Common use of COVENANT TO HOLD HARMLESS Clause in Contracts

COVENANT TO HOLD HARMLESS. Contractor covenants to defend and indemnify Airports Authority, its directors, officers, partners, shareholders, members, managers, representatives, management companies, agents and employees, and save them harmless (except to the extent of loss or damage resulting from the intentional or willful acts or omissions or the gross negligence of Airports Authority) from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability and expense, including attorneys' fees and court costs, in connection with all losses, including loss of life, personal injury and/or damage to property, arising from or out of Contractor's failure to comply with any provision of this Lease, or arising from or out of any occurrence, upon or at the Premises or the Airport, or any part thereof, or the occupancy or use by Contractor of the Premises or the Airport or any part thereof, or occasioned wholly or in part by any act or omission of Contractor, its concessionaires, agents, contractors, suppliers, employees, servants, customers or licensees and including any product liability claim or any labor dispute involving Contractor or its contractors and agents. For purposes hereof, the Premises shall include any service areas adjoining the same. In case Airports Authority or any other party so indemnified shall be made a party to any litigation commenced by or against Contractor, then Contractor shall defend, indemnify, protect and save them harmless and shall pay, as the same becomes due and payable, all costs, losses, expenses and attorneys' fees and court costs incurred or paid by them in connection with such litigation. If any portion of Contractor's Premises, Fixed Improvements or Operating Equipment is damaged by the gross negligence of the Airports Authority’s officers, employees or agents, the Airports Authority shall reimburse the Contractor for the reasonable repair costs of such damage. Airports Authority shall have no liability to the Contractor for any such damage. In addition to the foregoing indemnity, if Airports Authority, or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , arising out of said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this Lease.

COVENANT TO HOLD HARMLESS. Contractor covenants to defend Tenant ~ Landlord, the underlying lessor, if any, and indemnify Airports Authoritytheir respective officers, its directors~ors, officersstockholders, beneficiaries, partners, shareholders, members, managers, representatives, management companies, agents and employees, and save them harmless (except to the extent of for loss or damage resulting solely from the intentional or willful acts or omissions or the gross negligence of Airports AuthorityLandlord and not required to be insured against by Tenant pursuant to this Article XI) from and against any and anu all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability liability, cost and expense, including attorneys' fees and court costsfees, in connection with all losses, including loss of life, personal injury and/or damage to property, arising from or out of Contractorany occurrence in, upon or at the leased premises or the occupancy or use by Tenant of the leased premises or any part thereof, or arising from or out of Tenant's failure to comply with any provision of this Lease, or arising from or out of any occurrence, upon or at the Premises or the Airport, or any part thereof, or the occupancy or use by Contractor of the Premises or the Airport or any part thereof, Lease or occasioned wholly or in part by any act or omission of ContractorTenant, its concessionaires, agents, contractors, suppliers, employees, servants, customers or licensees and including any product liability claim or any labor dispute involving Contractor or its contractors and agentslicensees. For purposes hereofthe purpose of this Section 11.03, the Premises leased premises shall include any the service areas adjoining the samesame and the loading platform area allocated to ~use of Tenant~the parking facilities servicing the Shopping Center. In case Airports Authority Landlord or any other party so indemnified shall shall, without fault, be made a party to any litigation commenced by or against ContractorTenant, then Contractor shall defendor if Landlord or any such party shall, indemnifyin its sole discretion, determine that it must intervene in such litigation to protect and save them harmless and shall payits interest hereunder, as including, without limitation, the same becomes due and payable, all incurring of costs, lossesexpenses, expenses and attorneys' fees in connection with relief of Tenant ordered pursuant to the Bankruptcy Code (11 USC ~ 101 ~ seci.), then Tenant shall protect and court costs hold them harmless by