By the Administrator. The Administrator shall indemnify and hold the Sub-Administrator, including its affiliates and all their partners, officers, directors, trustees, employees, shareholders and agents harmless from and against any and all losses, damages, costs, charges, counsel fees, payments, expenses and liabilities arising out of or attributable to:
By the Administrator. The Administrator may not assign this Agreement without the prior written consent of the Owner, which consent may not be unreasonably withheld, except that the Administrator may, without such consent, assign or delegate any of its rights or obligations under this Agreement to any of its Affiliates (subject to any applicable requirements under the Financing Documents or Project Documents).
By the Administrator. The Administrator may not assign this Agreement without the prior written consent of the Project Company, except that the Administrator may, without such consent, assign this Agreement (i) to any Affiliate or (ii) to any Person that has (or whose obligations under this Agreement are guaranteed by an entity that has) Relevant Experience.
By the Administrator. The Administrator may not assign this Agreement without the prior written consent of the Company.
By the Administrator. Administrator and Parent, jointly and severally, shall indemnify, defend and hold the Group and its officers, shareholders, directors, employees, agents, attorneys and consultants, harmless from and against any and all liabilities, losses, damages, claims, causes of action and expenses (including reasonable attorneys’ fees), not covered by insurance (including self-insured insurance and reserves), whenever arising or incurred, that are caused or asserted to have been caused, directly or indirectly, by or as a result of the performance of any intentional acts, negligent acts or omissions by Administrator, Parent or Affiliates and/or any of their respective shareholders, employees and/or subcontractors (other than the Group or its employees) during the term of this Agreement. Provided, however that in the event an indemnification obligation under the preceding sentence arises as a result of any act or omission of a person who is an officer, shareholder or other equity holder, director, employee, agent, attorney or consultant of the Group (other than in connection with the activities of the Joint Planning Board), such person shall not be entitled to indemnification in connection therewith and any other adjustment as is equitable shall be made to Administrator’s or Parent’s indemnification obligation arising thereby.
