Common use of Hazardous Substance Indemnification Clause in Contracts

Hazardous Substance Indemnification. To the extent allowed by Applicable Law, Contractor shall indemnify, defend with counsel acceptable to CCCSWA (provided that such acceptance shall not be unreasonably withheld), and hold harmless CCCSWA and its Member Agencies, their officers, directors, employees, volunteers, and agents (collectively, “Indemnitees”) from and against any and all claims, damages (including but not limited to special, consequential, natural resources, and punitive damages), injuries, costs (including but not limited to all response, remediation, and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, and expenses (including attorneys’ and expert witness fees incurred in connection with defending against any of the foregoing or in enforcing this indemnity (collectively, “damages”)) of any nature whatsoever paid, incurred, suffered by, or asserted against Indemnitees, arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure, or other plan concerning any Hazardous Substances or Hazardous Waste released, spilled, or disposed of by Contractor pursuant to this Agreement. Notwithstanding the foregoing, however, Contractor is not required to indemnify the Indemnitees against claims arising from Contractor’s delivery of Franchised Materials to a Processing Facility, Disposal Site, or Transfer Station owned or operated by a third party, unless such claims are a direct result of Contractor’s negligence or willful misconduct. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), 42 U.S.C. Section 9607(e), California Health and Safety Code Section 25364, and the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. to defend, protect, hold harmless, and indemnify Indemnitees from liability, and shall survive the expiration or earlier termination of this Agreement.

Hazardous Substance Indemnification. To the extent allowed by Applicable Law, Contractor shall indemnifyprotect, defend (with counsel selected by Contractor and reasonably acceptable to CCCSWA (provided that such acceptance shall not be unreasonably withheldCity ), indemnify, and hold harmless CCCSWA and the City , its Member AgenciesCouncil members, their officers, directors, employees, volunteersagents, consultants, successors and agents assigns (collectivelyhereinafter “City Indemnified Parties”), “Indemnitees”) from and against any and all claims, claims for actual damages (including but not limited to special, consequential, natural resources, special and punitive consequential damages), natural resources damages, punitive damages, restitution, injuries, costs (including but not limited to all responsecosts, remediationresponse costs, remediation and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, penalties and expenses (including but not limited to attorneys’ and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity (collectively, “damages”)indemnity) of any nature kind whatsoever paid, incurredincurred or, suffered by, or asserted against Indemniteesagainst, the City Indemnified Parties, arising out of or resulting from or attributable to any repair, cleanup or cleanup, detoxification, or preparation and implementation of any removal, remedial, response, closure, corrective action or other plan (regardless of whether undertaken due to governmental action), concerning the release or threatened release of any Hazardous Substances hazardous substance or Hazardous or municipal Solid Waste releasedat any place where Hazardous or Solid Waste is or has been transported, spilledtransferred, processed, stored, disposed of, or disposed of has otherwise come to be located by Contractor pursuant to this the Franchisethis Agreement, which may result in a release of Hazardous Waste or hazardous substance into the environment. Notwithstanding As used herein, the foregoing, however, Contractor is not required to indemnify phrases “hazardous substance” and “Hazardous Waste” shall coincide with the Indemnitees against claims arising from Contractor’s delivery of Franchised Materials to a Processing Facility, Disposal Site, broadest definition thereof contained in any present or Transfer Station owned future federal or operated by a third party, unless such claims are a direct result of Contractor’s negligence or willful misconductstate laws. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation Response and Liability Act (“CERCLA”), 42 U.S.C. Section 9607(e), and California Health and Safety Code Section 25364, and the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. to defend, protectprotect and, hold harmless, and indemnify Indemnitees the City Indemnified Parties from liability, and . This provision shall survive the expiration or earlier termination of this AgreementagreementAgreement between Contractor and the City. The foregoing indemnity shall not have any dollar limitation. The foregoing indemnity is for the exclusive benefit of the City Indemnified Parties and in no event shall suchthis indemnity inure to the benefit of any third party. The foregoing indemnity shall not apply with respect to: (1) any Hazardous Waste or hazardous substance generated by the City and delivered by the City to Contractor; (2) the closure and post-closure of Xxxxxx Landfill; (3) the disposal or release of hazardous substances or Hazardous Waste, which disposal or release has resulted from the negligence or willful misconduct of City in collecting or delivering hazardous substances or Hazardous Waste in City vehicles to Contractor’s facilities; or (4) Contractor’s operation of the PHHWCF, unless the release is caused by the negligence of Contractor. This indemnity shall include and cover any activities of Contractor under the Prior Agreements. Nothing in these exclusions shall be deemed a waiver of any other rights or claims the City may have against the Contractor independent of this indemnity.