attorneys satisfactory to Landlord and shall pay all costs, expenses and reasonable attorneys' fees incurred or paid by them such party in connection with such litigation. If Landlord shall have the right to engage its own attorneys in connection with any portion of Contractor's Premises, Fixed Improvements or Operating Equipment is damaged by the gross negligence of the Airports Authority’s officers, employees or agents, the Airports Authority shall reimburse the Contractor for the reasonable repair costs of such damage. Airports Authority shall have no liability to the Contractor for any such damage. In addition to the foregoing indemnity, if Airports Authority, or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , arising out of said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 11.03 or any other provision of this Lease, including, without limitation, any defense of Landlord or intervention by Landlord, notwithstanding any contrary provisions or court decisions of the State The foregoing provisions of this Section shall survive the expiration, termination expiration or earlier cancellation termination Cf the term of this Lease.. _________ _____

COVENANT TO HOLD HARMLESS. Contractor (a) Tenant covenants to defend and indemnify Airports Authority, its directors, officers, partners, shareholders, members, managers, representatives, management companies, agents and employeesLandlord, and save them harmless (except to the extent of loss or damage resulting from the intentional or willful acts or omissions or the gross negligence of Airports Authority) it harmless, from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability and expense, including attorneys' fees and court costslegal fees, in connection with all losses, including loss of life, personal injury and/or damage to property, arising from or out of Contractor's failure to comply with any provision of this Lease, or property (i) arising from or out of any occurrenceoccurrence in, upon or at the Premises Demised Premises; or the Airport, (ii) arising from or any part thereof, or out of the occupancy or use by Contractor Tenant, Tenant’s agents, contractors, employees, servants, customers, licensees or invitees, of the Demised Premises or the Airport Common Areas or any part thereof, ; or (iii) occasioned wholly or in part by any act or omission of ContractorTenant, its concessionaires, agents, contractors, suppliers, employees, servants, customers customers, licensees or licensees and invitees. Landlord shall not be responsible or liable for any damage or injury to any property, fixtures, buildings or other improvement, or to any person or persons, at any time on the Demised Premises, including any product liability claim damage or injury to Tenant or to any labor dispute involving Contractor of Tenant’s agents, contractors, employees, servants, customers, licensees or invitees. The foregoing indemnity and hold harmless obligations of Tenant and exculpation of Landlord shall not apply to any occurrence to the extent resulting from (i) the gross negligence or wilful misconduct of Landlord, its contractors and agents. For purposes , contractors, employees, servants, customers, licensees or invitees or (ii) acts or omissions of Landlord, Landlord’s agents, contractors, employees, servants, licensees or invitees in connection with services provided under Sections 4(f) or 28 hereof, the Premises Oshawa Labour and Management Services Agreement or the ASA; and Landlord will indemnify and hold harmless Tenant to such extent. Provided however that Tenant acknowledges that it shall include any service areas adjoining nevertheless be liable for the same. In case Airports Authority or any other acts and/or omissions of third party so indemnified shall be made a party to any litigation commenced by or against Contractor, then Contractor shall defend, indemnify, protect contractors and save them harmless and shall pay, as the same becomes due and payable, all costs, losses, expenses and attorneys' fees and court costs incurred or paid by them in connection with such litigation. If any portion of Contractor's Premises, Fixed Improvements or Operating Equipment is damaged by for the gross negligence and/or willful misconduct of Tenant and its affiliates. Notwithstanding the Airports Authority’s officersforegoing, employees or agents, the Airports Authority under no circumstances shall reimburse the Contractor for the reasonable repair costs of such damage. Airports Authority shall have no liability to the Contractor Tenant ever be liable for any such damage. In addition to the foregoing indemnity, if Airports Authority, consequential damages or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , arising out of said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this Leaseeconomic loss.

