City’s Indemnity. During any period when the City or any Agent of the City is installing, operating, or maintaining its Equipment, the City acknowledges and agrees that the City has control of the License Area and will be solely responsible for any resulting injury or damage to property or persons, except for injury or damage resulting from Licensee's negligence, recklessness, or willful misconduct. Licensee is not a co-employer of any employee of the City or any employee of the City’s Agents, and Licensee will not be liable for any Claim of any employee of the City or any employee of Licensor’s Agents, except for Claims arising from Licensee's negligence, recklessness, or willful misconduct. The City agrees to Indemnify Licensee fully against any Claim brought by any employee of the City or any employee of the City’s Agents arising from or related to the City’s access to and use of the License Area and other activities of the City or its Agents in or around the License Area, except for injury or damage resulting from Licensee's negligence, recklessness, or willful misconduct.
City’s Indemnity. City shall indemnify, defend and hold harmless ("Indemnify") Landlord and its Agents from and against any and all claims, costs and expenses, including, without limitation, reasonable attorneys’ fees (collectively, "Claims"), incurred as a result of (a) City’s use of the Premises, (b) any default by City in the performance of any of its material obligations under this Lease, or (c) any negligent acts or omissions of City or its Agents in, on or about the Premises or the Property; provided, however, City shall not be obligated to Indemnify Landlord or its Agents to the extent any Claim arises out of the negligence or willful misconduct of Landlord or its Agents. In any action or proceeding brought against Landlord or its Agents by reason of any Claim Indemnified by City hereunder, City may, at its sole option, elect to defend such Claim by attorneys in City’s Office of the City Attorney, by other attorneys selected by City, or both. City shall have the right to control the defense and to determine the settlement or compromise of any action or proceeding, provided that Landlord shall have the right, but not the obligation, to participate in the defense of any such Claim at its sole cost. City’s obligations under this Section shall survive the termination of the Lease.
City’s Indemnity. City shall defend and indemnify Lessee and hold it harmless from and against any Claims related to this Master Lease that arise solely from any act, omission or negligence of City Parties.
City’s Indemnity. The City hereby agrees to indemnify, save harmless and defend WPZS from any and all losses, claims, actions or damage suffered by any person or entity by reason of or resulting from any act or omission of the City or any of its officers, agents, employees, or invitees in connection with use or occupancy of the Property, including trademark, patent, and copyright infringement; but only to the extent such claims, actions, costs, damages or expenses are caused by the negligence of the City, its authorized officers, agents, employees or invitees. The indemnification provided for in this section shall survive any termination or expiration of this Agreement. The City waives, with respect to WPZS only, its immunity under RCW Title 51, Industrial Insurance. This indemnification provision is the result of mutual negotiation.
City’s Indemnity. The City agrees to indemnify and hold harmless Troon and its owners, officers, directors, employees, members and managers from and against any and all claims, demands, actions, lawsuits, proceedings, damages, liabilities, judgments, penalties, fines, attorneys’ fees, costs, and expenses:
(a) that result from an act or omission by Troon in connection with the management and operation of the Golf Resort (i) that is expressly directed by this Agreement, or (ii) that is within the scope of Troon’s duties under this Agreement, or (iii) that is within Troon’s delegated authority under this Agreement, or (iv) that was either at the direction of the City or with the written approval of the City unless, in each case, such act or omission would be an event for which Troon is required to indemnify the City under Article 11.1 above; or
(b) which result from the City’s breach of this Agreement or any act or omission constituting active or passive negligence, gross negligence, or willful misconduct by the City or any officer, director, employee, or agent of the City; or
(c) which otherwise arise from the operation or condition of the Golf Course or any activity occurring thereon unless, in each case, such matter would be an event for which Troon is required to indemnify the City under Article 11.1 above.
City’s Indemnity. City agrees to defend, indemnify and hold Xxxxx harmless from any and all Environmental Liability incurred by or assessed against Xxxxx as the result of any Hazardous Substance or any environmental matter (except any created by or arising out of Xxxxx'x activities) whether known or unknown, existing, discovered or deposited at, on or under the Premises during the Lease Term and any extension thereof.
City’s Indemnity. City shall defend, indemnify and save harmless Company and its agents and employees against all costs (including, without limitation, reasonable attorneys’ fees), damages or claims whether for personal injury, bodily injury or property damage, during the Term and Extended Term of this Lease, occurring on the Leased Premises, if caused by a negligent act or omission by City or its agents, employees or contractors.
City’s Indemnity. Subject to Section 14.4 [Exclusivity of Specified Remedies], the City shall indemnify and hold harmless Project Co and Project Co Persons against all Direct Losses which may be suffered, sustained, incurred or brought against them as a result of, in respect of, or arising out of any one or more of the following:
(a) the death or personal injury of any Person arising, directly or indirectly, out of Legal Fault of the City or any City Person, except to the extent caused, or contributed to, by the breach of this Agreement by or other Legal Fault of Project Co or any Project Co Person;
(b) any physical loss of or damage to all or any part of any property or assets of Project Co or any Project Co Person, arising, directly or indirectly, out of, Legal Fault of the City or any City Person, except to the extent caused, or contributed to, by the breach of this Agreement by or other Legal Fault of Project Co or any Project Co Person, and;
(c) any physical loss of or damage to property or assets of any third party, or any other loss or damage of any third party, arising, directly or indirectly, out of Legal Fault of the City or any City Person, except to the extent caused, or contributed to, by the breach of this Agreement by or other Legal Fault of Project Co or any Project Co Person; provided that there shall be excluded from the indemnity given by the City any liability for the occurrence of risks against which Project Co is required to insure under this Agreement to the extent of the proceeds available or that should have been available but for a failure by Project Co to comply with its obligations to properly insure under this Agreement.
City’s Indemnity. The City will indemnify and hold harmless the Tenant from and against every demand, claim, proceeding, cause of action, judgement, expense, loss or damage which the Tenant may suffer or incur or be put to arising out of or in connection with any default by the City in observing or performing its obligations under this Lease or any breach by the City of any warranty or representation under this Lease.
City’s Indemnity. City shall indemnify, defend, and hold InContact, its affiliates, suppliers, and their respective employees harmless from and against any and all Costs resulting from a claim, suit, action, or proceeding brought by any third party against InContact that arises out of or results from a claim by a third-party (i) alleging that InContact's use of the City Data or any trademarks or service marks (other than InContact’s marks) or City’s use of InContact’s Service to perform any operation, service, process, procedure, or function of, or pertaining to, the City’s business, infringes the copyright, trademark, or patent rights of a third party, or (ii) arising out of City’s breach of Section 3.5.3.1 or 3.5.3.2 above, provided that InContact (a) promptly provides City notice of the claim, suit, action, or proceeding; (b) gives City sole control of the defense and related settlement negotiations; and (c) provides City with all reasonably available information and assistance (at City's sole cost and expense) necessary to perform City’s obligations under this paragraph.
