By Retec Sample Clauses

By Retec. To the fullest extent permitted by law, Retec shall indemnify, defend and hold harmless AGLC, its affiliates, and its and their respective agents, officers, directors, and employees from and against any and all claims, causes of action, suits, damages, losses and [****] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended. Expenses, including but not limited to reasonable attorneys’ fees and amounts paid in settlement, arising out of or resulting from: (A) Retec’s performance of Services, under either the 2000 Agreement or this Amended Agreement, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Services itself) including loss of use resulting therefrom, caused in whole or in part by Retec, or any of its employees, agents or subcontractors (but only when acting as a subcontractor to Retec), anyone directly or indirectly employed by them or anyone for whose acts they may be liable, except: (i) to the extent that such claims and actions arise out of AGLC’s, or any of its employees’ or agents’ willful misconduct or negligent act or omissions; or (ii) to the extent that such claims arise out of acts or omissions of AGLC’s contractors or consultants (other than Retec); or (iii) to the extent the claim, cause of action, suit, damage, loss or expense does not arise from a third party claim against AGLC or its affiliates or its or their respective agents, officers, directors or employees, then Retec's obligations under this Paragraph 6.1(A) shall only arise from the willful misconduct or negligence of Retec or its employees, agents or subcontractors (but only when acting as a subcontractor to Retec); (B) any breach of this Amended Agreement or the 2000 Agreement by Retec; (C) any breach of any representation or warranty of Retec set forth in this Amended Agreement or the 2000 Agreement; (D) any infringement upon or misappropriation of the proprietary rights of any third party; or (E) any violation of any federal, state, or local law, rule or regulation by Retec or any of its employees, agents or subcontractors in the performance of the Services, provided that this clause (E) will not apply to any event occurring on a Site where the event is the result of information, direction, instructions,...
Sample 1

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