COVENANT TO HOLD HARMLESS. Contractor covenants Tenant hereby indemnifies and agrees to defend and indemnify Airports Authorityhold harmless Landlord, its officers, directors, officers, partners, shareholders, members, managers, representatives, management companies, agents and employees, and save them harmless agents, and any mortgagee or master lessor of the Shopping Center and/or the Retail Development (except to the extent of loss or damage resulting from the intentional or willful acts or omissions or the gross negligence of Airports Authority) herein, collectively, "Landlord's Indemnitees"), from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability liability, cost and expense, including attorneys' fees and court costsfees, that (i) arise from or are in connection with all lossesthe possession, including loss use, occupancy, management, repair, maintenance or control of life, personal injury and/or damage to property, arising from or out of Contractor's failure to comply with any provision of this Lease, or arising from or out of any occurrence, upon or at the Premises or the AirportLeased Premises, or any part portion thereof, or the occupancy (ii) arise from or use by Contractor of the Premises or the Airport or any part thereof, or occasioned wholly or are in part by connection with any act or omission of ContractorTenant or Tenant's agents, its concessionaires, agentsemployees, contractors, supplierslicensees or invitees, employeesor (iii) result from any default, servantsbreach, customers violation or licensees and including any product liability claim nonperformance of this Lease or any labor dispute involving Contractor provision hereof by Tenant, or (iv) result from injury to person or property or loss of life sustained in or about the Leased Premises. Tenant shall, at its contractors own cost and agentsexpense, defend any and all actions, suits and proceedings which may be brought against Landlord or any of Landlord's Indemnitees with respect to the foregoing. For purposes hereofTenant shall pay, satisfy and discharge any and all judgments, orders and decrees which may be received against Landlord or any of Landlord's Indemnitees in connection with the Premises shall include any service areas adjoining the sameforegoing. In case Airports Authority the event Landlord or any other party so indemnified shall of Landlord's Indemnitees, shall, without fault, be made a party to any litigation commenced by or against ContractorTenant, or if Landlord or any such party shall, in its sole discretion, intervene in such litigation to protect its interest hereunder, then Contractor Tenant shall defend, indemnify, protect and save hold them harmless and shall pay, as the same becomes due and payable, pay all costs, losses, expenses and attorneys' fees and court costs incurred or paid by them such party(ies) in connection with such litigation. If any portion of Contractor's Premises, Fixed Improvements or Operating Equipment is damaged by the gross negligence of the Airports Authority’s officers, employees or agents, the Airports Authority shall reimburse the Contractor for the reasonable repair costs of such damage. Airports Authority shall have no liability to the Contractor for any such damage. In addition to the foregoing indemnity, if Airports Authority, or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , arising out of said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this Lease.

COVENANT TO HOLD HARMLESS. Contractor Tenant covenants to defend indemnify Landlord, the underlying lessor, if any, and indemnify Airports Authoritytheir respective officers, its directors, officersstockholders, beneficiaries, partners, shareholders, members, managers, representatives, management companies, agents and employees, and save them harmless (except to the extent of for loss or damage resulting from the intentional or willful acts or omissions or the gross negligence of Airports AuthorityLandlord and not required to be insured against by Tenant pursuant to this Article XI) from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability liability, cost and expense, including reasonable attorneys' fees and court costsfees, in connection with all losses, including loss of life, personal injury and/or damage to property, arising from or out of Contractorany occurrence in, upon or at the leased premises or the occupancy or use by Tenant of the leased premises or any part thereof, or arising from or out of Tenant's failure to comply with any provision of this Lease, or arising from or out of any occurrence, upon or at the Premises or the Airport, or any part thereof, or the occupancy or use by Contractor of the Premises or the Airport or any part thereof, Lease or occasioned wholly or in part by any act or omission of ContractorTenant, its concessionaires, agents, contractors, suppliers, employees, servants, customers or licensees and including any product liability claim or any labor dispute involving Contractor or its contractors and agentslicensees. For purposes hereofthe purpose of this Section 11.03, the Premises leased premises shall include any the service areas adjoining the samesame and the loading platform area allocated to the use of Tenant and the parking facilities servicing the Shopping Center. In case Airports Authority Landlord or any other party so indemnified shall shall, without fault, be made a party to any litigation commenced by or against ContractorTenant, then Contractor shall defendor if Landlord or any such party shall, indemnifyin its sole discretion, determine that it must intervene in such litigation to protect and save them harmless and shall payits interest hereunder, as including, without limitation, the same becomes due and payable, all incurring of costs, lossesexpenses, expenses and attorneys' fees in connection with relief of Tenant ordered pursuant to the Bankruptcy Code (11 USC (S) 101 et. seq), then Tenant shall --- --- protect and court costs hold them harmless by attorneys satisfactory to Landlord and shall pay all costs, expenses and reasonable attorneys' fees incurred or paid by them such party in connection with such litigation. If Landlord shall have the right to engage its own attorneys in connection with any portion of Contractor's Premisesthe provisions of this Section 11.03 or any other provision of this Lease, Fixed Improvements including, without limitation, any defense of Landlord or Operating Equipment is damaged intervention by Landlord, notwithstanding any contrary provisions or court decisions of the gross State. The foregoing provisions of this Section shall survive the expiration or earlier termination of the term of this Lease. Landlord covenants to indemnify Tenant, and save it harmless (except for loss or damage resulting from the negligence of the Airports Authority’s officersTenant, employees its agents or agents, the Airports Authority shall reimburse the Contractor for the reasonable repair costs of such damage. Airports Authority shall have no liability to the Contractor for employees) from and against any such damage. In addition to the foregoing indemnity, if Airports Authority, or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any all claims, losses, actions, demands, judgments, awards, fines, damages, liability and expensesexpense, including attorneys' fees and court costs fees, in connection with loss of life, personal injury and/or damage to property arising from or out of said non-compliance. Contractor shall be given notice any occurrence (other than any occurrence caused by Tenant, its agents or employees or arising in connection with Tenant's business operations) in the common areas of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this LeaseShopping Center.

