DEFENSE & INDEMNIFICATION a. The SCHOOL agrees to defend, indemnify and hold harmless the DISTRICT, its officers, directors, agents, or employees against all claims, demands, actions, lawsuits, costs, damages and expenses, including attorneys’ fees, judgments, fines and amounts arising from any willful act, omission, error, recklessness or negligence of the SCHOOL, its officers, directors, agents or employees in connection with the performance of services pursuant to this Agreement. The obligations pursuant to this provision shall survive the termination of this Agreement.
b. The DISTRICT agrees to defend, indemnify and hold harmless the SCHOOL, its officers, directors, agents, or employees against all claims, demands, actions, lawsuits, costs, damages and expenses, including attorneys’ fees, judgments, fines and amounts arising from any willful act, omission, error, recklessness or negligence of the DISTRICT, its officers, directors, agents or employees in connection with the performance of services pursuant to this Agreement. The obligations pursuant to this provision shall survive the termination of this Agreement.
DEFENSE & INDEMNIFICATION a. Neptune Aquatic Center agrees to defend and indemnify and hold harmless the BOE, its affiliates, officers, agents, servants and employees from and against any and all claims and liabilities (including reasonable attorney's fees and expenses, including expert fees, incurred in the defense thereof) relating to personal injury or property damage or any other claim arising out of the acts or omissions, including negligence or malpractice, of the Neptune Aquatic Center, or of any of its officers, directors, employees, agents, servants or independent contractors in connections with their responsibilities under this Agreement. The Neptune Aquatic Center’s liability under this agreement shall continue after the termination of this agreement with respect to any liability, loss, expense or damage resulting from acts occurring prior to termination.
DEFENSE & INDEMNIFICATION. A. The Contractor hereby agrees to defend, indemnify, and hold harmless the City, its appointed and elected officials, agents and employees against all liabilities, claims, judgments, suits or demands for damages to persons or property arising out of, resulting from, or relating to the work performed under this Agreement (“Claims”), unless and until such Claims have been specifically determined by the trier of fact to be due to the sole negligence or willful misconduct of the City. This indemnity shall be interpreted in the broadest possible manner to
B. The Contractor’s duty to defend and indemnify the City shall arise at the time written notice of the Claim is first provided to the City regardless of whether an action has been filed in court on the Claim. The Contractor’s duty to defend and indemnify the City shall arise even if the City is the only party sued and/or it is alleged that the City’s negligence or willful misconduct was the sole cause of the alleged damages.
C. The Contractor will defend any and all Claims which may be brought or threatened against the City and will pay on behalf of the City any expenses incurred by reason of such Claims including, but not limited to, court costs and attorney fees incurred in defending and investigating such Claims or seeking to enforce this indemnity obligation. Such payments on behalf of the City shall be in addition to any other legal remedies available to City and shall not be considered the City’s exclusive remedy.
D. Insurance coverage requirements specified in this Agreement shall in no way lessen or limit the liability of the Contractor under the terms of this indemnification obligation. The Contractor shall obtain, at its own expense, any additional insurance that it deems necessary for the City’s protection.
E. This defense and indemnification obligation shall survive the expiration or termination of this Agreement.
DEFENSE & INDEMNIFICATION.
21.1 The City acknowledges its legal responsibility to provide its employees with a defense and indemnification against any tort claim, demand, or action as prescribed by law.
21.2 If an employee is issued a citation by anyone who is not a police officer, which the employee believes to be in retaliation for the employee's action(s) as a police officer, the employee may request that the City implement the following steps:
a. The City will request the City Attorney's office to initiate an investigation to determine if the employee's action(s) were within the course and scope of employment and not malfeasance in office or willful or wanton neglect of duty.
b. The City will investigate the employee's allegations that the citation is retaliatory.
c. If the employee's actions were within the course and scope of employment and not malfeasance in office or willful or wanton neglect of duty and there is cause to believe the citation is retaliatory, the City will provide the employee with counsel for defense and with indemnification on any such citation.
21.3 Anytime an EPEA member is named as a personal defendant, or there is a high likelihood of being named as a personal defendant, in an ongoing litigation between a third party and the City of Xxxxxx, the Association will inform the City when it wishes its attorney to monitor the lawsuit and which officer(s) the Association wishes the attorney to monitor on behalf thereof.
a. The City of Xxxxxx promises that the attorneys representing it will make all effort possible to coordinate the relevant meetings so that the attorney for the Association can be present at those meetings.
b. The attorneys for the Association promise that, if the primary attorney cannot make a meeting and it cannot be rescheduled, the law firm will make every effort possible to have an alternative attorney present at the meeting.
c. In the event that the respective attorneys cannot coordinate a meeting so that an attorney for the Association can be present and the meeting must take place at that time, the Association's attorney will designate to the City which of the Association's members will be deemed an agent of the law firm. The City will then indicate whether or not it will allow that person to attend as an agent of the law firm.
21.4 The City agrees to reimburse a bargaining unit employee for reasonable, usual, and customary legal fees charged by an attorney as a direct result of criminal charges or a criminal investigation arising out ...
