Common use of Environmental Indemnities Clause in Contracts

Environmental Indemnities. 23.2.1 The Seller shall indemnify, defend and hold harmless the Buyer, its Affiliates, officers, employees, agents and Financing Parties against any and all suits, actions, response actions, orders, losses, damages, civil or criminal penalties, fees, costs, expenses, claims or liabilities (including, without limitation, attorneys’ fees and expenses) arising out of, or in connection with, the Release (or alleged Release) of any Hazardous Substances introduced to the Site by the Seller, or violations (or alleged violations) of any laws pertaining to human health and the environment, by the Seller, its Affiliates, officers, employees or agents or by the Seller’s Subcontractors or Suppliers in connection with the performance of the Work, including, without limitation, with respect to (a) any costs, damages or liabilities associated with personal injury or death, or (b) damage to property, including the costs of investigation, cleanup, removal, remedial, corrective or response action. Notwithstanding the foregoing provisions of this Section 23.2.1, the Seller shall not be responsible for any loss or portion thereof (a) to the extent attributable to the negligence or willful misconduct of the Buyer, or (b) to the extent attributable to the breach by the Buyer of any provision of this Contract. 23.2.2 The Buyer shall indemnify, defend and hold harmless the Seller, its Affiliates, and its and their officers, employees, agents against any and all suits, actions, response actions, orders, losses, damages, civil or criminal penalties, fees, costs, expenses, claims or liabilities (including, without limitation, attorneys’ fees and expenses) arising out of, or in connection with, the Release (or alleged Release) of any Hazardous Substances at the Site (other than any Hazardous Substances introduced to the Site by the Seller), or violations (or alleged violations) of any laws pertaining to human health and the environment in respect of the Site, by the Buyer, or its Affiliates, officers, employees or agents, including, without limitation, with respect to (a) any costs, damages or liabilities associated with personal injury or death, or (b) damage to property, including the costs of investigation, cleanup, removal, remedial, corrective or response action. Notwithstanding the foregoing provisions of this Section 23.2.2, the Buyer shall not be responsible for any loss or portion thereof (i) to the extent attributable to the negligence or willful misconduct of the Seller, or (ii) to the extent attributable to the breach by the Seller of any provision of this Contract.