Glenborough Indemnification. Glenborough shall indemnify, defend and hold Rancon and its General Partners (the “Rancon Indemnitiee”) harmless from and against any and all claims, demands, causes of action, losses, damages, fines, penalties, liabilities, costs and expenses, including attorneys’ fees and court costs, sustained or incurred by or asserted against the Rancon Indemnitiee by reason of or arising out of Glenborough’s negligence or willful misconduct with respect to the duties and obligations set forth in this Agreement. Rancon Indemnitee shall cooperate in the defense of such claim, but the right to participate in the defense of such claim shall not limit Rancon Indemnitee’s right to retain its own counsel in connection with the defense of such claim if Rancon Indemnitee reasonably believes, in good faith, taking into account all circumstances then existing, that it is necessary to obtain separate counsel. The costs and expenses covered by the indemnities contained herein shall include the costs and expenses of such counsel retained by Rancon Indemnitee.
Appears in 4 contracts
Samples: Property Management and Services Agreement, Property Management and Services Agreement (Rancon Realty Fund V), Property Management and Services Agreement (Rancon Realty Fund Iv)