City Held Harmless. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold harmless City and any and all of City’s Boards, officers, agents, employees, assigns and successors in interest from and against any and all suits, claims, causes of action, liability, losses, damages, demands or expenses (including, but not limited to, attorney’s fees and costs of litigation), claimed by anyone (including Contractor and/or Contractor’s agents or employees) by reason of injury to, or death of, any person(s) (including Contractor and/or Contractor’s agents or employees), or for damage to, or destruction of, any property (including property of Contractor and/or Contractor’s agents or employees) or for any and all other losses, founded upon or alleged to arise out of, pertain to, or relate to the Contractor’s and/or Sub-Contractor’s performance of the Contract, whether or not contributed to by any act or omission of City, or of any of City’s Boards, officers, agents or employees. Provided, however, that where such suits, claims, causes of action, liability, losses, damages, demands or expenses arise from or relate to Contractor’s performance of a “Construction Contract” as defined by California Civil Code section 2783, this paragraph shall not be construed to require Contractor to indemnify or hold City harmless to the extent such suits, causes of action, claims, losses, demands and expenses are caused by the City’s sole negligence, willful misconduct or active negligence. Provided further that where such suits, claims, causes of action, liability, losses, damages, demands or expenses arise from Consultant’s design professional services as defined by California Civil Code section 2782.8, Consultant’s indemnity obligations shall be limited to allegations, suits, claims, causes of action, liability, losses, damages, demands or expenses arising out of, pertaining to, or relating to the Consultant’s negligence, recklessness or willful misconduct in the performance of the Contract. In addition, Contractor agrees to protect, defend, indemnify, keep and hold harmless City, including its Boards, Departments and City’s officers, agents, servants and employees, from and against any and all claims, damages, liabilities, losses and expenses arising out of any threatened, alleged or actual claim that the end product provided to LAWA by Contractor violates any patent, copyright, trade secret, proprietary right, intellectual property right, moral right, privacy, or similar r...
City Held Harmless. The County shall indemnify and hold harmless the City and its officers, agents, and employees, or any of them from any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature whatsoever, by any reason of or arising out of any negligent act or omission of the County, its officers, agents, and employees, or any of them relating to or arising out of performing services pursuant to this Agreement. In the event that any such suit based upon such a claim, action, loss, or damages is brought against the City, the County shall defend the same at its sole cost and expense; provided that the City reserves the right to participate in said suit if any principle of governmental or public law is involved; and if final judgment in said suit be rendered against the City, and its officers, agents, and employees, or any of them, or jointly against the City and the County and their respective officers, agents, and employees, or any of them, the County shall satisfy the same.
City Held Harmless. Subject to the limits of the Oregon Tort Claims Act and the Oregon Constitution, the County shall indemnify and hold harmless the City and its officers, agents, and employees, or any of them from any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature whatsoever, by any reason of or arising out of any act or omission of the County, its officers, agents, and employees, or any of them relating to or arising out of performing services pursuant to this agreement. In the event that any such suit based upon such a claim, action, loss, or damages is brought against the City, the County shall defend the same at its sole cost and expense; provided that the City reserves the right to participate in said suit if any principle of governmental or public law is involved; and if final judgment in said suit be rendered against the City, and its officers, agents, and employees, or any of them, or jointly against the City and the County and their respective officers, agents, and employees, or any of them, the County shall satisfy the same.
City Held Harmless. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold harmless City and any and all of City’s Boards, officers, agents, employees, assigns and successors in interest from and against any and all suits, claims, causes of action, liability, losses, damages, demands or expenses (including, but not limited to, attorney’s fees and costs of litigation), claimed by anyone (including Contractor and/or Contractor’s agents or employees) by reason of injury to, or death of, any person(s) (including Contractor and/or Contractor’s agents or employees), or for damage to, or destruction of, any property (including property of Contractor and/or Contractor’s agents or employees) or for any and all other losses, founded upon or alleged to arise out of, pertain to, or relate to the Contractor’s and/or Sub-Contractor’s performance of the Contract, whether or not contributed to by any act or omission of City, or of any of City’s Boards, officers, agents or employees; Provided, however, that where such suits, claims, causes of action, liability, losses, damages, demands or expenses arise from or relate to Contractor’s performance of a “Construction Contract” as defined by California Civil Code section 2783, this paragraph shall not be construed to require Contractor to indemnify or hold City harmless to the extent such suits, causes of action, claims, losses, demands and expenses are caused by the City’s sole negligence, willful misconduct or active negligence. In addition, Contractor agrees to protect, defend, indemnify, keep and hold harmless City, including its Boards, Departments and City’s officers, agents, servants and employees, from and against any and all claims, damages, liabilities, losses and expenses arising out of any threatened, alleged or actual claim that the end product provided to LAWA by Contractor violates any patent, copyright, trade secret, proprietary right, intellectual property right, moral right, privacy, or similar right, or any other rights of any third party anywhere in the world. Contractor agrees to, and shall, pay all damages, settlements, expenses and costs, including costs of investigation, court costs and attorney’s fees, and all other costs and damages sustained or incurred by City arising out of, or relating to, the matters set forth above in this paragraph of the City’s “Hold Harmless” agreement. In Contractor’s defense of the City under this Section, negotiation, compromise, and settlement of any action, the ...
