GIS. agrees that GIS shall indemnify and hold harmless the Firm, and the Firm’s affiliates, officers, trustees, directors, employees, shareholders and agents against any claims, losses, costs or liabilities, including attorneys’ fees, that may be assessed against, or suffered or incurred by any of them, howsoever they arise and as they are incurred, which relate in any way to: (a) any breach of GIS’s representations or warranties or failure to comply with GIS’s obligations as set forth in this Agreement, (b) bad faith, gross negligence or willful misconduct by GIS or its representatives; or (c) any material misrepresentation or material omission concerning the Products contained in a Prospectus or other promotional materials or sales literature provided by GIAC or GIS. Notwithstanding the above, GIS will not be responsible for any damages caused by the Firm’s conduct.
Appears in 4 contracts
Samples: Selling Agreement (Guardian Separate Account R), Selling Agreement (Guardian Separate Account R), Selling Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)
