Duty to Indemnify. Licensee (including, by definition here and hereinafter, its officials, employees, agents and representatives, sub, Licensees and suppliers), shall and hereby does release, discharge, indemnify and hold harmless the County of Pitkin and its officials, employees, agents and representatives from and against liability for any claim, demand, loss, damages, penalty, judgment, expenses, costs (including costs of investigation and defense), fees (including reasonable attorney and expert witness fees) or compensation in any form or kind whatsoever for any bodily injury, death, personal injury, or property damage arising out of or in connection with any negligent act, intentional act, error or omission by the Licensee, and for any consequential liability alleged to accrue against the County on account of the Licensee's acts, errors or omissions; provided, however, that such indemnity shall not be construed as an indemnity for death, personal injury, bodily injury, or property damage arising from the sole negligence of the County or its employees. The Licensee further shall investigate, process, respond to, adjust, provide defense for and defend, pay or settle all claims, demands, or lawsuits related hereto at its sole expense and shall bear all other costs and expenses related thereto, even if the claim, demand or lawsuit is groundless, false or fraudulent. The obligation to indemnify shall be effective and shall extend to all such claims and losses, in their entirety, even when such claims or losses arise from the comparative negligence of the County, its officers, agents, and employees. Licensee shall indemnify and hold the County harmless from and against any hazardous materials or environmental requirements, damages or claims. However, this indemnity will not extend to any claims or losses arising out of the sole negligence or willful misconduct of the County, its officers, agents, and employees. It is the intent of the parties to provide the County the fullest indemnification, defense, and hold harmless rights allowed under the law. If any word(s) contained herein are deemed by a court to be in contravention of applicable law, said word(s) shall be severed from this Agreement and the remaining language shall be given full force and effect.
Appears in 4 contracts
Samples: License and Use Agreement, License and Use Agreement, License and Use Agreement