City Held Harmless. The Company shall indemnify, defend and hold the City harmless from and against claims, demands, liens and all liability or damage of whatsoever kind directly arising from the operations of the Company within the City and the Company’s exercise of the rights under this Franchise, and shall pay the costs of defense plus reasonable attorneys' fees. The City shall (a) give prompt written notice to the Company of any claim, demand or lien with respect to which the City seeks indemnification hereunder and (b) unless in the City's judgment a conflict of interest may exist between the City and the Company with respect to such claim, demand or lien, shall permit the Company to assume the defense of such claim, demand, or lien with counsel satisfactory to the City. If such defense is assumed by the Company, the Company shall not be subject to liability for any settlement made without its consent. If such defense is not assumed by the Company or if the City determines that a conflict of interest exists, the parties reserve all rights to seek all remedies available in this Franchise against each other. Notwithstanding any provision hereof to the contrary, the Company shall not be obligated to indemnify, defend or hold the City harmless to the extent any claim, demand or lien arises out of or in connection with any negligent or intentional act or failure to act of the City or any of its officers, employees, contractors, or agents.
City Held Harmless. 12.1. In addition to the requirements of Section 11 Insurance herein, Licensee shall indemnify, defend, keep, and hold City, including Board, and City's officers, agents, servants, and employees, harmless from any and all costs, liability, damage, or expense (including costs of suit and fees and reasonable expenses of legal services) claimed by anyone by reason of injury to or death of persons, including Licensee, or damage to or destruction of property, including property of Lessee, sustained in, on, or about the Airport, or arising out of Licensee's use or occupancy thereof, Licensee’s use or occupancy of any other area of Airport, or arising out of the acts or omissions of Licensee, its agents, servants, or employees acting within the scope of their agency or employment.
City Held Harmless. In addition to the provisions of Section 8 herein, Licensee shall indemnify, defend, keep, and hold City, including Board, and City’s officers, agents, servants, and employees, harmless from any and all costs, liability, damage, or expense (including costs of suit and fees and reasonable expenses of legal services) claimed by anyone by reason of injury to or death of persons, including Licensee, damage to or destruction of property, including property of Licensee, sustained in, on, or about the Airport or arising out of Licensee’s use or occupancy of Airport or arising out of the acts or omissions of Licensee, its agents, servants, or employees acting within the scope of their agency or employment.
City Held Harmless. 7.1. In addition to the requirements of Section 5.0, Insurance herein, Contractor shall, to the fullest extent permitted by law, defend, indemnify and hold harmless City and any and all of its boards, commissioners, officers, directors, agents, employees, assigns and successors in interest (collectively “City Defendants”) from and against any and all allegations, suits, claims, causes of action, liability, losses, damages, demands or expenses (including, but not limited to, attorney’s fees and costs of litigation) (collectively “Claims”), prosecuted by anyone (including Contractor and/or Contractor’s agents, former and current employees, or competitors) by reason of, arising out of, related to, connected with or pertaining to (1) injury to, or death of, any person(s) (including Contractor and/or Contractor’s agents or employees), or (2) damage to, or destruction of, any property (including property of Contractor and/or Contractor’s agents or employees), or (3) Contractor’s (and/or its employees’ or agents’) and/or Sub-Contractor's (and/or its employees’ or agents’) performance of the Contract, or (4) City’s selection of Contractor over its competitors as the awardee of this Contract; whether or not contributed to by any act or omission of City, or of any of City’s Boards, officers, agents or employees. If applicable, (a) where such Claims arise from or relate to Contractor’s performance of a “Construction Contract” as defined by California Civil Code Section 2783, this paragraph shall not be construed to require Contractor to indemnify or hold City harmless to the extent such Claims are caused by the City’s sole negligence, willful misconduct or active negligence; and/or
City Held Harmless. 5.1 In addition to the requirements of Section 4, Insurance herein, Licensee shall, to the fullest extent permitted by law, defend, indemnify and hold harmless City and any and all of its boards, commissioners, officers, directors, agents, employees, assigns and successors in interest (collectively “City Defendants”) from and against any and all allegations, suits, claims, causes of action, liability, losses, damages, demands or expenses (including, but not limited to, attorney’s fees and costs of litigation) (collectively “Claims”), prosecuted by anyone (including Licensee and/or Licensee’s agents, former and current employees, or competitors) by reason of, arising out of, related to, connected with or pertaining to (1) injury to, or death of, any person(s) (including Licensee and/or Licensee’s agents or employees), or (2) damage to, or destruction of, any property (including property of Licensee and/or Licensee’s agents or employees), or (3) Licensee’s (and/or its employees’ or agents’) and/or Sublicensee’s (and/or its employees’ or agents’) performance of the Contract, or (4) City’s selection of Licensee over its competitors as the awardee of this License; whether or not contributed to by any act or omission of City, or of any of City’s Boards, officers, agents or employees. If applicable, (a) where such Claims arise from or relate to Licensee’s performance of a “Construction Contract” as defined by California Civil Code Section 2783, this paragraph shall not be construed to require Licensee to indemnify or hold City harmless to the extent such Claims are caused by the City’s sole negligence, willful misconduct or active negligence; and/or (b) where such Claims arise from Licensee’s design professional services as defined by California Civil Code Section 2782.8, Licensee’s indemnity obligations shall be limited to Claims arising out of, pertaining to, or relating to the Licensee’s negligence, recklessness or willful misconduct in the performance of the Contract.
5.2 In Licensee’s defense of the City, including but not limited to the negotiation, compromise, and settlement of any action, the City shall retain discretion in and control of the litigation, negotiation, compromise, settlement, and appeals there from, as required by the Los Angeles City Charter, particularly Article II, Sections 271, 272 and 273 thereof.
City Held Harmless. The Company shall indemnify, defend and hold the City harmless from and against claims, demands, liens and all liability or damage of whatsoever kind on account of or directly arising from the grant of this Franchise or the exercise by the Company of the related rights, but in both instances only to the extent caused by the Company, and shall pay the costs of defense plus reasonable attorneys’ fees. The City shall
