the Assignees harmless with respect to all claims accruing under the Purchase Agreement with respect to (and solely with respect to) the Hunter’s Creek Property and the Metrowest Property, respectively. Each Assignee agrees to indemnify, defend and hold Assignor harmless with respect to all claims accruing under the Purchase Agreement with respect to (and solely with respect to) in the case of BR Hunters Creek, LLC, the Hunter’s Creek Property, and in the case of BR Metrowest, LLC, the Metrowest Property.
ASSIGNMENT AND INDEMNIFICATION. SECTION 9.01 Assignment by Authority 19 SECTION 9.02 Assignment by City. 20 SECTION 9.03 Indemnification 20 SECTION 10.01 Default. 21 SECTION 11.01 Notices 23 SECTION 11.02 Binding Effect 24 SECTION 11.03 Third Party Beneficiaries 24 SECTION 11.04 Net Lease 24 SECTION 11.05 Waiver of Confirmations 24 SECTION 11.06 Amendments to Lease Agreement 25 SECTION 11.07 Discharge of City 25 SECTION 11.08 Partial Invalidity 25 SECTION 11.09 California Law 26 SECTION 11.10 Section Headings 26 SECTION 11.11 Execution 26 This Lease Agreement (the “Lease Agreement”), executed and entered into as of
ASSIGNMENT AND INDEMNIFICATION. Assignor hereby sells, assigns, transfers and conveys to Assignee, free and clear of all liens, security interests, encumbrances, claims and restrictions of any nature, all of Assignor’s right, title and interest in and to (a) the Self Storage Leases relating to the Property, which Self Storage Leases evidence rentals on a space-by-space basis by individuals, partnerships, corporations, limited liability companies, trusts or other entities for use as storage facilities as set forth on the rent roll attached hereto as Exhibit B (the “Rent Roll”) and (b) the Other Leases as more particularly described on Exhibit C, together with any and all prepaid rents and security deposits reflected therein or held by Assignor under the Leases. Assignor covenants and agrees to indemnify and hold Assignee harmless from any and all claims, causes of action, liabilities, costs and expenses including, without limitation, reasonable attorneys’ fees, hereafter incurred by Assignee as a result of, or in connection with, the failure by Assignor to have performed when due any of the obligations of the landlord or lessor under the Leases that first accrued on or prior the Effective Date.
ASSIGNMENT AND INDEMNIFICATION. BES shall have the right to assign this Agreement to any other person, firm, trust or corporation without notice to Subscriber and shall have the further right to subcontract any monitoring or other services to be performed by BES, under the terms of the Agreement.
ASSIGNMENT AND INDEMNIFICATION. Section 11.01. Assignment by Authority. 25 Section 11.02. Indemnification. 25 Section 12.01. Substitution of Project. 26 Section 12.02. Removal of Project. 27 Section 12.03. Addition of Project. 27 Section 12.04. Amendment of Site and Facility Lease. 27 Section 13.01. Law Governing. 28 Section 13.02. Notices 28 Section 13.03. Validity and Severability. 28 Section 13.04. Net Lease. 28 Section 13.05. Taxes 29 Section 13.06. Article and Section Headings 29 Section 13.07. Execution. 29 Section 13.08. Third Party Beneficiaries. 29 Section 13.09. Amendment. 29 Section 13.10. Authority and City Designated Officers 29 Exhibit A Description of the Site Exhibit B Base Rental Payment Schedule
ASSIGNMENT AND INDEMNIFICATION. At Closing, subject to the terms hereof, the Member shall assign to NVDC all right, title and interest he has to the Membership Interest free and clear of any claims or liens of any nature and indemnify NVDC from any third party claims against the Membership Interest assigned.
ASSIGNMENT AND INDEMNIFICATION