DEFENSE & INDEMNIFICATION. (a) Using Redeveloper’s counsel or such other counsel as designated by the Redeveloper or the Redeveloper’s insurers, the Redeveloper agrees to indemnify and hold harmless the Borough and its agents, employees and or/representatives, against, and the Redeveloper shall pay any and all liability, loss, cost, damage, claims, judgment, or expenses, of any and all kinds or nature and however to the extent caused by Redeveloper’s gross negligence, which the Borough may sustain, be subject to or be caused to incur by reason of any claim, suit or action based upon personal injury, death or damage to property, whether real, personal or mixed, relating to the Redeveloper’s activities in constructing the Project or based upon or arising out of contracts entered into by the Redeveloper which relate to the construction of the Project, whether as a result of Redeveloper’s Default or out of the Redeveloper’s acquisition, construction or installation of the Project, including but not limited to any all claims by workmen, employees or agents of the Redeveloper and unrelated third parties, which claims arise from the construction of the Project, the maintenance and functioning of improvements installed pursuant to the Project, or any other activities of the Redeveloper during the construction of the Project. The Parties agree that neither the Borough nor its officers, agents, servants or employees shall be liable in any event for any action performed under this Agreement and that the Redeveloper shall save the Borough and its officers, agents, servants or employees harmless from any claim or suit by a third party in connection with Redeveloper’s obligations under this Agreement, except for any claim arising from the gross negligence, intentional or willful acts of the Borough.
(b) The Redeveloper, at its own cost and expense, shall defend any and all claims, suits and actions, as described more fully within Section 27(a) above, which may be brought or asserted against the Borough and its officers, agents, servants or employees; but this provision shall not be deemed to relieve any insurance company which has issued a policy of insurance which may be provide for in this Agreement from its obligation to defend Redeveloper, the Borough, and any other insured named in such policy of insurance in connection with claims, suits or actions covered by such policy.
(c) Upon the commencement of any litigation referred to in this Section, or if and when the Borough incurs any costs, ex...
DEFENSE & INDEMNIFICATION a. CONSULTANT agrees to defend, indemnify and hold harmless the DISTRICT, its officers, directors, agents, or employees against all claims, demands, actions, lawsuits, costs, damages and expenses, including attorneys’ fees, judgments, fines and amounts arising from any willful act, omission, error, recklessness or negligence of the CONSULTANT, its officers, directors, agents or employees in connection with the performance of services pursuant to this Agreement. The obligations pursuant to this provision shall survive the termination of this Agreement.
DEFENSE & INDEMNIFICATION. A. Lessor, at its sole cost and expense, shall defend Xxxxxx and the state of Montana, their employees, officers, officials, agents, and volunteers (collectively, Indemnitees) from and against all claims, allegations, lawsuits, or any other action (Claim or Claims) relating to personal injury, death, damage to property, financial loss or other obligation arising or allegedly arising out of or in connection with Xxxxxx’s duties under this lease.
X. Xxxxxx shall indemnify the Indemnitees against losses, liabilities, damages, judgments, settlements, penalties, fines, reasonable attorney/expert fees, expenses, and court costs arising from the Claims.
C. Lessee shall give Lessor prompt notice of any Claim, and at Xxxxxx’s expense, Lessee shall cooperate in the defense of the Claim. Xxxxxx acknowledges that under Montana law, the Montana Attorney General may participate in an action involving the state of Montana.
D. If Lessor fails to comply with its defense obligations under this section, Lessee may undertake its own defense. If Lessee undertakes its own defense, Lessor shall reimburse Lessee for all: (i) losses, liabilities, damages, judgments, settlements, penalties and fines arising from the Claim, and (ii) costs arising from defense of the Claim, including but not limited to attorney fees, court costs, and costs of investigation, discovery, and experts. Lessor shall reimburse Lessee within 30 days after receiving Xxxxxx’s justification for these expenditures.
DEFENSE & INDEMNIFICATION. The City shall provide legal defense and indemnification in accordance with City Code Section 2- 57.
DEFENSE & INDEMNIFICATION. 13.1 We will defend You and Your employees and trustees (hereinafter and for purposes of this Section, collectively referred to as “You”) against any claim, demand, suit or proceeding made or brought against You by a third-party alleging that the Cloud Services infringe or misappropriate such third-party’s intellectual property rights (a “Claim Against You”), and will indemnify and hold harmless You from any damages, attorney fees and costs ultimately awarded against You as a result of, or for amounts paid by You under a settlement approved by Us in writing of, a Claim Against You.
13.1.1 In order to receive the benefit of this indemnification, you must:
13.1.1.1 promptly give Us written notice of the Claim Against You via email to xxxxx@xxxxxxxxxx.xxx;
13.1.1.2 give Us sole control of the defense and settlement of the Claim Against You (except that We may not settle any Claim Against You unless it unconditionally releases You of all liability); and
DEFENSE & INDEMNIFICATION. A. The Contractor hereby agrees to defend, indemnify, and hold harmless the City, its appointed and elected officials, agents and employees against all liabilities, claims, judgments, suits or demands for damages to persons or property arising out of, resulting from, or relating to the work perform
B. time written notice of the Claim is first provided to the City regardless of whether an action has been filed in court on the Claim. The Contract willful misconduct was the sole cause of the alleged damages.
C. The Contractor will defend any and all Claims which may be brought or threatened against the City and will pay on behalf of the City any expenses incurred by reason of such Claims including, but not limited to, court costs and attorney fees incurred in defending and investigating such Claims or seeking to enforce this indemnity obligation. Such payments on behalf of the City shall be in addition to any other legal remedies available to City and shall not
D. Insurance coverage requirements specified in this Agreement shall in no way lessen or limit the liability of the Contractor under the terms of this indemnification obligation. The Contractor shall obtain, at its own expense, any additional insurance that it
E. This defense and indemnification obligation shall survive the expiration or termination of this Agreement.