Hazardous Substance Indemnification. To the extent allowed by Applicable Law, Contractor shall indemnifyprotect, defend (with counsel selected by Contractor and reasonably acceptable to CCCSWA (provided that such acceptance shall not be unreasonably withheldCounty), indemnify and hold harmless CCCSWA and its Member Agencies, their officers, directors, employees, volunteers, and agents (collectively, “Indemnitees”) County Indemnified Parties from and against any and all claims, claims for actual damages (including but not limited to special, consequential, natural resources, special and punitive consequential damages), natural resources damages, punitive damages, restitution, injuries, costs (including but not limited to all responsecosts, remediationresponse costs, remediation and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, penalties and expenses (including attorneys’ but not limited to reasonable attorney’s and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity (collectively, “damages”)indemnity) of any nature kind whatsoever paid, incurred, incurred or suffered by, or asserted against Indemniteesagainst, the County Indemnified Parties, arising out of or resulting from the acts or attributable omissions of Contractor in connection with or related to the performance of this Agreement and concerning the release or threatened release by Contractor of any Hazardous Waste or Hazardous Materials collected, transported, received, and/or disposed of by Contractor, including, without limitation, any repair, cleanup or cleanup, detoxification, or preparation and implementation of any removal, remedial, response, closure, corrective action or other plan concerning any Hazardous Substances or Hazardous Waste released, spilled, or disposed (regardless of by Contractor pursuant whether undertaken due to this Agreement. Notwithstanding the foregoing, however, Contractor is not required to indemnify the Indemnitees against claims arising from Contractor’s delivery of Franchised Materials to a Processing Facility, Disposal Site, or Transfer Station owned or operated by a third party, unless such claims are a direct result of Contractor’s negligence or willful misconductgovernmental action). The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation Response and Liability Act (“"CERCLA”"), 42 U.S.C. Section 9607(e), and California Health and Safety Code Section 25364, and the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. to defend, protect, protect and hold harmless, harmless and indemnify Indemnitees the County Indemnified Parties from liability, and . This provision shall survive the expiration or earlier termination of this Agreement between Contractor and the County. The foregoing indemnity shall not have any dollar limitation. The foregoing indemnity is for the exclusive benefit of the County Indemnified Parties and in no event shall such indemnity inure to the benefit of any third party. The foregoing indemnity shall supersede any other environmental indemnities of the Contractor under this Agreement. The foregoing indemnity shall not apply with respect to: (1) any Hazardous Waste or Hazardous Materials generated by the County and delivered by the County to Contractor; or (2) the disposal or release of Hazardous Materials or Hazardous Waste, which disposal or release has resulted from the active negligence or willful misconduct of County or (3) the disposal or release of Hazardous Materials or Hazardous Waste at a third-party facility, which disposal or release was not caused by Contractor. Nothing in these exclusions shall be deemed a waiver of any other rights or claims the County may have against Contractor independent of this indemnity.

Hazardous Substance Indemnification. To the extent allowed by Applicable Law, Contractor shall indemnify, defend with counsel acceptable to CCCSWA City (provided that such acceptance shall not be unreasonably withheld), and hold harmless CCCSWA and City, its Member Agencies, their officers, directors, employees, volunteers, and agents (collectively, “Indemnitees”) from and against any and all claims, damages (including but not limited to special, consequential, natural resources, and punitive damages), injuries, costs (including but not limited to all response, remediation, and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, and expenses (including attorneys’ and expert witness fees incurred in connection with defending against any of the foregoing or in enforcing this indemnity (collectively, “damages”)) of any nature whatsoever paid, incurred, suffered by, or asserted against Indemnitees, arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure, or other plan concerning any Hazardous Substances or Hazardous Waste released, spilled, or disposed of by Contractor pursuant to this Agreement. Notwithstanding the foregoing, however, Contractor is not required to indemnify the Indemnitees against claims arising from Contractor’s delivery of Franchised Materials Residue to a Processing Facility, Disposal Site, or Transfer Station Site owned or operated by a third party, unless such claims are a direct result of Contractor’s negligence or willful misconduct. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), 42 U.S.C. Section 9607(e), California Health and Safety Code Section 25364, and the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. to defend, protect, hold harmless, and indemnify Indemnitees from liability, and shall survive the expiration or earlier termination of this Agreement.