Assumption of Liabilities and Indemnification Sample Clauses

Assumption of Liabilities and Indemnification. I have read, understand, and agree to follow the above rules and regulations. I am aware that this rental contract can be canceled/terminated at any time if in the opinion of BREC, said rules and regulations are not followed and enforced by the Lessee. Lessee hereby acknowledges the receipt of this contract and hereby accepts all terms and conditions set forth herein together with terms and conditions of overall policies as established by the Recreation and Park Commission. It is understood and agreed between the parties that nothing in this agreement shall constitute or be construed to be an employment or joint employer relationship between BREC and . It is agreed that (Lessee/Representative of Leasing Organization) wll indemnify, defend at its own expense, and hold harmless BREC, their employees, agents, and affiliates from any claim, action, or related expense, including by not limited to, claims or actions for personal injury, including death, resulting from the use of any BREC properety, except in the extent resulting solely from any willful misconduct or gross negligence of the employees of BREC. This indemnity includes any defense costs and attorney’s fees that may be incurred. RECREATION AND PARK COMMISSION EMPLOYEE DATE LESSEE OR ORGANIZATION REPRESENTATIVE DATE ------------------------------------------------------------------ For office use only --------------------------------------------------------------------- RENTAL FEE RECEIPT TOTAL HOURS REQUESTED: TOTAL RENTAL FEE: DATE SECURITY DEPOSIT RECEIVED: DATE TOTAL BALANCE RECEIVED: BREC RECTRAC RECEIPT # DATE DAMAGE DEPOSIT RECEIVED: (CHECK # ) DAMAGE DEPOSIT RETURNED: YES | NO IF NOT RETURNED, PLEASE LIST REASONS AND ANY AMOUNT THAT WAS RETURNED: DATE: MAILED CHECK _ | PICKED UP CHECK | SHREDDED CHECK BREC EMPLOYEE NAME
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Assumption of Liabilities and Indemnification. (a) At the Closing, effective upon consummation of the contribution described in Section 2.01(a), LAMCO Holdings shall assume 99% of LBHI’s right, title and interest in and to the Asset Management Liabilities (defined below) and LBHI SPV shall assume 1% of LBHI’s right, title and interest in and to the Liabilities of LBHI as set forth in clauses (i) through (vi) below (collectively, the “Domestic Asset Management Liabilities”) and clauses (vii) and (viii) below (collectively the “International Asset Management Liabilities”, and together with the Domestic Asset Management Liabilities, the “Asset Management Liabilities”):
Assumption of Liabilities and Indemnification. Buyer expressly assumes Seller's proportionate share of all costs, expenses, obligations and liabilities associated with the Assets after the Closing Date, including, but by no means limited to, the proper and lawful plug and abandonment and reabandonment of all wells and facxxxxxes on lands covered by the Leases or pooled therewith, closure of all pits, removal of all flowlines, pipelines, shell pads and pilings, whether now or hereafter, located on the lands to be transferred hereunder in accordance with all requirements under law, including, but not limited to, the rules, regulations and requirements of any governmental authority having jurisdiction thereof, specifically including the Department of Conservation, State of Louisiana and in accordance with all obligations, express or implied, in any agreement (including the applicable leases) which Buyer is required to assume hereunder or hereby, whether or not any such obligations arise prior to or after the Closing Date. SUBJECT TO SELLER'S INDEMNIFICATION SET FORTH BELOW, BUYER SHALL INDEMNIFY AND DEFEND SELLER, ITS OFFICERS, DIRECTORS, SHAREHOLDERS, AGENTS, REPRESENTATIVES AND EMPLOYEES ("SELLER INDEMNIFIED PARTIES") AGAINST ANY AND ALL SUCH LOSSES, CLAIMS, SUITS, CONTROVERSIES, LIABILITIES AND EXPENSES, ARISING OUT OF, OR IN CONNECTION WITH, OBLIGATIONS ASSUMED UNDER THIS PARAGRAPH, INCLUDING, WITHOUT LIMITATION, THE PLUGGING AND ABANDONING AND REABANDONING OF ANY WELLS, REMOVAL OR MOXXXXXATION OF FACILITIES, INCLUDING, BUT NOT LIMITED TO, FLOWLINES AND PIPELINES, CLOSURE OF PITS AND RESTORATION OF SURFACE, REGARDLESS OF WHETHER THE OBLIGATION TO PLUG AND ABANDON AND REABANDON, REMOVE, MODIFY, CLOSE OR RESTORE AROSE PRIOR TO, OR SUBSEQUENT TO, THE CLOSING DATE, AND SUCH INDEMNIFICATION SHALL EXTEND TO AND INCLUDE CLAIMS OR CAUSES OF ACTION BASED UPON THE NEGLIGENCE OR STRICT LIABILITY OF SELLER INDEMNIFIED PARTIES. THE SALE WILL BE MADE EXPRESSLY SUBJECT TO THE TERMS OF ALL EXISTING OPERATING AGREEMENTS, UNIT AGREEMENTS, FARMOUT AGREEMENTS, LEASES, SUBLEASES AND ASSIGNMENTS AS WELL AS ANY AND ALL OTHER AGREEMENTS WHICH ARE SET FORTH ON EXHIBIT "A," WHETHER RECORDED OR UNRECORDED, AFFECTING THE ASSETS. Buyer further agrees to indemnify, release, defend and hold Seller Indemnified Parties harmless from and against any and all damages, losses, expenses (including, but not limited to, court costs, attorneys' fees, consultant fees and investigative costs and fees) and all other costs and liabilities arisin...
Assumption of Liabilities and Indemnification. 7.01 Assumption of Obligations by Purchaser. At Closing, Purchaser shall assume all obligations and liabilities attributable to, relating to, or arising in connection in any way with the Resource Assets for all periods on and after Closing. Seller shall remain liable for all obligations and liabilities attributable to, relating to or arising in connection in any way with the Resource Assets, for all periods prior to Closing.
Assumption of Liabilities and Indemnification. 7.01 Assumption of Sellers’ Obligations by Purchaser 28 7.02 Indemnification by Purchaser 29 7.03 Obligations Retained by Sellers 29 7.04 Indemnification by Sellers 7.05 NORM 30 7.06 Indemnification Procedures. 30
Assumption of Liabilities and Indemnification. 7.01 Assumption of Sellers’ Obligations by Purchaser. At Closing, Purchaser shall assume the following obligations and liabilities (excluding any matters that are specifically excepted below and subject to Sellersindemnification obligations under Section 7.04, collectively the “Assumed Obligations”):
Assumption of Liabilities and Indemnification. 9.1 Assumption and Retention of Liabilities.
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Assumption of Liabilities and Indemnification. Berliner and New Film Opticals shall assume, pay and indemnify and hold TCX harmless from and against any and all pre-Agreement claims and liabilities of TCX that are related to Film Opticals or the Film Library, whether by contract, lease, license or otherwise, without qualification, except the costs and expenses related to this Agreement.
Assumption of Liabilities and Indemnification. Buyer shall assume all obligations and liabilities with respect to the Equipment upon the Effective Date and Seller shall have no liability whatsoever. As of the Effective Date, the Buyer shall indemnify and hold harmless Seller, its parent, subsidiaries, affiliates, successors or assigns, officers, directors, employees, subcontractors, and agents against any and all claims demands, losses, damages, costs, fines, penalties, causes of action, suits and liabilities of every kind, for personal injury to and/or the death of any person and/or for damage to any property arising from or related to the Equipment or any products manufactured or resulting therefrom, including, but not limited to, any dismantling, packing, transport and re-assembly of the Equipment.
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