COVENANT TO HOLD HARMLESS. Contractor covenants Tenant agrees to defend indemnify and indemnify Airports Authority, its directors, officers, partners, shareholders, members, managers, representatives, management companies, agents hold Landlord harmless against and employees, and save them harmless (except to the extent of loss or damage resulting from the intentional or willful acts or omissions or the gross negligence of Airports Authority) from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability cost and expenseexpenses, including attorneys' fees reasonable attorney's fees, arising from the conduct or management of the business conducted by Tenant in the Leased Premises or from any breach or default on the part of the Tenant in the performance of any covenant or agreement to be performed by Tenant pursuant to the terms of this lease, or from any act of negligence of Tenant, its agent, contractors, servants, employees, sublessees, concessionaires or licensees in or about the Leased Premises. In the event any action or proceeding is brought against the Landlord by reason of any such claim, Tenant, upon notice from Landlord, covenants to defend such action or proceeding and court costsemploy legal counsel satisfactory to Landlord. Landlord shall not be responsible or liable for damages at any time to Tenant, in connection with all lossesor to those claiming by, including through or under Tenant, for any loss of life, bodily or personal injury and/or injury, or damage to property, arising from property or out of Contractor's failure to comply with any provision of this Leasebusiness, or arising from for business interruption, that may be occasioned by or out through the acts, omissions or negligence of any occurrence, upon or at the Premises or the Airportother persons, or any part thereof, sub-tenants or the occupancy or use by Contractor occupants of the Premises or the Airport or any part thereof, or occasioned wholly or in part by any act or omission of Contractor, its concessionaires, agents, contractors, suppliers, employees, servants, customers or licensees and including any product liability claim or any labor dispute involving Contractor or its contractors and agents. For purposes hereof, the Premises shall include any service areas adjoining the same. In case Airports Authority or any other party so indemnified shall be made a party to any litigation commenced by or against Contractor, then Contractor shall defend, indemnify, protect and save them harmless and shall pay, as the same becomes due and payable, all costs, losses, expenses and attorneys' fees and court costs incurred or paid by them in connection with such litigation. If any portion of Contractor's the Leased Premises. Landlord shall not be responsible or liable for damages at any time for any defects, Fixed Improvements latent or Operating Equipment is damaged by otherwise, in any buildings or improvements in the gross negligence Leased Premises or any of the Airports Authority’s officersequipment, employees machinery, utilities, appliances or agentsapparatus therein, nor shall Landlord be responsible or liable for damages at any time for loss of life, or injury or damage to any person or to any property or business of Tenant, or those claiming by, through or under Tenant, caused by or resulting from the Airports Authority shall reimburse bursting, breaking, leaking, running, seeping, overflowing or backing up of water, steam, gas sewage, snow or ice in any part of the Contractor for Leased Premises or caused by or resulting from acts of God or the reasonable repair costs elements, or resulting from any defect or negligence in the occupancy, construction, operation or use of such damage. Airports Authority shall have no liability to the Contractor for any such damage. In addition to the foregoing indemnity, if Airports AuthorityLeased Premises, or any of its respective directorsthe equipment, officersfixtures, partnersmachinery, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state appliances or Authority laws, regulations or directives governing airport security or access to secure areas of the Airport, and said non-compliance is the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , arising out of said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this Leaseapparatus therein.

