General Indemnification Provision. Customer shall defend (with counsel reasonably acceptable to ZettaLync), indemnify and hold harmless ZettaLync and ZettaLync’s officers, directors, employees, agents, contractors and representatives from and against any and all claims and expenses, including reasonable attorneys’ fees, arising out of ZettaLync’s provision, installation, usage, or removal of Service to Customer, or destruction of ZettaLync Equipment, Software, or Services in connection with Service to Customer. This indemnification obligation shall apply where Customer is or is alleged to be (by the third party claimant or ZettaLync) at fault or partially at fault.
General Indemnification Provision. Customer shall defend (with counsel reasonably acceptable to IG), indemnify and hold harmless IG and IG’s officers, directors, employees, agents, contractors and representatives from and against any and all claims and expenses, including reasonable attorneys’ fees, arising out of IG’s provision, installation, usage, or removal of Service to Customer, or destruction of IG Equipment, Software, or Services in connection with Service to Customer. This indemnification obligation shall apply where Customer is or is alleged to be (by the third party claimant or IG) at fault or partially at fault.
General Indemnification Provision. The Parent and the Parent Stockholders (the “Indemnifying Parties”) shall jointly and severally, as further set forth below, indemnify, defend and hold each of the Company and each Shareholder, their affiliates and their respective officers, directors, partners (general and limited), employees, agents, attorneys successors and assigns (each an “Indemnified Party”) harmless from and against all Losses incurred or suffered by a Indemnified Party as a result of the breach of any of the representations and warranties made by such party, covenants or agreements made by the Parent and the Parent Stockholders in this Agreement. With respect to the representations and warranties made by each Indemnifying Party, such parties joint and several liability with respect to such representations and warranties shall be as set forth in the introductory paragraph to Article IV.
General Indemnification Provision. The Partnership agrees, to the extent of its Partnership assets, to indemnify and hold each partner harmless from and against, and to reimburse each Party on demand for, any damage, loss, cost, or expense (including attorney fees and costs of investigation incurred in defending against and/or settling such damage, loss, cost, or expense) reasonably incurred by the partner arising out of or in connection with the ordinary and proper conduct of the business of the Partnership, or incurred by the partner for the preservation of the partner business or property. Except to the extent explicitly provided in this Partnership Agreement, no partner, when acting in an ordinary and proper conduct of business of the Partnership or for the preservation of its business or property, shall have any liability to the Partnership or to any other partner for any loss suffered by the Partnership that arises out of any action or inaction of the partner if the partner acted in good faith and the partner's conduct did not constitute gross negligence, willful or wanton misconduct, or breach of any duty of loyalty to the Partnership.
General Indemnification Provision. Each of Premier, Auxerre and the Company (each an “Indemnifying Party”) shall indemnify, defend and hold the other Party, its affiliates, officers, directors, partners (general and limited), employees, agents, attorneys successors and assigns (each an “Indemnified Party”) harmless from and against all Losses incurred or suffered by a Indemnified Party as a result of the breach of any of the respective Indemnifying Parties representations, warranties, covenants or agreements made by the respective Indemnifying Parties in this Agreement.
General Indemnification Provision. Customer shall defend (with counsel reasonably acceptable to ITC), indemnify and hold harmless ITC and ITC’s officers, directors, employees, agents, contractors and representatives from and against any and all claims and expenses, including reasonable attorneys’ fees, arising out of ITC’s provision, installation, usage, or removal of Service to Customer, or destruction of ITC Equipment, Software, or Services in connection with Service to Customer. This indemnification obligation shall apply where Customer is or is alleged to be (by the third party claimant or ITC) at fault or partially at fault.
General Indemnification Provision. Russoil (the “Indemnifying Party”) shall indemnify, defend and hold each of the Company and each Stockholder, their affiliates and their respective officers, directors, partners (general and limited), employees, agents, attorneys successors and assigns (each an “Indemnified Party”) harmless from and against all Losses incurred or suffered by a Indemnified Party as a result of the breach of any of the representations, warranties, covenants or agreements made by Russoil in this Agreement.
General Indemnification Provision. The Parent and the Selling Stockholders (the “Indemnifying Parties”) shall jointly and severally indemnify, defend and hold each of the Company and each Stockholder, their affiliates and their respective officers, directors, partners (general and limited), employees, agents, attorneys successors and assigns (each an “Indemnified Party”) harmless from and against all Losses incurred or suffered by a Indemnified Party as a result of the breach of any of the representations, warranties, covenants or agreements made by the Company and/or the Selling Stockholders in this Agreement.
General Indemnification Provision. Customer shall defend (with counsel reasonably acceptable to SET), indemnify and hold harmless SET and SET’s officers, directors, employees, agents, contractors and representatives from and against any and all claims and expenses, including reasonable attorneys’ fees, arising out of SET’s provision, installation, usage, or removal of Service to Customer, or destruction of SET Equipment, Software, or Services in connection with Service to Customer. This indemnification obligation shall apply where Customer is or is alleged to be (by the third party claimant or SET) at fault or partially at fault.
General Indemnification Provision. Each of Premier, Rossgaz and the Company (each an “Indemnifying Party”) shall indemnify, defend and hold the other Party, its affiliates, officers, directors, partners (general and limited), employees, agents, attorneys successors and assigns (each an “Indemnified Party”) harmless from and against all Losses incurred or suffered by a Indemnified Party as a result of the breach of any of the respective Indemnifying Parties representations, warranties, covenants or agreements made by the respective Indemnifying Parties in this Agreement.
