Common use of Hazardous Materials Indemnification Clause in Contracts

Hazardous Materials Indemnification. The Developer shall indemnify, defend (with counsel chosen by City and reasonably acceptable to the Developer), and hold harmless the Indemnified Parties from and against all third party suits, actions, claims, causes of action, costs, demands, judgments, liens, damage, cost, expense or liability the City may incur directly or indirectly arising out of or attributable to any New Release, including without limitation: (1) the costs of any required or necessary repair, cleanup or detoxification of the Property or the Project, and the preparation and implementation of any closure, remedial or other required plans and (2) all reasonable costs and expenses incurred by the City in connection with clause (1), including but not limited to reasonable attorneys' fees. The defense, hold harmless and indemnity obligations contained in this Section 12.2 shall not extend to any claim arising solely from the applicable Indemnified Party’s gross negligence or willful misconduct. The Developer's obligation to indemnify, defend and hold harmless under this Section 12.2 shall survive termination of this Agreement, and shall be interpreted broadly so as to apply to any legal or administrative proceeding, arbitration, or enforcement action. If the Developer effectuates a Transfer permitted pursuant to Article 9 in the manner required by Article 9, then the transferring Developer shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs after the effectiveness of the Transfer. If the Developer effectuates a partial Transfer permitted pursuant to Article 9 in the manner required by Article 9, the transferee shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs as a result of the Developer's action with respect to any portion of the Property not transferred to the transferee.

Hazardous Materials Indemnification. The Developer shall indemnify, defend (with counsel chosen by City and reasonably acceptable to the Developer), and hold harmless the Indemnified Parties from and against all third party suits, actions, claims, causes of action, costs, demands, judgments, liens, damage, cost, expense or liability the City may incur directly or indirectly arising out of or attributable to any New Release, including without limitation: (1) the costs of any required or necessary repair, cleanup or detoxification of the Property or the Project, and the preparation and implementation of any closure, remedial or other required plans and (2) all reasonable costs and expenses incurred by the City in connection with clause (1), including but not limited to reasonable attorneys' fees. The defense, hold harmless harmless, and indemnity obligations contained in this Section 12.2 9.2 shall not extend to any claim arising solely from the applicable Indemnified Party’s gross negligence or willful misconduct. The Developer's obligation to indemnify, defend and hold harmless under this Section 12.2 9.2 shall survive termination of this Agreement, and shall be interpreted broadly so as to apply to any legal or administrative proceeding, arbitration, or enforcement action. If the Developer effectuates a Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, then the transferring Developer shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs after the effectiveness of the Transfer. If the Developer effectuates a partial Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, the transferee shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs as a result of the Developer's action with respect to any portion of the Property not transferred to the transferee.

Hazardous Materials Indemnification. The Developer shall indemnify, defend (with counsel chosen by City and reasonably acceptable to the Developer), and hold harmless the Indemnified Parties from and against all third party suits, actions, claims, causes of action, costs, demands, judgments, liens, damage, cost, expense or liability the City may incur directly or indirectly arising out of or attributable to any New Release, including without limitation: (1) the costs of any required or necessary repair, cleanup or detoxification of the Property or the Project, and the preparation and implementation of any closure, remedial or other required plans and (2) all reasonable costs and expenses incurred by the City in connection with clause (1), including but not limited to reasonable attorneys' ’ fees. The defense, hold harmless harmless, and indemnity obligations contained in this Section 12.2 9.2 shall not extend to any claim arising solely from the applicable Indemnified Party’s gross negligence or willful misconduct. The Developer's ’s obligation to indemnify, defend and hold harmless under this Section 12.2 9.2 shall survive termination of this Agreement, and shall be interpreted broadly so as to apply to any legal or administrative proceeding, arbitration, or enforcement action. If the Developer effectuates a Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, then the transferring Developer shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs after the effectiveness of the Transfer. If the Developer effectuates a partial Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, the transferee shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs as a result of the Developer's ’s action with respect to any portion of the Property not transferred to the transferee.

Hazardous Materials Indemnification. The Developer shall indemnify, defend (with counsel chosen by City and reasonably acceptable to the Developer), and hold harmless the Indemnified Parties City from and against all third party suits, actions, claims, causes of action, costs, demands, judgments, liens, damage, cost, expense or liability the City may incur directly or indirectly arising out of or attributable to any New Release, including without limitation: (1) the costs of any required or necessary repair, cleanup or detoxification of the Property or the Project, and the preparation and implementation of any closure, remedial or other required plans and (2) all reasonable costs and expenses incurred by the City in connection with clause (1), including but not limited to reasonable attorneys' fees. The defense, hold harmless harmless, and indemnity obligations contained in this Section 12.2 9.2 shall not extend to any claim arising solely from the applicable Indemnified PartyCity’s gross negligence or willful misconduct. The Developer's obligation to indemnify, defend and hold harmless under this Section 12.2 9.2 shall survive termination of this Agreement, and shall be interpreted broadly so as to apply to any legal or administrative proceeding, arbitration, or enforcement action. If the Developer effectuates a Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, then the transferring Developer shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs after the effectiveness of the Transfer. If the Developer effectuates a partial Transfer permitted pursuant to Article 9 7 in the manner required by Article 97, the transferee shall have no obligation to indemnify claims arising out of actions or a failure to act that occurs as a result of the Developer's action with respect to any portion of the Property not transferred to the transferee.