Hold Harmless and Defend Sample Clauses

Hold Harmless and Defend. (a) The Town hereby covenants and agrees, to the extent permitted by law, to defend and hold the AY Parties (which, for the purposes of this Paragraph, shall include the officers, directors, partners, trustees, beneficiaries, members, managers, employees, agents, tenants, or contractors of the AY Parties), harmless from and against any and all loss, claim, damage, cause of action, penalty, fine, cost or expense, including, without limitation, reasonable attorneys’ fees and expenses, suffered by any such indemnified Party arising out of or relating to either (i) the exercise by the indemnifying Party of the rights and easements hereby created, or (ii) the breach of any provision of this Agreement by, or the negligent or intentional act or omission of, the indemnifying party, or (iii) the failure of the indemnifying party to comply with all Permits and Legal Requirements in connection with the exercise of its rights or obligations hereunder, or (iv) the discharge or release of “Hazardous Substances” by the indemnifying party on the land of the other Party. For the purposes of this Paragraph 6(a), the term “the indemnifying Party” shall mean the Town, its employees, agents and contractors. (b) AY Holding and BP Watertown Retail hereby jointly covenant and agree to defend and hold the Town (which, for the purposes of this Paragraph, shall include the Town’s employees, agents and contractors), harmless from and against any and all loss, claim, damage, cause of action, penalty, fine, cost or expense, including, without limitation, reasonable attorneys’ fees and expenses, suffered by any such indemnified party arising out of or relating to either (i) the exercise by the indemnifying party of the rights and easements hereby created, or (ii) the breach of any provision of this Agreement by, or the negligent or intentional act or omission of, the indemnifying party, or (iii) the failure of the indemnifying party to comply with all Permits and Legal Requirements in connection with the exercise of its rights or obligations hereunder, or (iv) the discharge or release of “Hazardous Substances” by the indemnifying party on the land of the other Party. For the purposes of this Paragraph 6(b), the term “the indemnifying Party” shall mean AY Holding and BP Watertown Retail, and their respective employees, agents and contractors. (c) As used in this Agreement, (a) the term “Hazardous Substances” shall mean, collectively, any and all chemicals, substances, wastes, materials, ...

Hold Harmless and Defend. ▇▇▇▇▇ agrees to hold harmless and defend Management Company and its agents against any third-party complaints. • Indemnity. ▇▇▇▇▇ agrees to indemnify Mgt. Co. for the reasonable cost to defend and any payments made to settle any third-party claims, including those made by members of the Guest’s party and invitees and licensees of the Guest on the Property.

Hold Harmless and Defend. The Permittee agrees to indemnify, hold harmless and defend the City, its elected and appointed officers, employees and agents from and against any and all liabilities, claims, demands, or causes of action of any manner or kind arising out of or resulting from, the negligent acts or omissions of the Permittee, including but not limited to the Permittee’s use, operation, installation, maintenance, placement or removal of devices, or by the negligent acts or omissions of the employees, agents, contractors or subcontractors of the Permittee in connection with the devices . The City does not require device users over the age of 15 to wear helmets. If the Permittee requires helmets, all liability for their customers' failure to comply with this requirement is assumed by the Permittee. Permittee’s obligations under this section are relieved to the extent any claims arise out of or result from the negligent acts, omissions, breaches of law or contract, by the City.