COVENANT TO HOLD HARMLESS. Contractor covenants Landlord shall be defended and held harmless by Tenant from any liability or claims for damages to defend any person or any property in or upon the Premises unless caused by the willful act of Landlord, including but not limited to the person and indemnify Airports Authority, property of Tenant and its directors, officers, partnersagents, shareholders, members, managers, representatives, management companies, agents and employees, and save them harmless (except to shall pay all expenses incurred by Landlord in defending any such claim or action, including without limitation attorney fees of Landlord and any judgment or court costs. All property kept, stored or maintained in the extent Premises shall be so kept, stored or maintained solely at the risk of loss Tenant. Except for loss, injury or damage resulting from caused solely by the intentional willful misconduct or willful acts or omissions or the gross negligence of Airports Authority) from and against any and all claims, actions, demands, judgments, awards, fines, mechanics' liens or other liens, losses, damages, liability and expense, including attorneys' fees and court costs, in connection with all losses, including loss of life, personal injury and/or damage to property, arising from or out of Contractor's failure to comply with any provision of this Lease, or arising from or out of any occurrence, upon or at the Premises or the Airport, or any part thereof, or the occupancy or use by Contractor of the Premises or the Airport or any part thereof, or occasioned wholly or in part by any act or omission of ContractorLandlord, its concessionaires, agentsemployees, contractors, suppliers, employees, servants, customers or licensees and including any product liability claim or any labor dispute involving Contractor or its contractors and agents. For purposes hereof, the Premises shall include any service areas adjoining the same. In case Airports Authority or any other party so indemnified shall be made a party to any litigation commenced by or against Contractor, then Contractor shall defend, indemnify, protect and save them harmless and shall pay, as the same becomes due and payable, all costs, losses, expenses and attorneys' fees and court costs incurred or paid by them in connection with such litigation. If any portion of Contractor's Premises, Fixed Improvements or Operating Equipment is damaged by the gross negligence of the Airports Authority’s officers, employees or agents, the Airports Authority Landlord shall reimburse not be liable for damage caused by hidden defects or failure to keep said Premises in repair, and shall not be liable for any damage done or occasioned by or from plumbing, gas, water, steam, or other pipes, or sewerage, or the Contractor bursting or leaking of plumbing or of any plumbing or heating fixtures or waste or soil pipe existing in connection with the Building or Premises, nor for damage occasioned by water, nor for any damages arising from negligence of co-tenants or other occupants of the reasonable repair costs Building, or the agents, employees or servants of such damageany of them, or of any owners or occupants of adjacent or contiguous property. Airports Authority The Landlord shall have no liability not be liable for any injury to the Contractor Tenant, its employees and agents or any other person, occurring on said Premises, irrespective of whether said injury is caused by a defect in said Premises or by reasons of said Premises becoming out of repair or arising from any other cause whatsoever, and the Landlord shall not be liable for any such damage. In addition damage to Tenant’s property or to the foregoing indemnityproperty of any other person which may be located in or upon said Premises and the Tenant agrees to indemnify, if Airports Authority, or any of its respective directors, officers, partners, shareholders, representatives, management company, agents and employees, is deemed to be in noncompliance with any federal, state or Authority laws, regulations or directives governing airport security or access to secure areas of the Airportdefend, and said non-compliance is save harmless the result of or due to the act or omission of Contractor or any of Contractor's agents, employees, licensees or contractors, the Contractor shall hold Airports Authority and its directors, officers, partners, shareholders, members, managers, representatives, management company, agents and employees, harmless Landlord from any claims, losses, actions, demands, judgments, awards, fines, damages, liability and expenses, including attorneys' fees and court costs , all claims arising out of injuries to persons or property occurring on said non-compliance. Contractor shall be given notice of any matter covered hereunder. The provisions of this Section 12.3 shall survive the expiration, termination or earlier cancellation of this LeasePremises.